FINANCIAL REPORT 2014-2015
CONTENTS 2014-2015 FINANCIAL YEAR MANAGEMENT REPORT
_6 CONSOLIDATED FINANCIAL STATEMENTS
_11 PRESENTATION OF THE ANNUAL FINANCIAL STATEMENTS _11 UNION INVIVO FINANCIAL STATEMENTS _12 APPROPRIATION OF INCOME _13 GOVERNANCE
_13 EMPLOYEE INFORMATION
_13 OPERATIONAL RISKS AT SITES _13 FINANCIAL FUTURES
_14 STRATEGY AND OUTLOOK
CONSOLIDATED FINANCIAL STATEMENTS _18 CONSOLIDATED BALANCE SHEET
_19 CONSOLIDATED INCOME STATEMENT _20 ANALYTICAL INCOME STATEMENT _21 CASH FLOW STATEMENT
_22 NOTES ON THE CONSOLIDATED FINANCIAL STATEMENTS
CORPORATE ACCOUNTS _42 BALANCE SHEET
_44 INCOME STATEMENT
_45 ANALYTICAL INCOME STATEMENT
_5
MANAGEMENT REPORT
_6 CONSOLIDATED FINANCIAL STATEMENTS _6 / Scope, investments and disposals _6 / Activity _8 / Research and Development _10 / Controlling interests _11 / Consolidated income statement
FY
2014 2015
TREND IN INVIVO GROUP REVENUE (€ billion) 6.1
5.7
6.1
5.7
5.7
_11 PRESENTATION OF THE ANNUAL FINANCIAL STATEMENTS _11 UNION INVIVO FINANCIAL STATEMENTS _11 / Union InVivo activity _12 / Union InVivo outlook _12 APPROPRIATION OF INCOME _13 GOVERNANCE
10/11 11/12 12/13 13/14 14/15
BREAKDOWN OF REVENUE (€5.7 billion)
INTERNATIONAL 45%
_13 EMPLOYEE INFORMATION _13 OPERATIONAL RISKS AT SITES _13 FINANCIAL FUTURES _14 STRATEGY AND OUTLOOK
FRANCE 55%
6_ GROUP MANAGEMENT REPORT / INVIVO 2014-2015
CONSOLIDATED FINANCIAL STATEMENTS SCOPE, INVESTMENTS AND DISPOSALS
The InVivo group includes 136 consolidated companies, compared with 110 last year. 114 of the companies are integrated (106 fully and 8 proportionally) and 22 are recognised using the equity method. Changes in the scope of consolidation result from the following transactions: • The acquisition of Life Scientific (InVivo Agro scope) • The acquisition of Pancosma (14 companies) and Total Alimentos (3 companies) (InVivo NSA scope) • The acquisition of Cordier Mestrezat Grands Crus (InVivo Wine scope) • The merger of Neotic in Maferme (InVivo Agro scope) • The merger of Nalod's Formation in Nalod's (InVivo General Public scope) • The merger of Plantes & Jardins in Gamm vert (InVivo General Public scope) • The disposal of Safana and Santamix (InVivo NSA scope) • InVivo NSA relinquished control over the Burmese company Guyomarc'h Fortune on 31 December 2014 following the sale of 20% of its share. The impact of the transaction is non-significant and, from 1 January 2015, InVivo NSA has held only a 40% share in Guyomarc'h Fortune, now recognised under the equity method. • The creation of Novafield. Union InVivo has acquired a 20% share in Novafield, a company that references crop health products and agronomic expertise (InVivo Agro scope). • The creation of Alix Dijon (InVivo General Public scope) • The creation of InVivo General Public Services (InVivo General Public scope) • The creation of Grains Overseas and InVivo Trading (InVivo Grains scope) • The creation of InVivo Group, a wholly-owned subsidiary of Union InVivo • The creation of InVivo NSA Cambodia and InVivo NSA Asia in Singapore (InVivo NSA scope) • The creation of InVivo Group Asia, InVivo Campus and InVivo Management, companies wholly owned by InVivo Group • The creation of the InVivo Wine holding company • No o investments or disposals of any significance were made this year at InVivo Grains, InVivo General Public or InVivo Head Office Holding Company.
ACTIVITY
The InVivo group reported revenue of €5.7 billion in 2014-2015, of which €2.5 billion (or 45%) was generated internationally. Revenue was stable (-0.2%) with respect to last year. The changes in scope offset the impacts of the fall in agricultural raw materials prices. The InVivo group posted income of €73.7 million in FY 2014-2015, the main components being: - operating income of €66.7 million, up €42.8 million on last year; - extraordinary net income including a contribution of €61.8 million stemming from the dilution of the percentage interest of the InVivo group in the subgroup InVivo NSA from 76.14% to 67.48%. The impact of this dilution corresponding to a transfer of rights is reflected in a capital gain of €61.8 million for the 2014-2015 year. Financial establishments entered the capital of InVivo NSA in 2014-2015 through a capital increase in cash of €211.4 million on 7 April 2015. The transaction will enable InVivo NSA to accelerate its international development and strengthen its positions in its growth businesses. InVivo NSA is now owned 67.47% by the InVivo group, alongside Eurazeo with 17.29%, CDC International Capital with 5.078% and the long-standing shareholders Unigrains and Cansa Holding, each with 5.078%.
INVIVO AGRO
InVivo Agro posted consolidated revenue of €1,597 million, down 2.9%. SEEDS The seeds business generated consolidated revenue of €106 million, up 11% owing notably to a strong spring campaign for fodder crops, an increase in land under colza production and the rise in value of Les Préférées range in straw cereals. However, maize sales were down 2% in a market that contracted strongly (-8%). Sales of hybrid barley were stable. The seeds business achieved strong performances once again this year, reflected in gross operating profit of €14.5 million, stable overall on last year. RAGT Semences, recognised by the equity method, contributed €4.8 million to the overall consolidated income of the seeds business.
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AGRICULTURAL SUPPLIES The agricultural supplies business posted consolidated revenue of €1,491 million, down 3.8%.
Vertou sites to the cooperatives at the end of FY 2013-2014. But profitability increased despite changes in scope through strong positions in raw materials purchasing.
Crop protection revenue fell slightly on last year, down 1.5%. But the activity grew 0.9% on a like-for-like basis through a rise in sales of cereal fungicides and herbicides linked to the increase in land under production. Maize herbicide sales contracted owing to the drought and decrease in land under production.
NUTRITION INTERNATIONAL Revenue increased 32% with an 18% rise in tonnage. Profitability also increased, driven by Mexico and Brazil. The November 2014 acquisition of Total Alimentos (pet food and complete feeds) represents revenue of €98 million over eight months and very strong profitability.
Revenue for the seeds distribution network fell 16%, owing to the withdrawal of a major customer combined with a decline in three main markets: maize and sunflower (-8%) and colza (-2%).
PREMIX FRANCE Revenue grew 5.7% and tonnage was up 4%. Profitability was stable on last year.
The fertiliser business once again posted an increase this year despite a 7% drop in nitrogen solution volumes, which can be attributed to anticipated deliveries in the previous year and the discontinuation of business relations with a significant customer. Strong growth was recorded in urea involved in the production of Novius. Agri-equipment revenue fell a sharp 21%, owing to the economic environment (contraction in the chaptalisation sugar market, difficulties maintaining share in small tunnel filming and mulching, low consumption of packaging and conservation of fodder due to weather conditions) and the loss of a key customer. Returns to cooperatives in the form of rebates increased once again this year, rising 4.2% to a total €51.8 million. The acquisition of a 50% stake in the Irish company Life Scientific, consistent with our strategy on capturing value upstream, led to a €0.4 million increase in profit for the year.
PREMIX INTERNATIONAL Revenue and tonnage rose 17% and 7.5% respectively. Gross operating profit was generated mainly by Spain, Italy and Mexico amid a favourable micro-ingredient price environment. HEALTH Revenue rose 7% and profitability increased. ANALYSIS LABORATORIES Revenue remained stable. Work on operational cost management led to a rise in gross operating profit. ADDITIVES Over an eight-month period, Pancosma, acquired on 1 November 2014, generated €48 million in revenue. This activity shows very strong profitability.
INVIVO GRAINS
InVivo Grains posted revenue of €2,096 million, down 6.1% on last year. The decline owed primarily to the fall in raw materials prices.
Gross operating profit after agriculture supplies rebates came out at €2.2 million.
InVivo Grains income grew sharply this year with gross operating profit of €13.8 million, up €16.2 million year on year.
INVIVO ANIMAL NUTRITION AND HEALTH
LOGISTICS AND STORAGE Consolidated revenue for the logistics and storage business came out at €36.2 million, up 6.1%. Gross operating profit totalled €9.1 million compared with €7.8 million last year.
InVivo Animal Nutrition and Health (InVivo NSA) posted consolidated revenue of €1,433 million, up 12.7%. Revenue decreased in France stemming from contributions and disposals of sites to the cooperatives, but the contraction was offset by the arrival of Pancosma and Total Alimentos. Gross operating profit increased €26.4 million to a record €85.3 million, and profits exceeded objectives. International business accounted for 75% of revenue, compared with 64% last year. NUTRITION FRANCE Revenue fell 77% and tonnage was down 79%, notably owing to the deconsolidation of Novial and Querial and the contributions and disposals of the Maillezais and
Loading increased 22% to 7 million tonnes and dried volumes grew 27.5% to 801,000 tonnes. Magestiv, the rail freight forwarding company, put in an excellent year, transporting some 1.34 million tonnes (36.9%). TRADING The Group's trading business in France was hived off to the InVivo Trading company this year. The international trading activity as a whole generated consolidated revenue of
8_ GROUP MANAGEMENT REPORT / INVIVO 2014-2015
€2,053 million, down 6%, owing to prices. Total tonnage came out at 10.3 million tonnes, down 10.7% year on year. SIGMA TERME Sigma Terme posted consolidated revenue of €7.5 million, almost double last year's figure (95.7%), and gross operating profit of €1.7 million, up €0.4 million on last year. The year saw an over 70% increase in lots processed, linked to the favourable market environment since first-half 2015, the proactive sales policy rolled out by the teams, and InVivo Trading, which increased its volume of activity.
INVIVO GENERAL PUBLIC
SEPCO Sepco generated consolidated revenue of €2.8 million, down 20%. The trend resulted from the transfer of the training activity to Gamm vert, to the benefit of the company's core business of communication and events planning. The company posted gross operating profit of -€0.15 million in 2014-2015, stable on last year.
INVIVO HEAD OFFICE HOLDING COMPANY
InVivo Head Office Holding Company posted revenue of €2 million, down €5.2 million as a result of the exit of Solar Ener Jade (energy).
