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Consolidated Balance Sheet 9
Consolidated Income Statement 11
Consolidated Statement of Other Comprehensive Income 12
Consolidated Statement of Changes in Equity 13
Consolidated Cash Flow Statement 15
Notes to the Consolidated Financial Statements 16
Report of the Ré s Agréé 63
Attachments:
Annex II - Exchange rates used to translate financial statements prepared in currencies other
than the Euro 69
1. General information 16
2. Basis of presentation 16
3. New and revised Standards IAS/IFRS 19
4. Consolidation principles and accounting policies 22
5. Critical accounting judgements and key sources of estimation uncertainty 25
6. Risk Management 28
7. Fair value and hierarchy levels 30
8. Business Combinations and Goodwill 32
9. Net sales 33
10. Other revenues 33
11. Cost of revenues 34
12. Taxation 35
13. Property, plant and equipment 36
14. Intangible assets 39
15. Biological assets 41
16. Non-current investments, securities and financial assets 41
17. Inventory 45
18. Trade and other commercial receivables 45
19. Other current receivables 47
20. Current financial assets, liabilities and securities 48
21 50
22. Employee benefit plans 51
23. Provisions 54
24. Banks and financial liabilities 55
25. Debt owed to Shareholders 56
26. Trade and other current payables 59
27. Transactions with related parties 60
28. Cash and cash equivalents 61
29. Commitments and guarantees 61
30. Events after the balance sheet date 62
31. Approval of Consolidated Financial Statements 62
The Consolidated Financial Statements of Ferrero International S.A. and its subsidiaries (
ed August 31, 2017 have been prepared in accordance with
tements is the
Euro.
Below, we have highlighted the main aspects of the macroeconomic environment, in addition to the
key highlights on
Macroeconomic background
During 2016/2017, the global economy registered a continuing growth across countries, as already
noticed in the second half of 2015/2016.
The economic recovery was spread and boosted thanks to an increase in investments worldwide.
The global exchanges showed a significant acceleration, due to higher demand from emerging
countries, after two years of weakness.
International organizations and institutions confirmed such positive trend by reviewing their
expectations upward. However, uncertainties had not left the macroeconomic scenario and some
factors creating such uncertainties are still persisting. Among these, the main factors are the new
policies of the US government, the stable recovery of the supplies and raw materials exporting
countries, the re-balance of the Chinese economy and the future relationship between the UK and
the EU.
Since 2015/2016, Central banks have been supporting the global economy expansion through their
favorable financing conditions to make sure to reach the target of 2% inflation rate in mid-terms.
The ECB further decided to go ahead with financial activities and bonds purchase until the end of
the financial year.
Prices had a volatile trend due to the increase in energy prices. Inflation remained below the
of monetary accommodation is still needed for inflation to gradually reach the aimed level.
The first half of 2017 showed a highly positive trend in economic figures within the Eurozone. The
GDP increased more than expected, even on second half of the year. Economic recovery affected all
area, but at different pace.
Financial market indexes increased steadily throughout the year in advanced and emerging
countries. Volatility on stock exchanges reduced. The yield on country bonds has reduced during the
first half of the year, then increased again during summer period.
Commodities and raw materials had differentiated trends during the year. Industrial metals market
had a fast growth during recent months, while raw materials prices were stable. Oil prices fluctuated
between USD 55 and USD 45 per barrel, close to upper part of quotation range.
Focusing on the confectionary industry, the fluctuating trend of the previous year was registered
also during 2016/2017. The fluctuations in growth trend was due mainly to a slowdown in
consumption, uncertainty in the supply chain and an intensified industry competitiveness. As noted
during last year, western markets were stable, while emerging markets expanded.
Those who benefited from the growth in the industry were premium brands, mainly in western
markets, because they were able to differentiate and overcome market saturation.
Regarding the supply chain, the following trends and events were noted on the commodity and
supplies markets.
Commodity markets
Hazelnuts
In the fiscal year 2016/2017 two important events in Turkey have negatively affected the trend of
the Hazelnut price. Firstly, there was a considerable decrease in hazelnut production due to bad
weather conditions, affecting both the quantity (-30%) and the quality of the crops. Secondly, the
political uncertainties raised during summer 2016 generated important turbulences during the
following months. However, the Turkish crop in 2017 seems to be higher than previous year and the
price is more stable.
Cocoa
Season 2016/2017 was marked by a significant fall of international prices. The decrease started in
the very first months of 2017 and was driven by the excellent conditions of cocoa beans harvest in
West Africa. Global stocks increased by 28% on a year on year basis, allowing a price adjustment.
The industrial confectionery sector was taking advantage of this, by increasing the coverage for
current and next seasons.
Milk market is showing contrasting trends according to the supply and demand of its different
derivatives. On one hand, since several months, fat milk derivatives (butter and whole milk powder)
are showing significant volatility and a sharp price-increasing trend. The lack of butter on the market
is the main driver, having correlated impacts on the purchase price of fresh milk too. On the other
hand, protein milk derivatives, such as skimmed milk powders, are showing a production level
higher than the demand, resulting in a decreasing trend in prices.
Sugar market has been extremely volatile during 2016/2017. Prices almost doubled during the
season and were back at the starting level by the end of the season. The drivers were, on one side,
the 2016/2017 deficit of production compared with consumption and on the other side, starting
from 2017, market expectations for a good crop in 2017/2018.
During October 2017, the so- sugar production quo were abolished in the EU market. As
a matter of fact, starting from 2017/2018 sugar season, Europe is expected to become an
international player and therefore to move from a net importer position to a net exporter position.
As such, the price in Europe recently dropped and is very likely to realign to international price.
Vegetable fats
The global production of palm oil recovered from last year shortage, as production registered a
+13% output on year basis. At the same time, consumptions increased by +2% only. No major signals
of recovery were seen either from food sector or from oleo-chemicals sector.
Packaging
2016/2017 was affected by a significant volatility in the Plastic and Aluminum markets, while the
other packaging categories registered some price reductions.
Following a phase of stability, in the period February April, plastic price underwent a snap rising
(particularly for Polystyrene and Polypropylene), reaching fluctuation levels never recorded in past
years; then, at the end of the campaign, price levels came back to be more in line with the expected
ones.
The Aluminum market was strongly affected by the decision of China to make all production plants
compliant to new environmental legislation, causing a high reduction in the production capacity and
influencing the European market (LME), with the result of rising the commodity price of the year.
Paper category has taken advantage of a quite stable commodity trend. Glass category has remained
stable.
At the end of May 2017 Ferrero announced the opening of the first owned and directly managed
restaurant, the Nutella Café, in Chicago. This permanent cafe is promising to offer an authentic and
complete Nutella experience to customers.
At the same period, Ferrero International S.A. announced the conclusion of the acquisition of Fannie
May Confections Brands, Inc. and the Harry London chocolate brands from 1-800-FLOWERS.com,
Inc. The acquisition included all operations of Fannie May, together with the manufacturing facility
in Ohio and two warehouse and distribution facilities, located in Ohio and Illinois. Fannie May will
operate as a standalone entity under the Ferrero Group, with support from Ferrero USA, Inc. as
needed.