InVivo General Public posted revenue of €526 million, up 2.5%. Gross operating profit after rebates rose significantly, from €1.5 million in FY 2013-2014 to €4.9 million in FY 2014-2015. The strong performance was driven mainly by the improved profitability of the garden centre business (Gamm vert, integration of Groupe Nalod's) and the successful turnaround of Néodis.
GROUP OPERATING INCOME
GARDENING The garden centre business (Gamm vert, Plantes & Jardins, Nalod's) posted consolidated revenue of €494.5 million, up 4%. Despite the loss of the Pont-Ezer network this year, Gamm vert business remained brisk, with an increase of 2.8%. Growth this year was generated in particular by the Terroir and Animal product lines.
InVivo Grains
Groupe Nalod's entered the scope of consolidation on 1 July 2014. The Plantes & Jardins activity remained stable in an increasingly competitive market. For Gamm vert, returns to franchisees in the form of rebates or commission continued to rise, up 7.9% to a total €43.3 million. Gross operating margin after rebates for the garden centre business increased sharply, totalling €4.7 million for the year. NÉODIS The Néodis business posted consolidated revenue of €26.9 million. The activity grew 14%. Gross operating profit rose strongly, coming out at €1.9 million, compared with a negative -€0.2 million in FY 2013-2014. This return to profitability can be attributed to the volume and product mix effect, together with enhanced responsiveness to fluctuations in raw materials costs. FOOD DISTRIBUTION The new companies Frais d'Ici (franchiser) and Alix Toulouse (pilot store) driving the new local produce retail concept started operations in October 2014. Impacted by the start-up costs of the new brand, gross operating profit in FY 2014-2015 was a negative -€1.6 million.
Group operating income can be broken down by activity branch as follows: In thousands of euros
InVivo Agro
InVivo Animal Nutrition and Health
InVivo General Public
InVivo Wine
InVivo Head Office Holding Company
Total
30/06/2015 3,548
30/06/2014 9,302
59,060
37,720
3,518
-343
8,659 -3
-8,059 66,723
-11,760
-11,039
23,880
RESEARCH AND DEVELOPMENT InVivo invents and implements solutions to meet challenges in food and the environment. The Group allocates substantial resources to R&D and forms partnerships with academic institutions and research organisations in France and abroad to create solutions to help farmers and stockbreeders produce more and better by taking into account the local environment and local challenges.
CROP R&D
The partnership with France's national agronomy research institute (INRA), initiated with the signature of the InVivo-INRA framework agreement in 2013, is being further strengthened. Proposals concerning a collaborative venture with Biotop on new biocontrol research projects are under review. Five theses are co-supervised by INRA and AgroSolutions. A similar framework agreement was signed this year by AgroSolutions and France's natural history museum
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to step up the development of knowledge and the implementation of solutions in favour of biodiversity by the farming world. Three priority work focuses have been established: - the development of knowledge, skills and measurement and management tools for biodiversity in agricultural environments; - the assessment of the effects of regional development on biodiversity, the design and deployment of strategies to avoid, reduce and offset their ecological impacts; - the development of technical and economic systems promoting the environmental services rendered by agriculture in terms of biodiversity and the landscape. R&D work has also been initiated as part of the "Clubs Agronomiques" that bring together five to ten cooperatives looking to develop innovative solutions for highly specific issues. Four Clubs are already working on simplified crop techniques, the agronomic management of pastures, precision agriculture sensors, and best testing practices. AgroSolutions research work was published on ten occasions in peer-reviewed scientific journals, several of them international. Research work on biocontrol is focused on the development of macro-organisms, insects and auxiliary mites for use in biological protection for professional uses (in arable crops, vines, market gardening, and green spaces) and consumer uses. Research is oriented in several directions: - the improvement of production processes in Ephestia breeding and the production of trichogramma; - the rollout of expertise in trichogramma, Biotop's core business, in new crops and new pests. In 2015-2016, three major innovations will be launched against grape berry moths, soybean borers and vegetable crop moths; - the development of a range of predatory mites for the vegetable crop market. Crop R&D, previously part of InVivo AgroSolutions, was reorganised into two parts on 1 July 2015: InVivo Agriculture's Research & Development Innovation department and Biotop. InVivo Agriculture's Research & Development Innovation department is tasked with coordinating cross-cutting innovation projects to strengthen the catalogue of solutions proposed by InVivo Agriculture. It is focused on three main research areas: - the development of digital agriculture; - the development of precision agriculture; - biosolutions.
The Milly-la-Forêt test farm has been hived off as an Agrinovex autonomous unit, the aim being to provide testing services to all the entities of the InVivo group and external customers.
ANIMAL R&D
Consistent with its strategy, of which innovation is an essential part, InVivo NSA pursued its R&D work in 2014-2015 at national and international level. As a result, the company is able to bring its customers innovative products and concepts in animal nutrition and health, working closely with the marketing departments of its different regions and brands. The acquisition of Total Alimentos (Brazil) and Pancosma (Switzerland) has considerably broadened the company's skills in pet-food and additives research. With its multi-species and multi-region approach, InVivo NSA has an international network of 13 research stations based in its operating countries: France, Brazil, Mexico, Vietnam and Indonesia. It has contractualised research with private and academic institutions in a number of countries, including France (with INRA), Spain, Portugal, Morocco, Brazil, Mexico, the Netherlands, South Africa and Belgium. InVivo NSA is a member of Cooperative Research Farms (CRF), a leading animal nutrition research network (working in ruminants, pigs, poultry and horses) of cooperatives in the United States. They celebrated their 25th year of partnership this year. R&D work is aimed at supporting the Group's existing activities around the world by maintaining and improving renowned expertise in the key fields of feeds for animals and aquatic species, namely knowledge of raw materials and nutritional needs. Particular emphasis is placed on supporting fast-growing activities, including additives (Pancosma) and aquaculture (BernAqua, larval shrimp and tilapia feeds). The investment and research programme has been organised so as to launch a new additive, a new nutritional solution and a new tool every year. Powerjet, an additive for ruminants, was launched in 2013. In 2014-2015, five innovations were brought to market: - Perfegg, an additive based on active plant ingredients that favours egg production by improving the lipid metabolism of laying hens; - Genesa, a prestarter complete feed for chicks; - PurLITE, a drying solution for litters developed for piglets whose antiseptic properties contribute to improved livestock hygiene; - PhysioLick, a salt lick for ruminants; - InMyFarm Aqua, a decision-making tool for monitoring and optimising fish farm performance.
10_ GROUP MANAGEMENT REPORT / INVIVO 2014-2015
In the highly competitive and globalised sector of animal nutrition and health, the ability to adapt and act fast are key to maintaining a strong capacity for innovation. Through the tools in its possession and its ability to enhance existing resources and propose alternatives, InVivo NSA is continuously enriching a unique base of scientific and technical knowledge, helping its customers to adapt their offer rapidly and precisely to the human food market.
CONTROLLING INTERESTS On 31 October 2014, InVivo NSA acquired Pancosma, a world leader in the ingredients and additives market, through its holding company P&A Finances SA. The acquisition will enable InVivo NSA to build a world leader in the speciality additives market. The aim is to unlock a range of synergies with the additives business already developed at the Group under the Néovia brand. Pancosma has five production sites worldwide (in Switzerland, France, Canada, China and Poland) and distribution subsidiaries based internationally (in Mexico, the USA, Thailand and Russia). Founded in 1947, Pancosma develops, produces and distributes innovative additives worldwide. The company markets seven product ranges: flavourings, sweeteners, bioactives, organic trace minerals, plant charcoal, acidifier blends and TakTik's. Pancosma and its subsidiaries are recognised using the full consolidation method. On 5 November 2014, InVivo NSA acquired Total Alimentos, Brazil's number-three pet-food player. The transaction confirms InVivo NSA's development strategy in the sector and brings it a key position in the Brazilian market, the world's number-two pet-food market behind the USA. Total Alimentos also boasts substantial positions in feed for dairy cows, horses and aquatic species. Founded in 1975, Total Alimentos is an independent family group with a 1,400-strong workforce and an extended sales network, featuring 21 distribution centres. The company is based in Três Corações in Minas Gerais state. It exports to over 40 countries. Total Alimentos and its two subsidiaries, Sul Mineira and Total Food Trading, are recognised using the full consolidation method. On 7 November 2014, InVivo Group acquired a 50% stake in Life Scientific, an Irish company based in Dublin. Life Scientific specialises in the formulation and approval of crop protection products. The acquisition is fully in line with the "2025 by InVivo" strategy and in particular InVivo
Agro's strategy of forming strategic partnerships with a view to investing in innovation and bringing a broader range of sustainable and profitable solutions to the Union's member cooperatives and their members. The company is recognised using the proportionate consolidation method. Union InVivo bought Financière Evialis shares from Sofipar and Unigrains on 7 April 2015 and contributed 100% of the shares to InVivo Group on 30 June 2015. On 9 June 2015, InVivo Wine became the majority shareholder in the Cordier Mestrezat Grands Crus wine trading house in Bordeaux with a 77.2% share. Vinadeis (formerly La Languedocienne) is the number-two shareholder alongside InVivo. Consistent with the "2025 by InVivo" strategic plan, the acquisition confirms the Group's determination to forge a leadership position in agri-food and in particular in the wine sector. The Group is also looking to step up the development and value creation of the company. Cordier Mestrezat Grands Crus is recognised using the global consolidation method. In addition, several new companies have been set up: •A lix Dijon, following the opening of a new Frais d'Ici store in October 2015; • InVivo General Public Services, following the acquisition of Groupe Nalod's last year and based on the ambition to create a shared Gamm vert / Nalod's purchasing centre; • Grains Overseas, working in maritime management, freight forwarding and sea transport; • InVivo Group Asia, a platform located in Singapore. The Group moved ahead with the legal reorganisation initiated last year. • InVivo Group, a wholly-owned subsidiary of the Union, encompasses the corporate functions and marks the dividing line between activities inherent to the union of cooperatives and economic activities. • The following companies have been created, wholly owned by InVivo Group: - InVivo Campus, responsible for the provision of services and consultancy in human resources management and occupational training for farming cooperatives and their subsidiaries as well as commercial companies; - InVivo Management, whose main task is to source senior executives for Group companies; - InVivo Wine, a wholly-owned subsidiary of Union InVivo, subsequently sold to InVivo Group. Significant events after closing InVivo Wine took a 21.73% stake in Vinadeis on 29 July 2015: - by contributing 100% of the shares of the Marc Escassut Sélection group (Vignoble du Soleil International) in
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exchange for the shares of the Vinadeis company; - by subscribing to a capital increase in cash; - by buying the shares of Val D'Orbieu and Evoc, shareholders in the Vinadeis company. Vinadeis is the number-one wine-producing cooperative group in France, headquartered in Narbonne. Created by seven Corbières wine-growers in 1967, today the group brings together 1,600 wine-growers, 120 employees in village cooperatives and nearly 400 employees. On 8 July 2015, the Group signed off on the acquisition of AdGène (InVivo NSA scope), a company specialising in genetic analysis and quality control of water networks in the French market. Based in Thury-Harcourt in the Lower Normandy region, the laboratory employs 20 people and is growing its revenue on a swift and steady basis. By a notarial deed of 1 July 2015, Evialis France sold its Sillé-leGuillaume plant (land and buildings) to Huttepain Aliments for €1.5 million, generating a capital gain of €1 million. The disposal has no impact on the production volumes for Evialis France in that two-thirds of the volumes formerly produced at the Sillé site are now produced at the Longué site. For the remaining one-third, the company now calls on the Sillé site as part of an outsourcing contract with Huttepain Aliments.
CONSOLIDATED INCOME STATEMENT Consolidated revenue came to €5.7 million. It was practically stable on last year with a -0.2% trend. Operating income was a positive €66.7 million, compared with €23.9 million last year. The Group's fields of expertise made a balanced contribution to this increase of nearly €43 million. Extraordinary income was a positive €47.6 million, compared with €28.4 million last year. The main contributor was the dilution of the InVivo group in InVivo NSA, corresponding to a transfer of rights reflected in a capital gain of €61.8 million for the year. As a reminder, extraordinary income last year was marked by the disposal of Toepfer shares, generating a capital gain of €24.1 million. Total consolidated net income was a positive €81.0 million, compared with a positive €15.8 million in FY 2013-2014. Net income group share came out at a positive €73.7 million, compared with €10.1 million last year.
PRESENTATION OF THE ANNUAL FINANCIAL STATEMENTS The annual financial statements for the year ending 30 June 2015, which we are submitting for your approval, were drawn up
in accordance with the presentation rules and measurement methods laid down in applicable regulations.
UNION INVIVO FINANCIAL STATEMENTS UNION INVIVO ACTIVITY
Revenue came to €2,210 million, down 35.1% on last year. The decrease was directly related to the hive-off of the international grain trading business.
Net income for Union InVivo was a positive €3.8 million, compared with a negative €8.8 million in the previous financial year.
The year was also marked by the finalisation of the legal reorganisation of the Group initiated last year and aimed at enhancing the visibility of the InVivo group and its diverse activities by grouping within the same holding entity the companies with the same business profiles and the same risk and yield profiles stemming from their activity.
12_ GROUP MANAGEMENT REPORT / INVIVO 2014-2015
The following transactions were made as part of that reorganisation: • The hive-off of the grain trading business through the partial contribution of the assets of this complete and autonomous activity branch of Union InVivo to InVivo Trading • The partial contribution of the assets of Union InVivo to InVivo Group, a wholly-owned subsidiary of the Union encompassing the corporate functions and marking the dividing line between activities inherent to the Union of cooperatives and economic activities •T he sale of the shares of companies to the corresponding business line holding companies: - The sale of InVivo Trading shares to Caf Grains, the grain business holding company; - The sale of Néodis shares to InVivo Holding General Public and shares of Gamm vert Ouest to Gamm vert SA; - The sale of SMAG shares to InVivo Holding Agro.
Union InVivo intends to revise its by-laws so as to welcome wine-growing and wine-making cooperatives seeking to join with it in its project to structure the French wine-producing sector.
In addition, Union InVivo recapitalised the Néodis and Biotop subsidiaries by granting a balancing subsidy aimed at bringing their equity back to equilibrium on the basis of the financial statements at closing on 30 June 2014. The subsidies totalled €2.5 million for Néodis and €3.1 million for Biotop. The two companies then proceeded with a share capital reduction by clearing their former losses, followed by a capital increase to the benefit of the Union for Néodis (€7 million) and to the benefit of InVivo Holding Agro for Biotop (€5 million).
ADDITIONAL INFORMATION
UNION INVIVO OUTLOOK Union InVivo will continue its statutory activities aimed at providing a service offer to member cooperatives, bringing them additional value added and sharpening their competitive edge.
In October 2015, the Group initiated discussions on a project to completely restructure the Group head office building on avenue de la Grande Armée in Paris, which has major energy and technical defects. The search for the best new building featuring comfort, services, accessibility and the latest environmental standards is under way, with staff relocation planned for 2017. The Group will be calling on the services of an external partner to complete the refurbishment of the building on avenue de la Grande Armée. In exchange for financing part of the construction work, it will dispose in the long term of the lower floors of the building.
Information on payment terms for Union InVivo suppliers Total trade payables € million
Amounts past due
30/06/2014
9.8
30.5
37.3
32.9
94.9
91.6
Due in less than 30 days
41.6
Due in more than 61 days
6.2
Due in 31-60 days
Total
28.1 0.1
The amounts due in more than 61 days concern special international transactions with payment conditions governed by agreements between France and the countries concerned. Information relative to the application of paragraph 9 of Article L. 522-3 The Group's senior executives, 34 individuals at 30 June 2015, are non-cooperative partners and together hold 175,000 shares.
APPROPRIATION OF INCOME Union InVivo having posted net income of €3.8 million, it is proposed to pay an interest on member shares of 1.23%
30/06/2015
(minimum authorised rate), or a total €0.9 million.
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GOVERNANCE
The board of directors of Union InVivo is composed of 24 cooperative partner cooperatives and a representative of the non-cooperative partners. In FY 2014-2015 the board of directors met six times and the board of directors office six times. The board members representing cooperative partners
receive a fee for their activity per day of presence at meetings. To that sum is added an annual fixed fee for the members of the office and for the vice-chairman and the chairman. In all, the fees paid to the representatives of the directors for FY 2014-2015 totalled €172,000, the annual ceiling being set by the annual general meeting at €250,000.
EMPLOYEE INFORMATION WORKFORCE
The InVivo group has 8,204 employees worldwide (compared with 6,904 in FY 2013-2014), of whom 82% at InVivo NSA and 69% based internationally. The largest teams are based in Brazil, Mexico and Vietnam. In terms of average workforce, the slight increase at InVivo Agro (+14) resulted from the development of SMAG (+8) and the acquisition of Life Scientific (+12), which offset the reduction of the workforce at Union InVivo Agro (-11) and Biotop (-5).
At InVivo NSA, the workforce in France (1,167) decreased (-183), owing to the reduction of the workforces at Evialis France (-94) initiated in 2013-2014, at Inzo° (-43), at InVivo Labs (-36) and at SFPS (-15). InVivo General Public saw the arrival of the teams at Alix and Frais d'Ici (+15) and the reduction of the workforce at Néodis (-6). The workforce at the Head Office Holding Company was impacted by the creation of InVivo Group Asia (+3) and the grouping of the senior executives at InVivo Management (+10 at the Head Office Holding Company).
OPERATIONAL RISKS AT SITES By their nature, the Group’s activities can give rise to potential risks for employees, third parties and the environment. As such, Union InVivo leads an active risk prevention and management policy. Site operation is covered by civil responsibility and
environmental damage insurance policies. InVivo also has a crisis management system, comprised of a network of business-line coordinators and correspondents at each site, together with alert procedures and a formal information feedback process.
FINANCIAL FUTURES Consistent with its signature of the "Price Risk Management" charter on 4 July 2013, Union InVivo commits to respecting 15 commitments on adapted governance and the formal drafting of risk identification and control processes as part of a management framework.
Consequently, Union InVivo continuously monitors the coherence between the financial futures that it holds and the raw materials that it possesses and makes a contractual commitment with its partners on the market.
14_ GROUP MANAGEMENT REPORT / INVIVO 2014-2015
At 30 June 2015, Union InVivo and its controlled subsidiaries mainly held positions on Matif no. 2 wheat and a few positions on maize and colza, the financial instruments being listed on the Euronext Paris market.
Through its international transactions, positions are also held in wheat and corn, two financial instruments listed on the Chicago market.
STRATEGY AND OUTLOOK The "InVivo by 2025" strategy refocuses the Group's economic model in two areas: - providing a service offer to member cooperatives that brings them additional added value and competitive differentiation; - developing profitable economic activities able to capture and create value over the long term, alone or in partnership, and in existing businesses and new sectors alike.
The strategy harnesses five development tools: - Investing in R&D and innovation; - Expanding and diversifying group activities; - Internationalising via new platforms and InVivo NSA set-ups; - Developing our human capital; - I mplementing a social and environmental responsibility policy.
The strategy is rolled out across four fields of expertise. Agro Sciences. This field of expertise captures value by strengthening the market shares of its long-standing upstream businesses (Semences de France, Biotop, AgroSolutions) and is ascending the value chain by moving into new markets (Life Scientific). It creates value by establishing positions in these new markets (notably in precision agriculture) and by opening its expertise up to new third-party customers. Animal Nutrition and Health. The business model of this field of expertise is aimed at striking a balance between activities, product portfolios and geographical regions, developing and strengthening positions in high value-added businesses, investing in counter-cyclical species and sectors, and diversifying revenue sources with new businesses (including additives, animal health and analysis laboratories). Plant productivity and operational excellence are to be improved through cross-functional synergies at regional platforms, purchasing, R&D and the other support functions.
Consumer Retail. This field of expertise is consolidating its place as the garden-centre leader in France by developing its network. It also aims to become a benchmark player in local food retail by harnessing its franchiser expertise. Across all its brands, it provides a unique product marketing offer. Wine. The creation of the new InVivo Wine field of expertise is based on the ambition to structure the currently fragmented French wine sector and create a powerful national and international player. InVivo Wine is an integral part of the "2025 by InVivo" strategy on investing in agri-food businesses. The formation of InVivo Wine is underpinned by: - the legitimacy of Union InVivo through the bonds uniting it with the cooperative world; - the leading wine-growing and wine-making cooperative Vinadeis, which in four years has become the number-three wine player in France and the number-one producer. InVivo Wine aims to unify partners among France's 700 wine cooperatives and cooperative unions, develop a strong and international brand strategy, and invest in product, packaging and process innovation. The "2025 by InVivo" strategy is also being implemented at the long-standing cooperative services activities. A new organisation structure has been introduced at the agricultural supplies negotiation centre to increase efficiency and transparency. In grain activities, the aim is to bring members the best service quality possible by broadening the target to other players in the sector so as to boost performance. Sigma Terme is launching new services in relation with a new financial partner, while the logistics and storage activity continues to optimise flows, diversification and international development. InVivo Trading has implemented the foundations of a stronger risk management policy. It is upgrading its business model to achieve more diversity and balance, through international development, multi-origination, farm trading and strategic alliances.
_15
The strategy and development outlook of the InVivo group are aimed at complete integration, upstream to downstream, covering the entire farming value chain. By doing so, it will: - capture value through access to new business lines; - create value through grouped volumes and an improvement in the tools provided to cooperatives;
- increase outreach to the agricultural world through non-agricultural players such as agri-businesses and public authorities; - generate considerable synergies between activities. To support this ambitious strategic plan, the Group has initiated a process to structure its financing, to be carried out in FY 2015-2016.