Lastly, in June 2017 the Group sold to another market player the third party customers portfolio
related to the trading activities of the energy business in Italy.
Group performance
Besides the global uncertainties and the industry challenges and trends, the Group was able to
consolidate and confirm its performance during 2016/2017.
During 2016/2017, consolidated Net Sales amounted to 10.5 billion Euro compared to 10.3 billion
Euro in the previous year (+1.5% at current rates, +2.2% at constant rates).
The Net Sales of finished products amounted to 10.1 billion Euro, compared to 9.8 billion Euro in the
previous year (+2.2% at current rates, +2.5% at constant rates). The Net Sales of finished products
increased in the key European markets such as Germany, Poland, UK and the eastern European
countries, while Italy and France remained flat. Within the American countries, the USA, Canada and
Mexico showed a significant increase in net sales.
The products that led the growth in Net Sales of finished products were mainly Nutella, Ferrero
Rocher, Kinder Surprise, Kinder Joy, Kinder Bueno and Tic Tac.
Operating costs rose by +1.5% at current rates from 9.3 billion Euro in 2015/2016 to 9.4 billion Euro
in 2016/2017. The cost of raw materials and supplies increased at current rates of approximately
+1.6%, while cost of services slightly decrease of -0.4%. Personnel costs rose approximately by +4.8%
at current rates compared to the previous year. The Group's average workforce in 2016/2017 was
30,305 employees, increasing from 29,206 employees in 2015/2016. The headcount as of August 31,
2017 amounted to 34,543 employees, compared with 32,990 as of August 31, 2016.
In 2016/2017 the EBITDA amounted to 1.5 billion Euro, compared with 1.6 billion Euro in 2015/2016,
which represent an EBITDA margin of 14.2% compared to 15.2% in the previous year. The EBIT was
stable as compared to 2015/2016 reaching 1.1 billion Euro, representing an EBIT margin of
approximately 10.7%.
The financial result of the year was a loss of 145 million Euro, compared to a loss of 137 million Euro
in the prior year. The result was mainly due to the net interest expenses and the unrealised effect of
translating foreign currency assets and liabilities at year-end exchange rates.
Taxation amounted to 321 million Euro compared to 210 million Euro as of August 31, 2016; more
detailed analyses are provided in the explanatory notes.
Net income for the year was 657 million Euro (793 million Euro as of August 31, 2016). Net income
margin of the year was 6.3% at current rates compared to 7.7% in the previous year.
Key corporate strategies led to ongoing improvements in the quality and competitiveness of our
products, while paying close attention to product freshness, food safety and the environment, to
which the Ferrero Group is highly committed. In order to achieve these strategies, industrial
technology must be continuously enhanced in order to meet the changing needs and desires of the
consumer before competitors do.
The Group sustained its strategy of technological development through the expansion of its
production capacity, with total capital investments amounting to 744 million Euro (compared to
631 million Euro in the prior year). On the total amount of capital investments, the most significant
part was focused on industrial and manufacturing investments (660 million Euro or 6.3% of net sales,
compared to 552 million Euro in the previous year, or 5.3% of the corresponding net sales) mainly in
Italy, Germany, Poland and Canada. In addition, the Group made a significant capital investment in
Luxembourg for the construction of the new headquarters building.
The parent company, Ferrero International S.A., continued to devise and administer the strategic
guidelines, providing the financial and managerial support for the achievement of Group objectives
for more than ninety subsidiaries.
Lastly, during 2017 the eighth Responsibility Report" for 2015/2016 was published.
This document was prepared in GRI Sustainability Reporting )
Core
This report was submitted for the GRI Content Index Service, and GRI confirmed the accuracy of the
GRI Content Index. Furthermore, the entire CSR report was subject to a limited assurance
engagement performed by Deloitte.
Business Outlook
Overall, for the new fiscal year 2017/2018 there is a feeling of stability to the business outlook,
despite some geopolitical risks. New opportunities are foreseen in some countries due to
expected economic reforms and increase domestic competitiveness.
Concerning Western Europe, employment and confidence are expected to improve on the back
of strong exports and manufacturing. Market conditions will be better as compared to previous
year, even though Germany and Spain are expected to have higher growth rates than Italy and
Greece, where markets will have a slower performance. The biggest uncertainties for the new
year in this geographical area are the Brexit negotiation between EU and UK, the end of the
political instability in Spain due to the Catalonia referendum case and the discussion for political
For the central and eastern Europe, no major changes in performance and business outlook is
expected as compared to 2016/2017. Poland is expected to experience a falling in unemployment
rate, while Russia is expected to offset the losses in energy revenues with a strong grain harvest.
The Russian ruble will likely weaken minimally during 2017/2018. In Turkey the market forecast
are slightly less optimistic than expected and in the next months the impacts of political risks will
be crucial to determine the exchange rates fluctuations.
In Middle East and Africa projections are more likely to fluctuate due to significant political
uncertainties and new regulations coming. In UAE it has been projected a timid rise in confidence
and economic activities, but for the time being it has been noted an improvement on purchasing
activity and inventories, mostly related to the VAT implementation ahead in 2018. Whereas,
South Africa will experience an economic slow-down due to political risks and weak public
finances, leading to a depreciation in rand as well.
The Asia-pacific countries will engage new initiatives to drive economic growth. On one hand,
China will try to increase its global influence and reducing financial and credit risk. On the other
one, Indian government will try to boost the economic growth through a tax reform and foreign
investments. Same for Thailand and Indonesia where local governments are trying to attract new
foreign investments and improve local consumptions.
For Latin American area, business outlook is diversified among countries. Argentina and Brazil
are expected to have improved economic conditions thanks to the expected economic reforms,
while Mexico will remain vulnerable to low oil prices, fragmented political landscape and the
outcome of NAFTA renegotiations. These are expected to turn into a depreciation of the Mexican
pesos during fiscal year 2017/2018. In addition, the earthquake that hits Mexico in September
had a negative impact on the high market performances of the previous months. Also Puerto
Rico has been negatively affected by hurricane Maria in August and the local market is seriously
damaged.
Canada and United States are expected to confirm the growing trend in market conditions. In the
first months of 2017/2018 the US dollar exchange rate against Euro is stable as compared to
August 2017.
In January 2018, it was announced that the Group reached an agreement pursuant to which it
will acquire certain assets of U.S. confectionary business from Nestlé. This transaction is subject
to customary closing conditions and regulatory approvals.
The explanatory notes accompanying the consolidated financial statements include descriptions
on risk management policies and significant events that have taken place subsequent to the
reporting date.
As of August 31,
Amounts in Euro/thousand 2017 2016
ASSETS Notes
CURRENT ASSETS:
Inventory
Raw materials and supplies 17 1,148,014 1,028,976
Work in progress 17 304,864 237,178
Finished products and consumables 17 710,538 774,291
2,163,416 2,040,445
The accompanying notes are an integral part of these Consolidated Financial Statements.