16_
_17
CONSOLIDATED FINANCIAL STATEMENTS _18 CONSOLIDATED BALANCE SHEET
FY
2014 2015
TOTAL CONSOLIDATED NET INCOME (€ million)
_19 CONSOLIDATED INCOME STATEMENT
81
_20 ANALYTICAL INCOME STATEMENT _21 CASH FLOW STATEMENT _22 NOTES ON THE CONSOLIDATED FINANCIAL STATEMENTS _22 / Trend in main indicators and ratios _23 / Trend in consolidation scope _25 / Revenue _26 / Personnel expenses _27 / Amortisations, depreciations and provisions _28 / Financial income _29 / Extraordinary income _30 / Income tax _31 / Equity investments (net to assets) _32 / Goodwill _33 / Intangible and tangible assets _35 / Financial assets _36 / Working capital requirement _37 / Shareholders' equity _38 / Provisions for risks and expenses _39 / Net debt _40 / Cash flow
36.5 4.6
15.8 0.1
10/11 11/12 12/13 13/14 14/15
SHAREHOLDERS' EQUITY GROUP SHARE (€ million)
427 425 413 422
495
10/11 11/12 12/13 13/14 14/15
18_ CONSOLIDATED FINANCIAL STATEMENTS / INVIVO 2014-2015
CONSOLIDATED BALANCE SHEET ASSETS
In thousands of euros
30/06/2015
Gross
Amort. / depr.
Intangible assets
156,805
(71,871)
Financial assets
100,780
Goodwill
Tangible assets
Equity-method securities
Fixed assets
Inventories and work in progress
Advances and prepayments on orders Operating receivables Deferred tax assets
Other receivables and accruals Marketable securities Means available
Current assets and accruals Total assets
LIABILITIES In thousands of euros
Capital
Consolidated reserves
Unrealised exchange gains/losses
Consolidated net income attributable to the Group Equity attributable to the Group
169,059
781,889 66,879
1,275,412
280,135
Net
92,560
68,730
Note 10
(448,617)
333,272
285,238
Note 11
(604,282)
671,130
555,164
14,619
6,944
(7,295)
84,934 93,485
66,879
269,339
707,486
(25,805)
78,525
(4,836)
24,555 8,575
156,991
1,270,885
2,546,297
Net
(76,499)
(10,795)
14,619
30/06/2014
(41,437)
(645,719)
45,101
93,777
62,318
Note 11 Note 12 Note 9
178,157
Note 13
681,681
546,441
Note 13
73,689
54,340
156,991
64,312
24,555
8,575
1,229,448
20,231 8,694
879,118
1,900,578
1,434,282
30/06/2015
30/06/2014
359,609
349,461
73,689
10,149
71,018
(9,309)
Note 13 Note 8 & 13 Note 13 Note 16 Note 16
70,782
Note 14
(8,658)
Note 14
Note 14 Note 14
495,007
421,734
671,675
488,723
Financial loans and debts
422,016
295,368
Note 16
Operating debts
666,346
562,375
Note 13
Debts and accruals
1,163,998
904,208
Minority interests
Total consolidated shareholders' equity Provisions for liabilities and charges
Advances and prepayments on orders Sundry debt and accruals
Total liabilities
176,668
64,904
5,466
70,170
1,900,578
66,990 41,350 624
45,842
1,434,282
Note 14 Note 14 Note 14 Note 15 Note 13 Note 13
_19
CONSOLIDATED INCOME STATEMENT In thousands of euros
Revenue
Other operating income Purchases consumed Personnel expenses
Income and other taxes
Other operating expenses
Expenses for depreciation and provisions
Net operating income
2014/2015
2013/2014
49,339
32,354
5,654,282 (5,023,386) (271,902)
(16,472)
23,880
62,023
16,002
(23,359)
(12,648)
47,606
Attributable net income from equity-method associates
(18,824)
66,723
(63,736)
Extraordinary income
Net income from consolidated companies
(234,607) (227,912)
(4,700)
Income tax
(5,138,598)
(261,402)
Net financial income (expense)
Net income from ordinary activities for consolidated companies
5,667,597
86,270
Note 5
(7,878)
Note 6
28,440
Note 7
31,793
(4,364)
Consolidated net income
81,030
15,763
Net income attributable to the Group
73,689
Attributable to minority interests
(11,360)
(7,341)
Note 4
(56,129)
6,119
Expenses to amortise goodwill
Note 3
(11,666) (5,615)
10,149
Note 8 Note 9 Note 10
20_ CONSOLIDATED FINANCIAL STATEMENTS / INVIVO 2014-2015
ANALYTICAL INCOME STATEMENT In thousands of euros
Revenue
Production costs in inventory and fixed assets Purchases consumed
Other purchases and external costs
Value added
Operating subsidies
Income, taxes and similar costs Personnel expenses
Gross operating margin
Provisions reversed and expenses transferred
Other income from ordinary management activities Net income on joint operations
Depreciation expense on operating assets
Depreciation expenses and operating provisions Other expenses
Net operating income
2014/2015
5,654,282
5,667,597
(5,023,386)
(5,138,598)
400,490
317,962
15,568
(245,974) 5,225
(16,472)
24,343
20,024
Note 5
4,282 (79)
70,024
3,612 (56)
(40,010)
(36,389)
(15,428)
(13,596)
(23,727)
(19,740)
66,723
23,880
62,023
16,002
(23,359)
(12,648)
47,606
Share in net income of equity affiliates
5,494
(18,824)
Note 4
Extraordinary income
Net income from consolidated companies
(214,316)
(234,607)
117,342
(4,700)
Income tax
86,270
28,440
Note 7
31,793
Consolidated net income
81,030
15,763
Net income attributable to the Group
73,689
Attributable to minority interests
(7,341)
Note 5
Note 6
(4,364)
(11,360)
Note 11
(7,878)
6,119
Goodwill amortisation expenses
Note 3
3,279
(271,902)
Net financial income
Net income from ordinary activities for consolidated companies
2013/2014
(11,666) (5,615)
10,149
Note 8 Note 9 Note 10
_21
CONSOLIDATED CASH FLOW STATEMENT In thousands of euros
Consolidated net income
Net income of equity affiliates
Dividends received from equity affiliates
Elimination of expenses and income with no impact on cash or not linked to activity
Self-financing capacity
2014/2015
2013/2014
(6,119)
4,365
81,030
2,730
3,415
11,577
65,366
19,279
11,235
Asset acquisitions
(59,845)
Changes in scope
Net cash flow from investments Net cash flow from financing
Impact of changes in exchange rates and accounting principles Change in cash position
Cash position at opening Cash position at closing
Change in cash position
19,762
42,248
(69,478)
Asset disposals and reductions
2,357
81,055
Change in working capital requirement linked to activity
Net cash flow from activity
15,763
Note 9 Note 9
23,119
Note 17
(37,961)
Note 17
(208,056)
104,289
Note 17
276,779
(41,631)
42,249
100,324
(248,622)
2,515
(49,301) (7,052)
42,249
77,564 (975)
Note 17
Note 17 Note 17
(149,625)
Note 16
100,324
Note 16
(49,301)
Note 16
22_ NOTES ON THE CONSOLIDATED FINANCIAL STATEMENTS / INVIVO 2014-2015
NOTE 1 - TRENDS IN THE MAIN INDICATORS AND RATIOS MAIN INDICATORS BUSINESS INDICATORS € million
Revenue
Gross operating profit before rebates to cooperatives Rebates paid to cooperatives Gross operating profit
Consolidated net income
o/w net income attributable to the Group
FINANCIAL INDICATORS € million
Working capital requirement
Intangible and tangible investments (CAPEX) Current operating free cash flow (1) Net free cash flow (2)
Net debt
Equity attributable to the Group Invested capital
2010/2011
2011/2012
2012/2013
2013/2014
2014/2015
145
122
127
161
214
6,083
5,669
62
72
82
50
36.5
4.6
6,138 81
46
5,668 91
70
5,654 97
117
1.5
0.1
(4.1)
15.8
81.0
30 June 2011
30 June 2012
30 June 2013
30 June 2014
30 June 2015
41
53
50
38
35.0
374
301
232
197
(36)
45
447
418
365
222
961
884
752
(95)
35
427
425
1,026
32
10.1
44
413
35
73.7
322 53
(29)
143
(237)
422
495
256 993
(1) Operating cash flow +/- tangible and intangible assets acquired or disposed (2) Current operating free cash flow +/- financial assets acquired or disposed +/- changes in scope
MAIN RATIOS PROFITABILITY RATIOS
Gross operating profit / capital invested Rate of return on equity (3)
DEBT RATIOS
Net debt / gross operating profit
Net debt / equity and quasi-equity (gearing) Financial independence (4)
2010/2011
2011/2012
2012/2013
2013/2014
2014/2015
8.2%
0.3%
(1.0%)
2.4%
14.9%
30 June 2011
30 June 2012
30 June 2013
30 June 2014
30 June 2015
77%
77%
70%
42%
35%
8.0%
5.4
5.2%
67%
(3) Net income attributable to the Group/Equity attributable to the Group (4) Equity and quasi-equity/permanent equity
8.4
68%
5.2%
8.0 71%
9.3%
3.2
75%
11.8%
2.2
75%
_23
NOTE 2 - TREND IN SCOPE OF CONSOLIDATION
NUMBER OF CONSOLIDATED LEGAL ENTITIES LEGAL ENTITIES Global integration
Proportional integration Equity method
Total number
30 June 2015
106 8
22
30 June 2014
Change
7
1
82
21
24 1
136
110
26
30 June 2015
30 June 2014
Change
Europe
23
18
5
Americas
14
Total number
136
LEGAL ENTITIES France Asia
Africa
MAIN ADDITIONS TO THE SCOPE OF CONSOLIDATION IN FY 2014-2015 CONTROLLING INVESTMENTS Acquisition of Pancosma On 31 October 2014, InVivo NSA acquired Pancosma, a world leader in the ingredients and additives market, through its holding company P&A Finances SA. The acquisition will enable InVivo NSA to build a world leader in the speciality additives market. The aim is to unlock a range of synergies with the additives business already developed at the Group under the Néovia brand. Pancosma has five production sites worldwide (in Switzerland, France, Canada, China and Poland) and distribution subsidiaries based internationally (in Mexico, the USA, Thailand and Russia). Founded in 1947, Pancosma develops, produces and distributes innovative additives worldwide. The company markets seven product ranges: flavourings, sweeteners, bioactives, organic trace minerals, plant charcoal, acidifier blends and TakTik's. Pancosma and its subsidiaries are recognised using the full consolidation method. Acquisition of Total Alimentos On 5 November 2014, InVivo NSA acquired Total Alimentos, Brazil's number-three pet-food player. The transaction confirms InVivo NSA's development strategy in the sector and brings it a key position in the Brazilian market, the world's number-two pet-food market behind the USA. Total Alimentos also boasts substantial positions in feed for dairy cows, horses and aquatic species.