As of August 31,
Amounts in Euro/thousand 2017 2016
SHAREHOLDERS' EQUITY:
Shareholders' equity - parent interests
Share capital 21 138,000 138,000
Total reserves and retained earnings 21 2,464,202 1,960,357
Net income - parent interests 656,598 792,795
3,258,800 2,891,152
CURRENT LIABILITIES:
Current financial liabilities
Current financial loans and bank overdraft 24 1,179,801 1,047,972
Debt owed to Shareholders 25 73,920 89,620
Other current financial liabilities 20 48,890 16,000
1,302,611 1,153,592
The accompanying notes are an integral part of these Consolidated Financial Statements
Notes
Revenues
Net sales 9 10,485,058 10,325,845
Other revenues 10 392,464 486,131
10,877,522 10,811,976
Cost of Revenues
Cost of raw materials and supplies 4,481,742 4,412,634
Cost of services 11 3,048,133 3,059,585
Personnel costs 11 1,743,553 1,663,251
Other operating costs 119,780 121,835
9,393,208 9,257,305
The accompanying notes are an integral part of these Consolidated Financial Statements.
BalanceasofSeptember1,2015 138,000 13,800 1,320,116 (10,888) (86,389) 28,324 (141,709) 314,739 513,107 8,726 536 2,098,362
TOTALCOMPREHENSIVEINCOME 40,063 (23,176) (13,479) (3,413) Ͳ 792,795 Ͳ Ͳ 792,790
BalanceasofAugust31,2016 138,000 13,800 1,320,116 29,175 (109,565) 14,845 (145,122) 837,108 792,795 Ͳ Ͳ 2,891,152
TheaccompanyingnotesareanintegralpartoftheseConsolidatedFinancialStatements.
ConsolidatedFinancialStatementsasofAugust31,2017 Page14of69
CONSOLIDATED CASH FLOW STATEMENT
Notes
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income - parent interests 656,598 792,795
Amortization, depreciation and non-monetary items on non-current fixed asssets 377,295 442,164
Change in provisions, deferred taxes and employee benefits (34,497) (88,439)
Non-monetary items on financial assets and liabilities 5,450 (13,229)
Share of (profit) from Investments in JV 16 (6,603) (15,716)
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR 28 300,302 286,163
The accompanying notes are an integral part of these Consolidated Financial Statements.
Cash paid for interest, net of interest received, during 2016/2017 is 50,601 Euro (61,374 Euro in
2015/2016). Cash paid for taxes, during the year amounted to 261,076 Euro (382,387 Euro in
2015/2016). Amounts are included in net cash flow from operating activities.
1. General information
The objective of the Company is in Luxembourg as well as abroad, in whatever form any industrial,
commercial, financial, personal or real estate property transactions, which are directly and indirectly
in connection with the creation, management and financing, in whatever form, of any undertakings
and companies which object is any activities in whatever form, as well as the management and
development, permanently or temporarily, of the portfolio created for this purpose.
The Company may take participating interests by any means in any businesses, undertakings or
companies having the same, similar or connected object, or which may favour its development of
the extension of its operations.
The Company is the parent company of the Ferrero Group (the "Group"), composed by directly and
indirectly owned subsidiaries located worldwide, as outlined in Annex I, for a total of 91 consolidated
companies. The Group operates in the business of manufacturing and marketing confectionery. The
Group has 23 operating manufacturing plants all over the world.
2. Basis of presentation
The Consolidated Financial Statements have been prepared in accordance with the International
Financial Reporting Standards (
and endorsed by the European Union.
The designation of IFRS includes all endorsed
well as the interpretations issued by the International Financial Reporting Interpretations
.
The Group, following the effect of European Union Regulation No. 1606 of July 19, 2002, voluntarily
adopted IFRS on September 1, 2006.
In the current year the Group has adopted all of the new and revised Standards and Interpretations
issued by the IASB and the IFRIC of the IASB, as adopted by the European Union, that are relevant
to its operations and effective for annual reporting periods beginning on September 1, 2016.
The Consolidated Financial Statements have been prepared based on the conventional historical
cost principle, except for the measurement of certain financial assets and liabilities, including
derivatives instruments, as well as of certain assets and liabilities of acquired companies, where the
application of the fair value principle is mandatory.
The Consolidated Financial Statements have been prepared on a going concern basis. There are no
indicators, which
mainly in the next twelve months. Directors have verified the inexistence of financial, performance
The Consolidated Financial Statements are composed of the Consolidated Balance Sheet, the
Consolidated Income Statement, the Consolidated Statement of Other Comprehensive Income, the
As regards to the format of the Consolidated Financial Statements mentioned above, the Group has
opted for the following statements:
Euro. Unless otherwise stated, the figures are expressed in thousands of Euro.
According to the Article of Association of Ferrero International S.A., the Company closing date of
the financial year is August 31, as well as other consolidated subsidiaries, excluding the following:
For such subsidiaries, the Company obtained an internal reporting package prepared for the
twelve-month period ending at August 31, compliant to Group accounting policies and IAS/IFRS
generally applied.
Some of our subsidiaries have a fiscal year based on 52- or 53-week period ending on the Saturday
or Sunday nearest August 31. Having such subsidiaries reporting on a calendar-basis would not have
a material impact on the consolidated results of the Group for fiscal year 2016/2017 and previous
year.
At the date of approval of the Consolidated Financial Statements, the following Standards and
Interpretations - which have not been applied in these financial statements, but are relevant for the
Group - were endorsed by European Union but not applicable yet:
IFRS 15 Revenue from Contracts with Customers. On May 28, 2014, the IASB issued this
standard that will supersede IAS 18 Revenue, IAS 11 Construction Contracts, IFRIC
interpretations 13 Customer Loyalty Programmes, 15 Agreements for the Construction of Real
Estate, and 18 Transfers of Assets from Customers, as well as SIC 31 Revenue - Barter
Transactions Involving Advertising Services. The new standard is based on the principle that
revenue is recognised when control of a good or service transfers to a customer so the notion
of control replaces the existing notion of risks and rewards. The new revenue recognition
model will apply to all contracts with customers except for those falling within the scope of
other IASs/IFRSs, such as lease, insurance and financial instrument contracts. The key changes
are related to different timing recognition of the revenue. This standard is applicable from
January 1, 2018. Early adoption is permitted. The Group is in progress to complete the full
analysis of the impact on its Consolidated Financial Statements related to the adoption of this
new standard, while, for the nature of the activities performed, it is not expected that the
application of this new standard will significantly impact the revenue and cost recognition.