76
19 4
67
12 8 5
110
9 7
6
(1)
26
Founded in 1975, Total Alimentos is an independent family group with a 1,400-strong workforce and an extended sales network, featuring 21 distribution centres. The company is based in Três Corações in Minas Gerais state. It exports to over 40 countries. Total Alimentos and its two subsidiaries, Sul Mineira and Total Food Trading, are recognised using the full consolidation method. Acquisition of Life Scientific On 7 November 2014, InVivo Group acquired a 50% stake in Life Scientific, an Irish company based in Dublin. Life Scientific specialises in the formulation and approval of crop protection products. The acquisition is fully in line with the "2025 by InVivo" strategy and in particular InVivo Agro's strategy of forming strategic partnerships with a view to investing in innovation and bringing a broader range of sustainable and profitable solutions to the Union's member cooperatives and their members. The company is recognised using the proportionate consolidation method. Acquisition of Cordier Mestrezat Grands Crus On 9 June 2015, InVivo Wine became the majority shareholder in the Cordier Mestrezat Grands Crus wine trading house with a 77.2% share. Vinadeis (formerly La Languedocienne) is the number-two shareholder alongside InVivo. Consistent with the "2025 by InVivo" strategic plan, the acquisition confirms the Group's determination to forge a leadership position in agri-food and in particular in the wine sector. The Group is also looking to step up the development and value creation of the company.
24_ NOTES ON THE CONSOLIDATED FINANCIAL STATEMENTS / INVIVO 2014-2015
Cordier Mestrezat Grands Crus is recognised using the global consolidation method.
MAIN EXITS FROM THE SCOPE OF CONSOLIDATION IN FY 2014-2015
OTHER ACQUISITIONS AND CONSOLIDATIONS InVivo takes a stake in Novafield Union InVivo has acquired a 20% share in Novafield, a company that references crop health products and agronomic expertise (InVivo Agro scope).
DISPOSALS AND DECONSOLIDATIONS WITH LOSS OF CONTROLLING INTERESTS Loss of controlling interest in Guyomarc'h InVivo NSA relinquished control over the Burmese company Guyomarc'h Fortune on 31 December 2014 following the sale of 20% of its share. The impact of the transaction is non-significant and, from 1 January 2015, InVivo NSA has held only a 40% share in Guyomarc'h Fortune, now recognised under the equity method.
COMPANY CREATIONS Creation of a main holding company The Group moved ahead with the legal reorganisation initiated last year. InVivo Group, a wholly-owned subsidiary of the Union, encompasses the corporate functions and marks the dividing line between activities inherent to the union of cooperatives and economic activities. The following companies have been created, wholly owned by InVivo Group: - InVivo Campus, responsible for the provision of services and consultancy in human resources management and occupational training for farming cooperatives and their subsidiaries as well as commercial companies; - InVivo Management, whose main task is to source senior executives for Group companies; - InVivo Wine, the holding company of the Wine field of expertise - InVivo Group Asia, a platform located in Singapore. Creation of companies in the business units - Alix Dijon (InVivo General Public), in anticipation of the opening of a new Frais d'Ici store in October 2015. - InVivo General Public Services (InVivo General Public), following the acquisition of Groupe Nalod's last year and based on the ambition to create a shared Gamm vert / Nalod's purchasing centre - InVivo NSA Asia (Animal Nutrition and Health) - InVivo NSA Cambodia (Animal Nutrition and Health) Creation of companies in the Union - Grains Overseas (InVivo Trading business line within the Union), shipping, freight forwarding and sea transport business. COMPANY MERGERS - Merger of Neotic in Maferme (Agro Sciences) - Merger of Nalod's Formation in Nalod's (InVivo General Public) - Merger of Plantes & Jardins in Gamm vert (InVivo General Public).
Animal Nutrition and Health disposals Disposal of the Spanish subsidiary Santamix Iberica on 20 February 2015 and the Safana company.
_25
NOTE 3 - REVENUE In thousands of euros
Sales of goods
73%
Sales of finished goods
22%
Sales of services
5%
REVENUE
o/w France
In thousands of euros
Agro
28%
Total
1,125,082
258,901
(215,010)
183,596
75,305
5,667,597
45%
2,536,160
2,586,399
2013/2014
Change
1,644,332
1,251,473
3,118,122
Change
4,358,918
5,654,282
2014/2015
1,596,819
2013/2014
100%
55%
o/w International
2014/2015
4,143,908
Trend
(4.9%)
126,391
3,081,198
11.2%
41.0%
(13,315)
(0.2%)
(50,239)
(1.9%)
36,924
1.2%
o/w international
(47,514)
Trend
(2.9%)
2014/2015
2013/2014
Change
Trend
32.4%
11,892
11,736
156
1.3%
Animal Nutrition and Health
25%
1,433,481
1,271,820
161,661
12.7%
1,070,351
808,308
262,043
Grains
Consumer Retail
37%
2,096,383
2,231,478
(135,095)
(6.1%)
1,450,256
1,762,066
(311,810)
Head Office Holding Company
9%
(601)
(14.1%)
0%
2,007
7,208
(5,201)
(72.2%)
1
27
(26)
(97.4%)
100%
5,654,282
5,667,597
(13,315)
(0.2%)
2,536,160
2,586,399
(50,239)
(1.9%)
REVENUE
525,593
512,759
12,834
2.5%
3,661
4,262
(17.7%)
26_ NOTES ON THE CONSOLIDATED FINANCIAL STATEMENTS / INVIVO 2014-2015
NOTE 4 - PERSONNEL EXPENSES In thousands of euros
2014/2015
2013/2014
Change
(1,274)
(12.3%)
In thousands of euros
2014/2015
2013/2014
Change
Trend
73,068
64,653
8,415
13.0%
3,653
36.6%
(386)
(20.2%)
EXTERNAL STAFF
9,075
Salaries and other remuneration
180,003
Social charges
Salaries and charges
Employee profit-sharing and incentives Retirements
In thousands of euros
Agro
11%
Animal Nutrition and Health
9%
Consumer Retail
8%
Head Office Holding Company
3,167
6%
Animal Nutrition and Health
82%
Consumer Retail
100% Total
Trend
25,101
16.2%
33,516
9,974
15.3%
512
1,911
16.2%
271,902
234,607
37,295
2014/2015
2013/2014
Change
Trend
158,911
133,943
24,969
18.6%
24,011
23,223
22,029
22,806
20,321
20,815
9%
SALARIES AND CHARGES
Agro
3,678
27,315
63%
Grains
(People)
219,555
1,526
PERSONNEL EXPENSES
154,901
253,071 13,627
Severance payments
10,349
253,071
15.9%
3,305
13.8%
1,194
19,252
5.4%
1,563
8.1%
2,485
219,555
12.2%
33,516
15.3%
o/w International
2014/2015
2013/2014
Change
Trend
2014/2015
2013/2014
Change
Trend
6,750
5,487
1,263
23.0%
5,583
4,137
1,446
35.0%
480
466
14
3.0%
12
-
-
-
Grains
4%
367
408
370
(4)
(0.9%)
79
82
(4)
(4.3%)
Head Office Holding Company
5% 2%
200
183
17
9.3%
3
-
-
-
100%
8,204
6,904
1,300
18.8%
5,676
4,219
1,457
34.5%
69%
5,676
4,219
1,457
WORKFORCE France
International
31%
2,528
399
2,685
9
At closing, the InVivo group had 8,204 employees worldwide (compared with 6,904 in FY 2013-2014), of whom 82% at InVivo NSA and 69% based internationally. The largest teams are based in Brazil, Mexico and Vietnam. In terms of average workforce, the slight increase at InVivo Agro (+14) resulted from the development of SMAG (+8) and the acquisition of Life Scientific (+12), which offset the reduction of the workforce at Union InVivo Agro (-11) and Biotop (-5). At InVivo NSA, the workforce in France (1,167) decreased (-183), owing to the reduction of the workforces at Evialis France (-94) initiated in 2013-2014, at Inzo° (-43), at InVivo Labs (-36) and at SFPS (-15).
(157)
2.3%
(5.9%)
-
-
-
-
34.5%
InVivo General Public saw the arrival of the teams at Alix and Frais d'Ici (+15) and the reduction of the workforce at Néodis (-6). The workforce at the Head Office Holding Company was impacted by the creation of InVivo Group Asia (+3) and the grouping of the senior executives at InVivo Management (+10 at the Head Office Holding Company).
_27
NOTE 5 - AMORTISATIONS, DEPRECIATIONS AND PROVISIONS In thousands of euros
Amortisation expense
Depreciation of inventories
2014/2015
2013/2014
Change
4,719
4,210
509
40,050
36,389
Depreciation of receivables
3,946
Expenses for retirement commitments
3,073
2,043
1,030
23,687
19,740
3,947
Other depreciations
Other provisions for risks and expenses
Depreciation expenses and operating provisions
EXPENSES FOR AMORT., DEPREC. AND PROVISIONS Reversed depreciation of inventories
Reversed depreciation of receivables Other reversed depreciations
Reversed expenses for retirement commitments
Other reversed provisions for risks and expenses Settlement of claims
Transferred operating expenses
PROVISIONS REVERSED AND EXPENSES TRANSFERRED
Expenses for amortisations in 2014/-2015 mainly concerned the Animal Nutrition and Health business, for €23.3m (primarily feed production plants), the Logistics & Storage business, for €4.9m (silos), Head Office, for €4.1m (furniture and IT equipment) and Agricultural Supplies for crops for €4.0m. Write-downs of inventories in 2014-2015 were mainly made by the Seeds business, for €3.9m, and Consumer Retail, for €0.6m.
1,335
10,614
4,139
3,660
463
8,885
(194) 872
1,729
63,736
56,129
7,607
5,477
4,547
930
4,239 177
2,334 7,592
331
4,194
24,343
4,096 57
2,215
3,663 462
4,983
20,024
142
120
118
3,928
(131)
(789)
4,319
The receivables recovery risk concerned the Animal Nutrition and Health business (€3.2m in 2014-2015) and Consumer Retail business (€0.6m in 2014-2015). Other provisions for risks and expenses concerned losses on futures contracts and commercial disputes for the international trading activity (€5.2m in 2014-2015 compared with €6.7m in 2013-2014) and various provisions for Animal Nutrition and Health (€3.4m in 2014-2015 compared with €1.5m in 2013-2014).