IFRS 9 Financial Instruments. This standard was issued by the IASB on November 12, 2009
and it was amended on October 28, 2010. The standard introduces new requirements for the
classification and measurement of financial assets and financial liabilities. In particular,
regarding financial assets, the new standard adopts a single approach based on how an entity
manages its financial instruments and the contractual cash flows that are characteristics of the
financial assets, in order to determine its valuation criteria, replacing the many different
rules in IAS 39. The most significant effect of the standard regarding the financial liabilities
relates to the accounting for changes in fair value attributable to changes in the credit risk of
financial liabilities designated as at fair value through profit or loss. According to the new
standard, these changes must be recognized in Other Comprehensive Income and will no
longer be recognized in the Income Statement. On November 19, 2013, IASB published
document ancial Instruments - Hedge Accounting and amendments to IFRS 9,
concerning the new hedge accounting model (effective on January 1, 2018).
The document aims at responding to some criticisms made to IAS 39 requirements for
hedge accounting, which are often considered as too stringent and not suitable for reflecting
the entities' risk management policies. On July 24, 2014, the IASB completed and issued the
new IFRS 9 Financial Instruments. The improvement package introduced by the new standard
includes a logical model for classification and measurement of financial instruments, a single
expected loss impairment model for financial assets. This standard is effective on a
retrospectively basis for financial years beginning on or after January 1, 2018, with earlier
application permitted. The new standard will impact the evaluation and presentation of the
financial assets and liabilities of the Group; the Group is determining and valuing the impacts
of the new provisions introduced by the standards.
continues to explore how financial statement disclosure can be improved. These amendments
are applicable to periods beginning on or after January 1, 2017. Early adoption is permitted. It
is expected that the application of these amendments will not have a significant impact on the
Consolidated Financial Statements of the Group.
Amendments to IAS 12 Recognition of Deferred Tax Assets for Unrealized Losses. These
amendments clarify how to account for deferred tax assets related to debt instruments
measured at fair value and how to recognize deferred tax assets for unrealized losses, when
the fair value is below the asset . These amendments are effective for annual periods
beginning on or after January 1, 2017, with early application permitted. The Group is analyzing
the possible impacts on its Consolidated Financial Statements related to the adoption of these
new amendments. It is expected that the application of these amendments will not have a
significant impact on the Consolidated Financial Statements of the Group.
Amendments to IFRS 4 Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts.
These amendments introduce two approaches: an overlay approach and a deferral approach.
The amended standard will give all companies that issue insurance contracts the option to
recognize in Other Comprehensive Income, rather than profit or loss, the volatility that could
arise when IFRS 9 is applied before the new insurance contracts standard is issued. Moreover,
the amended standard will give companies whose activities are predominantly connected with
insurance an optional exemption from applying IFRS 9 until 2021. The entities that defer the
application of IFRS 9 will continue to apply the existing financial instruments standard IAS 39.
As follows, the accounting principles, amendments and interpretations issued by IASB and not been
endorsed by European Union yet, but relevant for the Group:
IFRS 14 Regulatory Deferral Accounts. On January 30, 2014, the IASB issued this standard
that allows only first-time adopters to continue to account for balances relating to rate-
regulated activities based on the previous accounting standards. The European Commission
has decided not to launch the endorsement process of this Standard and to wait for the final
Standard.
IFRS 17 Insurance Contracts. On May 18, 2017, the IASB issued this standard that will
supersede IFRS 4 Insurance Contracts. This standard requires all insurance contracts to be
accounted for in a consistent manner and insurance obligations to be accounted for using
current values, instead of historical cost. The new standard requires current measurement of
the future cash flows and the recognition of profit over the period that services are provided
under the contract. IFRS 17 also requires entities to present insurance service results (including
presentation of insurance revenue) separately from insurance finance income or expenses,
and requires an entity to make an accounting policy choice of whether to recognize all
insurance finance income or expenses in profit or loss or to recognize some of those income
or expenses in Other Comprehensive Income. This standard is applicable to periods beginning
on or after January 1, 2021. Early adoption is permitted
. The Group will analyze
the possible impacts on its Consolidated Financial Statements related to the adoption of this
new standard.
Amendments to IFRS 10 and IAS 28 Sales or Contribution of Assets between an Investor and
its Associate or Joint Venture. These amendments address an inconsistency between the
requirements
investor and its associate or joint venture. The amendments set out that a full gain or loss is
recognized when the assets constitute a business or a partial gain or loss is recognized when
the assets do not constitute a business. On December 17, 2015, the IASB issued an amendment
formalizing the deferral of these amendments indefinitely.
Consolidation principles
The financial statements as of August 31, 2017 of the companies included in the scope of
consolidation, prepared in accordance with Group accounting policies with reference to IAS/IFRS,
have been used for consolidation purposes.
Subsidiaries
Subsidiaries are all entities over which the Company has direct or indirect control. The Company
controls an entity when it is exposed to, or has rights to, variable returns from its involvement with
the entity and has the ability to affect those returns through its power over the entity. Subsidiaries
are fully consolidated from the date on which control is transferred to the Group. They are not part
of the perimeter of consolidation starting from the date control ceases.
Non-controlling interests in the net assets of consolidated subsidiaries are identified separately
inority in excess of the non-controlling
nterests of the Group, except for the
extent that the non-controlling interest has a binding obligation and is able to make an additional
investment to cover the losses.
Joint ventures
A joint venture is an entity for which strategic financial and operating decisions on relevant activities
are made with the unanimous approval of the controlling parties. Investments in joint ventures are
consolidated applying the equity method from the date that joint control starts until the date that
joint control ceases, which means that the results and any change in Other Comprehensive Income
of the joint ventures and associates are reflected in the Consolidated Income Statement and in
consolidated statement of Other Comprehensive Income.
The carrying amount of goodwill arising from the acquisition of joint ventures is included in the
carrying amount of investments in joint ventures. The entire carrying amount of the investment,
including goodwill, is tested for impairment annually. If the carrying amount exceeds the
recoverable amount, the carrying value of the investment in the joint venture or in the associate is
adjusted by booking the related loss to the Income Statement.
Business combinations
Business combinations are recognized under the acquisition method. According to this method, the
consideration transferred to a business combination is measured at fair value calculated as the
aggregate of the acquisition-date fair value of the assets transferred and liabilities assumed by the
Company and of the equity instruments issued in exchange for the control of the acquired entity.
On the acquisition date, the identifiable assets acquired and the liabilities assumed are recognized
at their acquisition date fair value. The following items represent exception to the above rule and
are valued according to their reference standard:
deferred tax assets and liabilities;
assets and liabilities relating to employee benefits;
Goodwill is measured as the surplus between the sum of the consideration transferred to the
business combination, the value of non-controlling interests and the fair value of previously-held
equity interest in the acquiree with respect to the fair value of the net assets transferred and
liabilities assumed as at the acquisition-date. If the fair value of the net assets transferred and
liabilities assumed as at the acquisition-date exceeds the sum of the consideration transferred, the
value of non-controlling interests and the fair value of the previously held equity interest in the
acquiree, said surplus, are immediately booked to the income statement as gain resulting from said
transaction.
The share of non-controlling interests as at the acquisition-date may be measured at fair value or as
a proportion of net assets value in the acquiree. The measurement method adopted is decided on
a transaction-by-transaction basis.