28_ NOTES ON THE CONSOLIDATED FINANCIAL STATEMENTS / INVIVO 2014-2015
NOTE 6 - FINANCIAL INCOME In thousands of euros
Cost of net debt
Discounts obtained Discounts granted
Net cost of financing
Foreign exchange losses (net)
Financial write-downs and provisions Income from fixed financial assets
Other financial expenses and income
FINANCIAL INCOME
International trading Sigma Terme
Animal Nutrition and Health Other activities
Banking fees
NET FINANCIAL INCOME AND BANKING FEES
2014/2015
(11,849) 6,799
(2,261)
(7,312) 1,875
(205)
2013/2014
Change
7,486
(687)
(7,052)
(259)
107
(312)
(12,118)
(2,420) (1,287)
360
250
(4,700)
(7,878)
(2,038)
(1,290)
(532)
(373)
582
(2,722)
(1,350) (6,641)
(11,341)
104
(2.2%)
159
(6.6%)
3,162
(245.7%)
110
478
(9.2%) 3.7%
(292.1%) 44.2%
457.3%
3,178
(40.3%)
(748)
58.0%
(160)
42.9%
1,563
(12.1%)
(2,314)
(407)
(1,049)
(300)
(5,026)
(1,615)
(12,904)
Trend
269
17.6%
28.6% 32.1%
The +€3.2m improvement in financial income was mainly due to foreign exchange effects generated by international grain trading. In thousands of euros
Cost of net debt France
LATAM Asia
EMEA
TOTAL
2014/2015
2013/2014
Change
(6,270)
(6,679)
409
(615)
(1,071)
456
(4,380) (584)
(11,849)
(3,829) (539)
(12,118)
(551) (45)
269
_29
NOTE 7 - EXTRAORDINARY NET INCOME In thousands of euros Agro
Animal Nutrition and Health Grains
Consumer Retail
Head Office Holding Company
EXTRAORDINARY NET INCOME
The main contribution to extraordinary income was generated by the dilution of InVivo within InVivo NSA, which had an impact similar to a rights transfer, generating a capital gain of €61.8m. As part of the InVivo NSA capital increase, the treasury shares held by InVivo NSA were sold for €3.7m, generating a capital gain of €2.4m. The other key contributors to extraordinary income were: • The depreciation of intangible assets (software) belonging to InVivo AgroSolutions for -€3.9m (InVivo Agro).
2014/2015
2013/2014
Change
(4,523)
(395)
(4,129)
(5,746)
25,333
(31,079)
29,617
2,745
26,871
26,030 2,229
47,606
1,142
(386)
28,440
24,887
2,616
19,167
• Provisions for tax disputes: VAT in Hungary for -€3.7m (InVivo Grains) and CFE risk for -€1.2m (InVivo Storage). • Restructuring costs for -€0.9m (Agro) and -€4.2m (Animal Nutrition and Health) following the restructuring of the Premix business in France and relocation of the Mexican subsidiary's head office.
30_ NOTES ON THE CONSOLIDATED FINANCIAL STATEMENTS / INVIVO 2014-2015
NOTE 8 - INCOME TAX In thousands of euros Current taxes
Net deferred taxes
TAX CHARGE
The current tax charge was generated mainly by Animal Nutrition and Health, for -€17.8m, Consumer Retail, for -€2.4m (Gamm vert entities) and Union InVivo, for -€1.4m.
2014/2015
2013/2014
Change
23,611
13,296
10,315
23,359
12,648
10,711
(252)
(648)
396
Grains (Head Office Holding Company), for -€1.0, owing to the limitation of the activation of their loss carryforwards.
Deferred tax income of €0.3m was the result of income from deferred tax generated by Animal Nutrition and Health, for €3.6m, minus a deferred tax charge for SMAG (Agro), for -€0.6m, Anadev (Retail), for -€1.2m, and Caf
In thousands of euros
Deferred tax assets
Deferred tax liabilities
NET DEFERRED TAX ASSETS
30 June 2015
30 June 2014
24,555
20,231
16,582
18,545
(7,973)
(1,686)
Change
4,323
(6,287) (1,963)
Deferred tax assets primarily concern tax deficits of €10.6m, mostly generated by French entities.
to recover these assets, the Group notably uses as a basis the forecast on tax incomes for the next three years.
Deferred taxes relative to tax deficits are activated only in the strong likelihood of recovering them through the existence of a taxable profit expected in later years according to a foreseeable schedule. To assess the ability
The amount of non-activated tax deficits at the Group comes to a total of roughly €34.8m (calculated with each country's tax rate).
_31
NOTE 9 - RESULTS OF EQUITY AFFILIATES Toepfer (Grains)
2013/2014
Change
4,791
5,866
(1,075)
6,119
(4,364)
10,483
30 June 2015
30 June 2014
1,037
(88,228)
6,119
(4,364)
66,879
62,318
25,955
24,673
0
RAGT Semences (Agro) Other equity affiliates
1,328
In thousands of euros
Opening
62,318
Changes in scope
Dividend distribution
(2,730)
Results of equity affiliates
Unrealised exchange gains/losses and transfers
EQUITY INVESTMENTS (net to assets)
2014/2015
134
RAGT Semences (Agro)
Other equity affiliates
Changes in scope of equity-method securities concerned the disposal of the holding in Toepfer to ADM for -€87.8m in 2013-2014.
40,924
(11,637) 1,407
11,637 (79)
158,485 (2,357)
(1,217)
37,646
Dividend distribution mainly relates to the RAGT Semences dividend for €1.5m in 2013-2014 and 2014-2015.
32_ NOTES ON THE CONSOLIDATED FINANCIAL STATEMENTS / INVIVO 2014-2015
NOTE 10 - GOODWILL In thousands of euros
Agro
2014/2015
2013/2014
4,567
4,226
1,084
1,002
0
1,040
(1,040)
11,365
11,845
(480)
30 June 2015
30 June 2014
40,438
8,598
Animal Nutrition and Health
4,453
Consumer Retail
1,256
Grains
Head Office Holding Company
EXPENSES IN FLY
11,360
Expenses for positive goodwill
Reversal of negative badwill
(4)
In thousands of euros
Opening
68,730
Changes in scope
Amortisation and depreciation expenses
336
1,280
(24)
11,666 (179)
92,560
68,730
Animal Nutrition and Health
46,907
24,573
Consumer Retail
5,283
6,108
GOODWILL (net to assets)
Agro
Grains Wine
Head Office Holding Company
Changes in scope mainly concerned the following acquisitions: •A nimal Nutrition and Health: consolidation of Pancosma and Total Alimentos, generating goodwill of €17.7m and €10.5m respectively. •A gro: consolidation of Life Scientific, generating goodwill of €8m. • Wine: consolidation of Cordier Mestrezat Grands Crus, generating goodwill of €4.2m.
28,963 7,167
4,240 0
82
(306) 176
72,394 (11,845)
(5,243)
341
4,118
(11,365)
Unrealised exchange gains/losses and transfers
Change
(417)
29,967
8,082 0 0
Unrealised exchange gains/losses and transfers are the result of the revaluation of SMAG's intangible assets, for -€4.2m, and the unrealised exchange loss on Total Alimentos's goodwill, for -€1.2m.
_33
NOTE 11 - INTANGIBLE AND TANGIBLE ASSETS INVESTMENTS IN 2014-2015 In thousands of euros
2014/2015
Agro
3,975
Animal Nutrition and Health Grains
Head Office Holding Company Intangible amortisation expenses
AMORTISATION EXPENSES
O/W INTANGIBLE ASSETS
2013/2014
Change
Agro
2,403
1,330
1,073
Animal Nutrition and Health
3,486
1,519
1,967
941
393
548
396
771
(375)
1,413
2,565
(1,152)
8,639
6,578
2,061
Distribution Consumer Retail Head Office Holding Company
ACQUISITIONS IN 2014-2015
In thousands of euros
Opening
Acquisitions in 2014-2015 Amortisation and depreciation expenses Disposals, foreign exchange and transfers in 2014-2015 Changes in scope
INTANGIBLE ASSETS (NET)
Agro
30 June 2015 30 June 2014
45,101
34,496
8,639
6,578
(12,895)
(6,860)
2,956
(119)
41,133
11,006
84,934
45,101
Animal Nutrition and Health
8,322
8,535
59,377
20,050
Distribution Consumer Retail
2,219
1,698
7,738
7,832
Head Office Holding Company
57
0
7,220
6,986
Grains Wine
1,701
Change
1,222
15,874
7,235
(1,305)
3,831
(1,555)
1,012
53,202
37,954
15,248
776
29,537
(28,761)
10,188
2014/2015
Grains
2,713
9,412
Tangible amortisation expenses
In thousands of euros
22,433
2,277
INVESTMENTS IN 2014-2015
2,753
38,307 5,930
Consumer Retail
2013/2014
6,853
36,389
2,559
(26,202)
Acquisitions totalled €8.6m and resulted from investments in the following activities: - Animal Nutrition and Health for €3.5m: rollout of new IT systems in France for €1.2m, land use rights for the future plant in Vietnam for €1.5m; - Agro for €2.4m; - Head Office Holding Company for €1.4m: implementation and development of new software in France, such as Sap at Néodis and Siane. Amortisation and depreciation expenses mainly concern Agro businesses for €6.7m, including €3.9m non-recurrent depreciation for software for InVivo AgroSolutions, Animal Nutrition and Health for €3.0m, Head Office Holding Company for €2.5m. Disposals, foreign exchange and transfers relate to transfers of marketing authorisations posted by Qalian for €1m and intangible business assets at Evialis France (net book value close to zero) for Animal Nutrition and Health; to the revaluation of SMAG's intangible assets for +€4.2m (transfer); and to Total Alimentos's unrealised exchange losses of -€2.4m. Changes in scope concern the consolidation in the Animal Nutrition and Health business of Pancosma, for €19.7m (including brands for €17.2m and patents for €2.5m), and Total Alimentos, for €20.2m (including brands for €10.3m and intangible business assets for €7.3m).