Functional currency
The financial statements of the subsidiaries are prepared using the currency of the primary
Consolidated Financial
Statements are prepared and presented in Euro, which is also the functional currency of the parent
company.
The translation process for the financial statements reported in currency other than Euro is the
following:
Balance Sheet items are translated into Euro at the year-end exchange rates (August 31);
,
calculated as a year-to-date average exchange rate over a period of twelve months, starting
from September 1 to August 31;
differences arising on translation of opening equity balances at year-end exchange rates are
booked to the translation reserve, together with any difference between net result per
income statement and net result per balance sheet;
whenever a subsidiary with a functional currency other than Euro is disposed of, any
exchange differences included in Other Comprehensive Income are charged to Income
Statement;
Dividends paid by companies having a functional currency other than Euro are converted at
the average exchange rate of the previous year and at the current exchange rate
for the company that receives the dividend; exchange differences between the two amounts
are booked in Income Statement.
The exchange rates used for translation purposes can be found in Annex II.
Business combinations
Accounting for business combinations requires the allocation of the purchase price to the various
assets and liabilities of the acquired business at their respective fair values. Any positive residual
loss account. Management uses all available information to make these fair value determinations.
Additional disclosure about business combinations is provided in the note 8. Business Combinations
and Goodwill.
Useful lives of property, plant and equipment and intangible fixed assets
Determining the recoverability of property, plant and equipment, and intangibles requires, among
other matters, an estimation of future production output and changes in technology. The Group
reviews the estimated useful lives of property, plant and equipment and intangibles periodically or
at the end of each annual reporting period using several statistical, historical and judgemental
factors. Additional disclosure is provided in the note 13. Property, plant and equipment and note 14.
Intangible assets.
business plans, changes in commodity prices leading to unprofitable performance, and a reduced
utilization of the plants. Determination as to whether and how much an asset is impaired involves
management estimates on highly uncertain and complex matters such as future commodity prices,
the effects of inflation and technology improvements on operating expenses, production profiles
and the outlook for global or regional market supply.
Goodwill
Goodwill is not subject to amortization. The Group tests for impairment of such assets at the cash-
generating unit level on an annual basis and whenever there is an indication that it may be impaired.
In particular, goodwill impairment is based on the lowest level (cash generating unit) to which
goodwill can be allocated on a reasonable and consistent basis. A cash-generating unit is the
smallest aggregate on which the Group, directly or indirectly, evaluates the return on the capital
expenditure. If the recoverable amount of a cash generating unit is lower than the carrying amount,
goodwill attributed to that cash generating unit is impaired up to that difference; if the carrying
amount of goodwill is lower than the amount of the impairment loss, the assets of the cash
generating unit are impaired pro-rata on the basis of their carrying amount for the residual
difference.
Additional information about goodwill is provided in the note 8. Business Combinations and
Goodwill.
Income taxes
The Group is subject to income taxes in numerous countries. Significant judgment is required in
determining the worldwide provision for income taxes. There are many transactions and
calculations for which the final tax determination is uncertain during the ordinary course of
business. The Group recognizes liabilities for anticipated tax audit issues based on estimates of
whether additional taxes will be due. Where the final tax outcome of these matters is different from
the amounts that were initially recorded, such differences will impact the income tax and deferred
tax provisions in the period in which such determination is made.
Additional information about income taxes is provided in the note 12. Taxation.
Hedge accounting
At the inception of the transaction, the Group documents the relationship between hedging
instruments and hedged items, as well as its risk management objectives and strategy for
undertaking various hedging transactions. The Group also documents its assessment, both at hedge
inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions
are highly effective in offsetting changes in fair values or cash flows of hedged items. Additional
disclosure is provided in the note 20. Current financial assets, liabilities and securities.
6. Risk Management
Due to its global operations, the Group is exposed to strategic, operational, and financial risks.
Considering the existing and inevitable strategic and operating risks of the core business,
ctive is to minimize the impact of the financial risks on the operating and net
profit for the reporting period.
The Group has adopted a Financial Risk Management policy to assure that financial risks are
identified, measured and properly managed. Financial risk is split in liquidity risk, market risk and
credit risk, which are described below.
Liquidity risk
Liquidity risk is the risk that suitable sources of funding for the Group may not be available, or the
Group is unable to sell its assets in the market place to meet short-term finance requirements and
to settle obligations. Prudent liquidity risk management implies maintaining sufficient cash and the
availability of funding through an adequate amount of credit facilities to meet obligations when due
and to close out market positions.
The exposure to liquidity risk is managed by the Group s Management mainly through the use of
the Group systems. The Group analyses, at the relevant date, the inflows and outflows of financial
instruments with the related gap analysis for each maturity. This analysis is based on exchange and
risk-free curves applicable at the reporting date and is related to the range of maturities relevant
for the Group.
Market risk
Market risk is the possibility that changes in market parameters, such as currency exchange rates,
interest rates or commodity prices will adversely affect the value of the Group s financial assets and
liabilities.
The Group only engages in derivative financial instruments in order to hedge against market risks,
therefore no trading derivatives are undertaken for speculative purposes.
Subsidiaries, in coordination with the Group central functions, use forward and option instruments
in order to hedge against foreign exchange and commodity price risks from expected trade
receivables or payables for goods and services.
foreign currency) and it is related to currency exchange fluctuations from the purchases of raw
materials and sales of goods denominated in foreign currencies, such as the Turkish lira, the US
dollar, the Chinese Renminbi, the Indian Rupee, the Russian Ruble and the British Pound.
ubsidiaries, in accordance with the policies of the Group
department, use forward and option instruments (mainly cash flow hedge instruments) in order to
hedge against foreign exchange risks from expected trade receivables or payables for goods and
services. The enter into spot, forward and option instruments, in accordance
with Corporate Financial departments.
On August 31, 2017, the potential after tax effects on the Consolidated Income Statement and on
the consolidated equity of a change in the Euro against the foreign currencies with all other
conditions remaining equal would have been:
The most relevant exposure in the Consolidated Income Statement corresponded to Turkish Lira,
US Dollar and Russian Ruble.
price fluctuations due to climatic conditions, seasonal demand and market speculations.
In order to mitigate the price risk of the expected future net demand, the Group
Department enters into commercial agreements with suppliers to stabilize the supply of delivery of
the raw materials and into financial derivatives contracts with financial institutions (cash flow hedge
instruments).
Credit risk
Credit risk is the potential exposure of the Group to losses when counterparties fail to pay due
amounts. In relation to counterparty risk for commercial transactions, the Group adopts all the
necessary financial instruments and procedures in order to minimize this specific risk and
Management monitors and manage credit worthiness of the counterparties.
Customer credit risk is managed by each subsidiary, which has to perform at least annually an
analysis of the overall credit risks. Risk ratings are locally assigned to each customer and assessed at
least annually. Credit limits are defined in accordance with this assessment and reviewed on a
regular basis, depending on seasonality and customer transaction historical data.
A provision for doubtful receivables is recorded on the basis of significant information about the
financial reliability and capacity of a customer to fulfil its financial obligations. The Group considers
that these are evidence of impairment:
customers undergoing a financial reorganization (e.g. receivership or bankruptcy);
receivables disputed or under legal proceedings;
official ratings or other market information leading to a review of the customer
creditworthiness;
significant delays in the customer payments.
Receivables for which an impairment provision was recognized are written off against the provision
where there is no expectation of recovering additional cash.
Moreover, overall accounts receivables ageing analysis is performed on regular basis to assess
whether there is objective evidence that an impairment should be recorded.
The maximum exposure of credit risk at the reporting date is the carrying value of each class of
financial assets. Due to the geographical spread of the sales and the large number of clients, the
concentration of credit risk for Ferrero Group is limited.
Fair Value hierarchy as of August 31, 2017 as compared to August 31, 2016 is as follows:
Balance as of
August, 31 2017 Level 1 Level 2 Level 3
Balance as of
August, 31 2016 Level 1 Level 2 Level 3
For assets and liabilities that are recognised in the Consolidated Financial Statements at fair value
on a recurring basis, the Group determines whether transfers have occurred between levels of
hierarchy at the end of each reporting period. There have been no significant transfers between the
different hierarchy levels in financial year 2016/2017.
The value of short-term financial instruments approximates the fair value. The Group assessed that
the fair value of cash and short-term deposits, trade receivables, trade payables, bank overdrafts
and other current liabilities approximate their carrying amounts largely due to the short-term
maturities of these instruments.
on the basis of the contractual stream of cash flows (including both coupon payment and
repayments) at a market rate of interest.
For impairment test purposes, it is possible to identify goodwill deriving from external acquisitions
in three CGUs: Hazelnuts business, Thorntons and Eurobase. The specific goodwill of the
amounts to 99,916 Euro ounts to
43,758 Euro (decreased of 3,715 Euro due to the fluctuation of British Pound exchange rate); and
Euro.
During fiscal year 2016-2017 Ferrero International S.A. completed the acquisition of the
100% shares of Fannie May Confections Brands, Inc. from 1-800-FLOWERS.com, Inc..
Fannie May Confections Brands, Inc. is the holding company of Fannie May Confections, Inc. and
Harry London Candies Inc. subsidiaries and is located in North Canton, Ohio.
Details of the acquisition are disclosed in the following chart:
Details of the fair value of the assets and liabilities acquired are as follow:
The valuation method used for Property, plant and equipment is the Depreciated cost approach,
while for Intangible assets is Multi-period Excess Earnings Methodology and for the inventory is the
estimated selling price less cost to complete or distribute and the associated profit margin.
As result of the acquired control, Fannie May Confections Brands, Inc. and its subsidiaries have been
fully consolidated line by line starting from May 30, 2017. As of August 31, 2017 the total
contribution of the acquired group to the consolidated net sales and net loss of the year has been
of 7,004 Euro and (14,750) Euro respectively. The fluctuation of the US dollar against the Euro has
caused a decrease in the newly acquired co ) Euro.
Other non-
acquisitions.
9. Net sales
Revenues from the sale of products are measured at the fair value and are recognised at the time
ownership passes (time of risks and benefits transfer), which is generally upon shipment to the
customer. They are shown net of estimated customer returns, rebates, discounts and similar
allowance.
In particular, revenues from the sale of goods are recognised when all the following conditions are
satisfied:
the Group has transferred to the buyer the significant risks and rewards of ownership of the
goods;
the Group retains neither continuing managerial involvement to the degree usually associated
with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the economic benefits associated with the transaction will flow to the entity;
and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Net sales as of August 31, primarily from the confectionery business, are detailed by geographical
region as follows:
2017 2016
10,485,058 10,325,845
Some subsidiaries benefited from Government grants, whose primary condition was the purchase,
the construction or the acquisition of non-current assets in general. These grants were recognized
as deferred income within other current payables in the balance sheet and transferred to income
statement on a systematic and rational basis over the useful lives of the related assets. Government
In the years ended as at August 31, 2017 and 2016, other revenues are detailed as follows:
2017 2016
392,464 486,131
Other operating revenues are mainly comprised of revenue earned from the Energy business.
During fiscal year 2016/2017 the and contracts for trading activity
of energy has been sold to another market player.
3,048,133 3,059,585
Selling, general and administrative expenses mainly include advertising and promotion costs,
logistics and distribution costs, general and administrative expenses, marketing costs and rental
costs.
Personnel costs
Personnel costs as of August 31 are detailed as follows:
2017 2016
1,743,553 1,663,251
12. Taxation
Current tax liabilities (assets) for the current period and previous periods are measured at the
amount expected to be paid to (recovered from) the tax authorities, according to current tax
legislation in the country concerned by the end of the reporting period, considering any exemptions
and tax credits that may be due.
Current tax assets and liabilities are offset where the Company has a legally enforceable right to
offset and intends either to settle on a net basis, or to realise the asset and settle the liabilities
simultaneously.
Reconciliation of effective and expected taxation for fiscal year 2016/2017 as compared to
2015/2016 is as follows:
2017 2016
Other taxable base differences mainly include some non-recurring deferred taxation and accruals
and provisions due to settlements with tax authorities.
The net impact of deferred tax assets and liabilities on income statement is mainly due to the
expectation on future taxable profits. Other movements include the impact of the business
combination disclosed in note 8. Business Combinations and Goodwill.
Tangible fixed assets are depreciated each month on a straight-line basis using rates that reflect the
technical and economic remaining lives of the related assets. The depreciable value is the cost of an
asset less its residual value, where the residual value of an asset is the estimated value that the
entity could receive at the end of its useful life from its disposal, net of estimated disposal costs.
Depreciation is calculated from the month that the asset becomes available for use, or when it is
potentially able to provide the economic benefits expected from it.
Estimated useful lives generally applied within the Group are summarized hereafter by tangible
fixed asset category:
Buildings 50 years
Plant and Machinery 8 to 30 years
Technical Equipment 3 to 15 years
Furniture and Fittings 8 years
Computers and Machinery 5 years
Internal Transportation Vehicles 4 years
Cars 4 years
Other Tangible Fixed Assets 3 to 5 years
Lands, assets under construction and payments on account are not depreciated.
Ordinary maintenance costs are charged to the Income Statement. Maintenance costs that increase
the value, functions or useful life of fixed assets are reported directly as the increase in the value of
the assets to which they refer and depreciated over their residual useful lives. Gains or losses on the
disposal of assets are calculated as the difference between the sales proceeds and the net book
value of the asset and are charged to the Income Statement for the period.
Tangible fixed assets are subjected to impairment test if there are indications of possible losses in
value. Impairment test is performed by estimating the recoverable amount of an asset or of a cash-
generating unit and comparing it with its net book value. The recoverable amount of a tangible fixed
asset is defined as the higher of its fair value less costs to sell and its value in use, determined by
discounting the expected future cash flows, using a discount rate based on an estimate of the rate
that the market would expect on an investment of comparable risk. If the recoverable amount is
less than the book value, the latter is reduced accordingly. This reduction constitutes an impairment
loss, which is booked to the income statement. If a previous write-down is no longer justified, a new
recoverable amount is estimated, providing that it is not higher than the carrying value that would
have been if the write-down had never been made. This reversal is also booked to the Income
Statement.