34_ NOTES ON THE CONSOLIDATED FINANCIAL STATEMENTS / INVIVO 2014-2015
O/W TANGIBLE ASSETS In thousands of euros
Agro Animal Nutrition and Health Grains
Consumer
Head Office Holding Company
ACQUISITIONS IN 2014-2015
In thousands of euros
2014/2015
2013/2014
Change
1,572
1,423
149
34,821
20,914
13,906
4,989
6,842
(1,853)
864
1,266
(403)
44,562
31,376
13,187
2,318
930
30 June 2015
30 June 2014
44,562
31,376
(32,284)
(31,826)
Disposals, foreign exchange and transfers in 2014-2015
(15,791)
(9,166)
Changes in scope
51,546
(3,452)
333,272
285,238
17,319
17,950
212,961
163,960
Grains
66,035
68,412
Wine
2,641
Opening
Acquisitions in 2014-2015 Amortisation and depreciation expenses
INTANGIBLE ASSETS (NET)
Agro
Animal Nutrition and Health Consumer Retail Head Office Holding Company
285,238
298,306
17,453
18,004
16,864
16,911
0
1,387
Acquisitions in FY 2014-2015 totalled €44.6m and break down as follows: • €34.8m for Animal Nutrition and Health, with €19m in Mexico, €5.4m in Brazil (of which €4.1m at InVivo Nutricao Brazil), €2.3m in Asia (of which €1.9m in Vietnam), €1.5m in the EMEA region, and €6.5m in France. The investments were made in the construction of new plants internationally, the renewal of manufacturing tools and the improvement of productivity. • €5m for the Grains business, of which €4.4m on silo safety and compliance work. • €2.3m for Retail, of which €1.3m for Alix Toulouse and €0.8m for technical facilities at Néodis. • €1.6m for the Agro business, of which €0.6m for technical facilities at InVivo AgroSolutions. •€0.9m for the Head Office Holding Company, including office refurbishment and work on lifts. Amortisation and depreciation expenses mainly concern Animal Nutrition and Health, for €21.4m, and the Grains business, for €5.8m. The reduction in fixed assets mainly relates to the sale of the Vallejo site in Mexico (Animal Nutrition and Health). Unrealised exchange gains/losses concern Brazilian and Vietnamese entities for -€9.6m and +€2.6m respectively (Animal Nutrition and Health). Changes in scope of net tangible assets concern Animal Nutrition and Health, with the entry of Total Alimentos for €43.3m (€17.8m of which linked to the revaluation of tangible assets) and Pancosma for €5.8m, as well as the Wine business, with Cordier Mestrezat Grands Crus for €2.4m.
_35
NOTE 12 - INTANGIBLE ASSETS In thousands of euros
30 June 2015
30 June 2014
Equity securities
30,696
30,603
Other securities
37,108
40,253
(3,145)
Deposits and guarantees paid
21,025
17,154
3,871
Receivables on equity securities Loans
Other financial assets
Gross total
Depreciation of financial assets
FINANCIAL ASSETS (NET)
The value of non-Group equity investments remains relatively stable at €30.7m. The reduction in other equity investments results from the sale of Neftys securities by Noé to Alliondo. The increase in taxes and guarantees paid relates to Sigma Terme for €3.3m in relation to its clearing activities for forward commodities markets.
5,676
6,216 59
5,489 6,282
1,343
100,780
101,124
93,485
93,777
(7,295)
(7,347)
Change
93
186
(66)
(1,283) (344) 52
(292)
The €1.3m reduction in other financial assets concerns the sale by Invivo NSA of own shares as part of its share capital increase.
36_ NOTES ON THE CONSOLIDATED FINANCIAL STATEMENTS / INVIVO 2014-2015
NOTE 13 - WORKING CAPITAL REQUIREMENT In thousands of euros
Operating working capital requirement
30 June 2015
30 June 2014
24,555
20,231
299,239
Deferred tax assets
Tax receivables excl. Operations (net)
17,163
Fixed asset liabilities
Current accounts (net)
WORKING CAPITAL REQUIREMENT In thousands of euros Stocks (net)
(10,797)
8,909
1,742
Supplier debts (net)
Social security & welfare payables (net) Prepaid expenses
Change
252,793
336,639
(83,846)
(52,464)
(11,371)
178,157
(210,375)
(304,171)
48,313
13,101 5,824
(2,212)
299,239
172,154
Animal Nutrition and Health
98,790
80,004
Consumer Retail
42,731
50,493
3,667
5,993
Agro
Grains Wine
Head Office Holding Company
Inventory of €269.3m at closing concerned Animal Nutrition and Health for €134.9m, Wine for €42.3m, Grains for €40.4m, Agro for €32.1m and Consumer Retail for €19.6m.
7,168
30 June 2014
(2,409)
Operating working capital requirement
(1,385)
30 June 2015
(2,475)
Operating receivables depreciation
2,958
(15,521)
124,627
7,888
Prepaid income
4,323
197,272
(63,835)
Tax receivables from operations (net)
(263)
127,085
321,900
269,339
Customer receivables (net)
14,205
(26,319)
(1,648)
Other receivables and debts excl. operations
172,154
Change
57,250
55,624
41,177
(2,719)
36,573
91,182
93,796
35,213
2,064 (263) 310
127,085 20,677
18,786
(909)
56,533
0
41,177
(7,762)
(2,326)
The €91.2m increase in inventory compared with the previous year is largely explained by changes in scope: - Wine for €42.3m following the acquisition of Cordier Mestrezat Grands Crus inventory; - Animal Nutrition and Health following the acquisition of the inventories of Pancosma, for €11.7m, and Total Alimentos, for €11m.
_37
NOTE 14 - SHAREHOLDERS' EQUITY In thousands of euros
Opening
Dividends paid
Capital increase or decrease
Unrealised exchange losses/profits and other Net income attributable to the Group
SHAREHOLDERS’ EQUITY ATTRIBUTABLE TO THE GROUP Minority interests
TOTAL CONSOLIDATED SHAREHOLDERS' EQUITY
In thousands of euros
FRI Semences
Financière Evialis Gamm vert
InVivo NSA subsidiaries Semences de France
30 June 2015
30 June 2014
Change
0
472
(472)
421,734 236
(651)
73,689
10,149
63,540
66,990
109,678
488,723
182,952
30 June 2015
30 June 2014
Change
0
20,531
(20,531)
130,083
6,939
123,144
2,435
(107)
0
6,992
66,990
109,678
21,655 7,157
21,645 7,679
3,914
3,097
1,618
1,753
6,992
No interest on shares was distributed by Union InVivo in 2014-2015 in respect of income for the year ending 30 June 2014.
232
1,013
671,675
Cordier Mestrezat Grands Crus Other < €1m
(1,665)
421,734
176,668
2,328
Minority interests
4
8,960
495,007
Silo Huningue
Gamm Vert Ouest
412,774
2,921
176,668
2,911
73,273
10
(522) 817
(135) 10
Unrealised exchange losses and profits in 2014-2015 (-€0.7m) were generated by Animal Nutrition and Health (-€1.8m) and Grains (+€1.1m).
38_ NOTES ON THE CONSOLIDATED FINANCIAL STATEMENTS / INVIVO 2014-2015
NOTE 15 - PROVISIONS FOR LIABILITIES AND EXPENSES In thousands of euros
Provisions for liabilities Agro
Animal Nutrition and Health Grains
Consumer Retail Wine
Head Office Holding Company
Provisions for expenses
30 June 2015
30 June 2014
Change
4,126
3,101
1,025
29,064
4,958
372
1,212
(840)
643
486
1,498
1,129
27,868
17,284
Restructurings Taxes
Other provisions for expenses
Provisions for deferred taxes
Provisions for unrealised exchange differences Provisions for investments in affiliates
PROVISIONS FOR LIABILITIES AND EXPENSES
Consistent with the possibility offered by ANC in its recommendation 2013-02 of 7 November 2013 on the rules of assessing and accounting for retirement commitments and other advantages, the InVivo group chose to account for actuarial gains and losses using the corridor method starting on 30 June 2014. This choice consists in presenting actuarial gains and losses off the balance sheet instead of accounting for them immediately in the income statement, unless they represent more than 10% of retirement commitments (before deduction of insurance funds), in which case the share exceeding 10% of the commitments (the corridor) is amortised over the remaining active period of employees starting from the following financial year and the share relative to the gains and losses still to be amortised is presented in off-sheet commitments. Risk provisions mainly relate to the following components: - Operational risks for the International Trading activity for €12.6m, €3.7m of which for the VAT dispute in Hungary, €4.7m for risks of loss on Trading contracts initiated but not executed as of 30 June 2015, and €3.9m for various disputes. - Lutesate dispute for €2.2m previously provisioned in relation to the Agricultural Supplies business. - Labour disputes and litigation in relation to isolated dismissals or redundancies, as well as risks and litigation with government agencies responsible for the collection of employee and employer social security contributions, for €4.3m.
10,153
7,408
14,530
Retirement commitments Long-service medals
18,911
8,997
20,749
2,451
5,533
7,119
14,865
2,419
5,272
2,290
2,982
1,072
385
687
1,413
2,827
1,325
1,883
7,973
1,686
0
0
0
64,904
4
41,350
88
943
6,287 (4) 0
23,554
- Receivables and securities risks for €3.1m concerning operations in Mali and Head Office receivables, already provisioned previously. - Trade risks, other disputes and penalties for €6.9m, €1.2m of which for Agro, €1.7m for Animal Nutrition and Health, €1.5m for Cordier Mestrezat Grands Crus and €1.6m for the Logistics and Storage business, including a CFE tax adjustment for €1.2m. Provisions for expenses mainly concern: - Provisions for pension obligations of €17.3m. - Provisions for long-service medals and seniority bonuses of €1.4m. - Provisions for restructuring of €5.3m, of which €4.2m for Animal Nutrition and Health following the restructuring of industrial activity in France and €1.0m for Agro. - Provisions for tax of €2.8m (Animal Nutrition and Health, mainly Brazil).
_39
NOTE 16 - NET DEBT SUMMARY OF NET DEBT In thousands of euros
30 June 2015
Short-term net debt
Lease borrowings
Deposits and guarantees received Other medium- and long-term borrowings
FINANCIAL LOANS AND DEBTS Marketable securities Means available
CASHFLOW
NET DEBT
(*) including interests incurred on banking loans
(42,249)
222,363
34,087
173,062
256,450
NET DEBT BY TYPE AND MATURITY
Medium- and long-term banking loans (*)
49,301
249,398
NET DEBT
Banking overdraft
Change
7,052
Medium- and long-term net debt
In thousands of euros
30 June 2014
30 June 2015 30 June 2014
172,618
122,306
212,159
76,336
Repayment dates
Change 30 June 2016 30 June 2017 30 June 2018 30 June 2019 30 June 2020
> 5 YEARS
50,311
172,618
0
0
0
0
137,640
74,519
48,189
71,299
31,890
8,698
4,285
4,864
5,533
(669)
1,029
1,460
841
532
1,002
29,291
25,646
3,645
29,291
0
0
0
0
0
3,084
4,242
(1,158)
2,396
86
202
92
0
309
422,016
295,368
126,648
253,522
72,845
32,933
9,322
5,287
48,106
8,575
8,694
(119)
8,575
0
0
0
0
0
64,312
92,680
156,991
0
0
0
0
0
256,450
222,363
34,087
87,956
72,845
32,933
9,322
5,287
48,106
1,003
1,583
156,991
165,566
73,005
92,561
NET DEBT BY GEOGRAPHICAL REGION In thousands of euros
NET DEBT
165,566
0
Net debt by geographical region
France
LATAM
88%
10%
226,172
0
24,761
0
0
Asia
EMEA
-1%
3%
(2,095)
7,612
0
47,797
0
TOTAL
256,450 100%
40_ NOTES ON THE CONSOLIDATED FINANCIAL STATEMENTS / INVIVO 2014-2015
NOTE 17 - CASHFLOW The working capital requirement for ordinary activity rose €69.5m for the Group as whole. The WCR increased €24.8m for Agro and €43.4m for Grains and decreased €7.1m for Consumer Retail and €2.6m for Animal Nutrition and Health, excluding changes in scope.