Within tangible fixed assets, there are some of them under finance lease contract. Those assets are
accounted for as tangible fixed assets at their fair value at the date of purchase or, if lower, at the
present value of the minimum payments due under the lease; the corresponding liabilities to the
lessor are shown in the Balance Sheet as financial debts. The assets are depreciated over their
estimated useful lives.
Changes in property, plant and equipment occurred during 2016/2017 and 2015/2016 are detailed
as follows:
Tangible
Land and Plant & Other tangible in progress and
Buildings Machinery Equipment assets pre-payments Total
Cost at the beginning of the year 1,342,564 4,043,745 635,000 322,220 262,988 6,606,517
Additions 94,146 222,682 47,203 31,954 263,987 659,972
Disposals (1,294) (61,293) (9,156) (21,659) (350) (93,752)
Translation adjustments and other changes (14,908) 55,386 18,957 18,015 (129,307) (51,857)
Cost at the end of the year 1,420,508 4,260,520 692,004 350,530 397,318 7,120,880
Accumulated depreciation at the beginning of the year (285,044) (2,211,031) (410,170) (243,651) - (3,149,896)
Depreciation of the year (25,491) (223,393) (37,029) (26,927) - (312,840)
Disposals 787 53,211 7,030 18,442 - 79,470
Translation adjustments and other changes 2,915 25,303 273 (8,789) - 19,702
Accumulated depreciation at the end of the year (306,833) (2,355,910) (439,896) (260,925) - (3,363,564)
Carrying amount at the end of the year 1,113,675 1,904,610 252,108 89,605 397,318 3,757,316
Tangible in
Land and Plant & Other tangible progress and pre-
Buildings Machinery Equipment assets payments Total
Cost at the beginning of the year 1,270,707 3,778,045 637,054 369,016 286,885 6,341,707
Additions 28,069 212,509 28,819 18,331 263,987 551,715
Disposals (750) (75,712) (45,666) (63,980) (382) (186,490)
Translation adjustments and other changes 44,538 128,903 14,793 (1,147) (287,502) (100,415)
Cost at the end of the year 1,342,564 4,043,745 635,000 322,220 262,988 6,606,517
Accumulated depreciation at the beginning of the year (267,342) (2,029,470) (431,875) (290,555) - (3,019,242)
Depreciation of the year (24,990) (291,824) (33,544) (26,586) - (376,944)
Disposals 572 63,860 44,669 61,223 - 170,324
Translation adjustments and other changes 6,716 46,403 10,580 12,267 - 75,966
Accumulated depreciation at the end of the year (285,044) (2,211,031) (410,170) (243,651) - (3,149,896)
Carrying amount at the end of the year 1,057,520 1,832,714 224,830 78,569 262,988 3,456,621
The recoverable amounts of the relevant assets have been determined on the basis of their value in
use.
Intangible fixed assets are amortised each month on a straight-line basis using rates that reflect the
expected usage of the asset and any economical or legal factors influencing its useful life. The
depreciable amount of an intangible asset with a finite useful life is the cost of the asset less its
residual value. The residual value of an intangible fixed asset with finite useful life shall be assumed
to be zero, unless there is a commitment of a third party to buy the asset or there is an active market
for the asset. Amortisation is calculated from the month that the asset becomes available for use,
or when it is potentially able to provide the economic benefits expected of it.
Intangible assets within the Group comprise mainly the categories stated below:
Software: the costs of software licences, including related charges, are capitalised and shown
in the financial statements net of amortisation and any accumulated impairment losses.
Customer Relationship: customer relationship represents the value of the customer portfolio
measured at the acquisition date as determined during the Purchase Price Allocation process
according to IFRS 3, and subsequently amortised.
Trademarks: trademark represents the value of the trademark measured at the acquisition
date as determined during the Purchase Price Allocation process according to IFRS 3 and
subsequently amortised.
Industrial patents and similar rights: industrial patents and similar rights are valued at cost,
less amortisation and accumulated impairment losses. The cost is amortised over the shorter
of the contract term and the finite useful life of the asset.
Intangible fixed assets are subjected to impairment test if there are indications of possible losses in
value. Impairment test is performed by estimating the recoverable amount of an asset or of a cash-
generating unit and comparing it with its net book value. The recoverable amount of an intangible
fixed asset is defined as the higher of its fair value less costs to sell and its value in use, determined
by discounting the expected future cash flows, using a discount rate based on an estimate of the
rate that the market would expect on an investment of comparable risk. If the recoverable amount
is less than the book value, the latter is reduced accordingly. This reduction constitutes an
impairment loss, which is booked to the income statement. For intangible fixed assets with
indefinite useful life, impairment test is performed at least once a year. If a previous write-down is
no longer justified, a new recoverable amount is estimated, providing it is not higher than the
carrying value that would have been if the write-down had never been made. This reversal is also
booked to the Income Statement.
Cost at the beginning of the year 616,606 76,369 117,181 23,325 833,481
Additions 42,745 2,507 1,424 19,724 66,400
Disposals (2,044) - (264) (223) (2,531)
Translation adjustments and other changes 18,854 28,812 (11,703) (23,256) 12,707
Cost at the end of the year 676,161 107,688 106,638 19,570 910,057
Accumulated Amortization at the beginning of the year (419,279) (5,337) (10,940) - (435,556)
Amortization of the year (46,135) (2,752) (3,468) - (52,355)
Disposals 1,902 - 183 - 2,085
Translation adjustments and other changes 3,824 4,359 (8,497) - (314)
Accumulated amortization at the end of the year (459,688) (3,730) (22,722) - (486,140)
Carrying amount at the end of the year 216,473 103,958 83,916 19,570 423,917
Industrial
patents, Other Intangible in
trademarks and intangible progress and pre-
Software Costs similar rights assets payments Total
2016 2016 2016 2016 2016
Cost at the beginning of the year 583,329 88,400 115,330 23,413 810,472
Additions 52,468 1 1,127 13,892 67,488
Disposals (27,575) (78) (297) (171) (28,121)
Translation adjustments and other changes 8,384 (11,954) 1,021 (13,809) (16,358)
Cost at the end of the year 616,606 76,369 117,181 23,325 833,481
Accumulated Amortization at the beginning of the year (407,643) (2,687) (4,809) - (415,139)
Amortization of the year (45,072) (3,885) (3,401) - (52,358)
Disposals 27,498 78 228 - 27,804
Translation adjustments and other changes 5,938 1,157 (2,958) - 4,137
Accumulated amortization at the end of the year (419,279) (5,337) (10,940) - (435,556)
Carrying amount at the end of the year 197,327 71,032 106,241 23,325 397,925
The amortization of the year has been included in the line item “Amortization and Depreciation” in
the Consolidated Income Statement.