Intangible and tangible investments totalled €53.7m in 2014-2015 (see note 11), mainly concerning Animal Nutrition and Health for €38.4m, Logistics and Storage for €4.4m, Agro for €3.9m, Consumer Retail for €2.8m and Head Office for €2.7m. Intangible and tangible divestments, totalling €13.4m, relate to Animal Nutrition and Health for €9.3m (including the Vallejo site following relocation to the Texcoco site), the Head Office Holding Company for €2.0m (sale of the "Dulud" asset) and Union InVivo Storage for €1.5m (disposal of La Grande Paroisse silo capacities). Changes in scope, amounting to -€208.1m, mainly concern consolidated securities investments for -€187.6m (-€66.4m of which for Total Alimentos, -€47.7m for Pancosma, -€50.9m for Financière Evialis, -€27.9m for Cordier Mestrezat and -€8.2m for Life Scientific), and -€20.3m of cash flow acquired following new consolidations (including -€15.4m from Cordier Mestrezat, +€6.7m from Pancosma companies and -€11.4m from new companies in Brazil). The €210.6m capital increase relates to the capital increase of InVivo NSA. New borrowings of €134.7m concern the Animal Nutrition and Health business for €90.2m, Union InVivo for €33.9m and Sigma Terme for €9.6m. The €72.2m debt repayments were made by the Animal Nutrition and Health business for €32.6m and Financière Evialis for €30.5m. Foreign exchange rates had a favourable impact on cash of €1.0m, while changes in accounting principles had a favourable impact of €1.5m.
_41
CORPORATE ACCOUNTS _42 BALANCE SHEET
FY
2014 2015
TREND IN UNION INVIVO REVENUE (€ million)
_44 INCOME STATEMENT _45 ANALYTICAL INCOME STATEMENT
3952
3420
3917
3413
2910
10/11 11/12 12/13 13/14 14/15
TREND IN UNION INVIVO SHAREHOLDERS' EQUITY (€ million)
290 296 293 284 288
10/11 11/12 12/13 13/14 14/15
42_ CORPORATE ACCOUNTS / INVIVO 2014-2015
BALANCE SHEET ASSETS
In thousands of euros
UNCALLED SUBSCRIBED CAPITAL INTANGIBLE ASSETS Start-up costs
Research & development costs
Licences, patents and similar rights Goodwill
Other intangible assets
30/06/2015
Amort. / depr.
Net
6,021
1,529
4,492
12,658
645
615
30
7,909
5,376
915
4,462
Intangible assets in progress
Progress payments and instalments on tangible assets
TANGIBLE ASSETS Land
Buildings
Technical installations, equipment & industrial tools Other tangible assets
Tangible assets in progress
Progress payments and instalments on tangible assets
FINANCIAL ASSETS Equity securities
Receivables on equity securities Other securities Loans
Other financial assets
FIXED ASSETS
INVENTORIES AND WORK IN PROGRESS Raw materials and supplies Products in process
Intermediate and finished goods Goods
PROGRESS PAYMENTS AND INSTALMENTS TO SUPPLIERS OPERATING RECEIVABLES
147,402
60,370
64,313
164,058
123,704
40,355
42,935
4,539
3,530
1,009
2,673
256,905
5,233
3,809
1,324
11,685 27,138
351
242,568 7,827
Government and other non-operating accounts receivable Group & associates and other accounts receivable Debtors and other accounts receivable
MARKETABLE SECURITIES CASH AND EQUIVALENTS CURRENT ASSETS
ACCRUALS AND DEFERRED INCOME TOTAL ASSETS
18,761
10,278
8,378 351
1,625
2,485
4,810
273
7,554
154,164
316,535
1,764
143
1,621
6,388
7,089
146,892
239,269
470,699
24,567
9,992
251,673
3,299
336
228
2,137 228
18,179
126,888 7,422
3,133
4,638
223,862 29,077
1,031
11,081
2,700
8,381
2,852
9,094
2,588
6,506
24,296
538,351
655
537,697
404,895
296,775
547
296,227
161,937
2,629
4,756
2
Government and other accounts receivable
1,407
2,473
Personnel and other accounts receivable
OTHER RECEIVABLES
4,462
207,772
228,001
Social security organisations and other accounts receivable
Net
287
Suppliers and other accounts receivable
Customers and other accounts receivable
30/06/2014
Gross
958
107
74
4,756
227,894 2
74
13,498
13,498
5,625 619
944
898
4,722
234,152 33
147
8,626
5,625
120,450
4,062
119,363
619
4,062
1,876
1,671
944
1,876
797
290
4,073
575,176
7,043
568,133
563,217
1,046,618
161,207
885,411
788,568
743
743
1,489
_43
BALANCE SHEET LIABILITIES In thousands of euros
Share capital
Revaluation surplus Legal reserve
Statutory reserves
Regulated reserves Other reserves
Provisions for equity interests
Provisions for possible rebates Carryforward
Net income for the year Investment subsidies
Regulated provisions
SHAREHOLDERS' EQUITY Provisions for liabilities
Provisions for expenses
PROVISIONS FOR LIABILITIES AND EXPENSES FINANCIAL LIABILITIES
Borrowings and liabilities with lending institutions less than one year old
Borrowings and liabilities with lending institutions more than one year old Other borrowings and financial liabilities
ADVANCES AND INSTALMENTS FROM CUSTOMERS OPERATING LIABILITIES
Supplier accounts payable
Customer accounts payable
Personnel and other accounts payable
Social security organisations and other accounts payable Tax liabilities (operating)
NON-OPERATING LIABILITIES Fixed asset liabilities
Tax liabilities (non-operating)
Group & associates’ liabilities Other liabilities
LIABILITIES
ACCRUALS AND DEFERRED INCOME
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
30/06/2015
30/06/2014
23,780
23,780
396
396
72,096 29,223
17,144
137,579
4,322
3,771 0
288,311 7,379
2,886
10,265
168,032
92,128
74,990
914
568
71,860 29,223
18,499
145,277 4,322
(245)
(8,808)
0
284,304 20,350 3,882
24,232 69,578 27,567
41,090 921 41
378,323
388,914
207,456
208,401
158,311 2,709 2,713
7,134
156,117 5,102
6,615
12,678
39,859
21,449
767
1,060
3,333
3,767
35,413
14,833
586,782
479,981
885,411
788,568
347 53
1,789 50
44_ CORPORATE ACCOUNTS / INVIVO 2014-2015
INCOME STATEMENT In thousands of euros
Sales of goods Sales of goods produced Sales of services produced Net revenue Production costs in inventory Production costs in fixed assets Operating subsidies Reversed amortisation and provisions Transferred operating expenses Other operating income Operating subsidies Goods purchased Change in inventories of goods Purchases of raw materials and other supplies Change in inventories of raw materials and other supplies Other purchases and external costs Income and other taxes Salaries and other remuneration Social charges Amortisation expense Depreciations of fixed assets Depreciations of current assets Expense for provisions for operating liabilities and expenses Other operating expenses Other operating expenses NET OPERATING INCOME Attributed net income or transferred loss Assumed loss or transferred net income Income from financial investments Income from other fixed financial assets Other financial income Reversed financial provisions and depreciations and transfers of expenses Positive exchange differences Net income on sales of marketable securities Financial income Expenses for financial provisions and depreciation Interest and other expenses Negative exchange differences Net expenses on sales of marketable securities Financial expenses NET FINANCIAL INCOME NET INCOME FROM ORDINARY ACTIVITIES Extraordinary income from management transactions Extraordinary income from capital transactions Reversed extraordinary provisions and depreciation Transfers of extraordinary expenses Extraordinary income Extraordinary expenses on management transactions Extraordinary expenses on capital transactions Extraordinary expenses for provisions and depreciation Extraordinary income EXTRAORDINARY NET INCOME Employee profit-sharing Corporate income tax TOTAL INCOME TOTAL EXPENSES TOTAL NET INCOME
30/06/2015
2,092,913 53,312 63,696 2,209,922 7,522 0 112 2,549 3,684 142 2,223,931 2,085,272 (1,351) 31,557 (556) 67,979 1,363 13,575 6,040 5,020 0 3,217 435 8,233 2,220,783 3,148 0 79 885 357 5,027 152 283 0 6,704 1,022 3,404 256 0 4,682 2,022 5,091 441 68,085 9,527 1 78,054 6,445 68,822 2,718 77,984 70 91 1,299 2,308,689 2,304,918 3,771
30/06/2014
3,257,854 52,232 103,110 3,413,196 831 1,584 219 5,030 3,987 326 3,425,172 3,260,112 15,630 24,547 188 62,623 4,344 30,102 15,107 8,013 0 2,390 7,292 10,341 3,440,691 (15,518) 9,128 56 2,202 285 5,681 239 2,589 0 10,995 1,043 3,747 2,187 0 6,977 4,018 (2,428) 54 4,333 1,580 257 6,224 1,047 5,005 4,960 11,012 (4,789) 213 1,379 3,451,520 3,460,328 (8,808)
_45
ANALYTICAL INCOME STATEMENT In thousands of euros
Revenue
Production costs in inventory
Production costs in fixed assets
Consumed net purchases of goods and raw materials External costs
VALUE ADDED
Operating subsidies
Income and other taxes Personnel expenses
EBITDA
Provisions reversed and expenses transferred
Other income from ordinary management activities Depreciation expense on operating assets
Depreciation expenses and operating provisions Other expenses
NET OPERATING INCOME
Net income on joint operations Net financial income
NET INCOME FROM ORDINARY ACTIVITIES BEFORE INCOME TAX Extraordinary net income Employee profit-sharing Corporate income tax
TOTAL NET INCOME
30/06/2015
30/06/2014
7,522
831
2,209,922 0
3,413,196
1,584
2,114,921
3,300,477
34,543
52,511
67,979
112
1,363
62,623
219
4,344
19,615
45,210
6,233
9,016
13,678
142
5,020
3,652
8,233
3,176
326
8,013
9,683
10,341
3,148
(15,518)
2,022
4,018
(79)
5,091
70
91
1,299
3,771
9,072
(2,428) (4,789) 213
1,379
(8,808)
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83-85, avenue de la Grande Armée 75782 Paris Cedex 16 Tel.: +33 (0)1 40 66 22 22 - invivo-group.com