Investments in Joint Ventures represent the investment in the company Stelliferi & Itavex Srl,
operating in the production, transformation and trading of hazelnuts and its semi-finished products
industry. The net profit of Stelliferi & Itavex Srl pertaining to the Ferrero Group is 6,603 Euro for the
fiscal year 2016/2017 as compared to 15,716 Euro for the fiscal year 2015/2016.
This investment is not consolidated as it concerns minority interests and the Company has no
management influence.
Lastly, financial assets are classified into the following specified categories:
financial assets at fair value
held-to-
available-for-
The classification depends on the nature and purpose for which the financial assets were acquired
and is determined at the time of initial recognition.
Within Non-current financial assets, the Group mainly recognised investments and securities as
held-to-maturity and available-for-sale.
Investments are recognized and derecognized on the trade date where the purchase or sale of an
investment is under a contract whose terms require delivery of the investment within the timeframe
established by the market concerned. Financial assets are initially measured at fair value, net of
directly attributable transaction costs except for those financial assets classified as at fair value
through profit or loss, which are initially measured at fair value. . Transaction costs of financial assets
at FVTPL are expensed in profit and loss.
Held-to-maturity investments
Bills of exchange and debentures with fixed or determinable payments and fixed maturity dates that
the Group has the positive intent and ability to hold to maturity are classified as held-to-maturity
investments. Held-to-maturity investments are subsequently recorded at amortised cost using the
effective interest method less impairment, with revenue recognized on an effective yield basis.
As clarification, the effective interest method is a method of calculating the amortised cost of a
financial asset (or group of financial assets) and of allocating the interest income over the relevant
period. The effective interest rate is the rate that exactly discounts estimated future cash receipts
through the expected life of the financial instrument or, when appropriate, a shorter period to the
net carrying amount of the financial asset. Income is recognized on an effective interest basis for
debt instruments other than those financial assets designated as at FVTPL.
The change in fair value attributable to translation differences that result from a change in
amortised cost of the asset is recognized in profit or loss, and other changes are recognized in Other
Comprehensive Income.
Financial assets, other than those at FVTPL, are assessed for indicators of impairment at each
balance sheet date. Financial assets are impaired when there is objective evidence that, as a result
of one or more events that occurred after the initial recognition of the financial asset, the estimated
future cash flows of the investment have been impacted. The carrying amount of the financial asset
is reduced by the impairment loss directly for all financial assets with the exception of trade
receivables where the carrying amount is reduced through the use of an allowance account.
With the exception of AFS equity instruments, if, in a subsequent period, the amount of the
impairment loss decreases and the decrease can be related objectively to an event occurring after
the impairment was recognized, the previously recognized impairment loss is reversed through
profit or loss. With respect to AFS equity securities, any increase in fair value subsequent to an
impairment loss is recognized directly in Other Comprehensive Income.
In order to establish whether there is an evidence of impairment for a financial asset, the Group
referred to the events indicated by IAS 39.59. For equity securities, in addition to the existence of
the events indicated by IAS 39.59, where applicable, the following two events should also be
considered (IAS 39.61):
significant changes with adverse effects in relation to technologies, markets, the economic or
legal framework of the issuer, which indicate that the cost of the investment can no longer be
recovered;
a significant or prolonged decline in the fair value of the investment below the level of its cost.
Specifically, the following parameters are considered indicative of the need to recognize impairment
in the profit or loss:
fair value of the security 50% lower than the book value upon initial recording; or
fair value lower than the book value for a period of time greater than 2 years.
In determining the fair value of financial instruments, the Group uses quoted price provided by info
providers when the price of the financial instrument is quoted or an active market exists at the time
of valuation; in this case the fair value equals the quoted price recorded (mark-to-market).
Financial assets at FVTPL are subsequently stated at fair value, with any resultant gain or loss
recognized in profit or loss. Net gain or loss recognized in profit or loss incorporates any dividend or
interest earned on the financial asset. For the year-end 2016/2017 the classification financial assets
at FVTPL is not applicable.
subsequently measured at amortized cost using the effective interest method less any impairment.
Interest income is recognized by applying the effective interest rate, except for short-term
receivables where the recognition of interest would be immaterial.
For the year ended as at August 31, 2017, the changes in Non-current investments, securities and
financial assets are detailed as follows:
Revaluation/
Balance as of (devaluation) Balance as of
September 1, and other August 31,
2016 Increases Decreases changes 2017
Permanent bonds and other non current securities (HTM) 235,224 121,843 (128,744) - 228,323
Participating interests 38,768 - - 11,275 50,043
Investments in Joint Ventures 43,516 - (4,338) 6,603 45,781
Permanent bonds and other non current securities (AFS) 8,264 2,950 - - 11,214
Other non-current financial assets 33,988 3,166 (4,234) (276) 32,644
In the previous financial year, ended as at August 31, 2016, the changes in investments and other
non-current securities are detailed as follows:
Revaluation/
Balance as of (devaluation) Balance as of
September 1, and other August 31,
2015 Increases Decreases changes 2016
Permanent bonds and other non current securities (HTM) 241,216 66,093 (72,085) - 235,224
Participating interests 51,913 - - (13,145) 38,768
Investments in Joint Ventures 32,928 - (5,128) 15,716 43,516
Permanent bonds and other non current securities (AFS) 8,079 185 - - 8,264
Other non-current financial assets 37,411 7,175 (10,632) 34 33,988
17. Inventory
Inventories are stated at the lower of purchase or manufacturing cost, determined on a weighted
average cost basis, and realisable value based on market trends, net of variable selling and
distribution costs. Manufacturing cost includes raw materials and all direct or indirect production-
related expenses. Financial expenses are excluded. Obsolete and slow-moving inventories are
written down to their utilisable or realisable value.
Inventory is comprised of raw materials, semi-finished and finished products, including work in
progress and payments on account. Inventory by category as of August 31 is detailed as follows:
2017 2016
2,163,416 2,040,445
The changes in the provision for inventory obsolescence are detailed as follows:
2017 2016
The fair value of loans and receivables is considered equal to the carrying amount because all
financial instruments of this kind have a maturity generally less than one year.
Receivables included in current assets, which comprise trade, other commercial and other current
receivables are initially recognised at fair value of the consideration to be received, which usually
2017 2016
1,108,358 1,170,741
Other commercial debtors include disputed debtors, invoices to be issued and advances to suppliers
related to services.
The following table represents the ageing of trade and other commercial receivables at August 31:
2017 2016
Other Other
Trade Commercial Trade Commercial
Receivables Debtors Total Receivables Debtors Total
Overdue:
- less than 3 months 83,270 162 83,432 55,563 9 55,572
- between 3 months and 6 months 7,458 25 7,483 16,778 - 16,778
- between 6 months and 1 year 3,965 56 4,021 10,399 15 10,414
- more than 1 year 10,666 11,848 22,514 11,968 12,220 24,188
Total Overdue 105,359 12,091 117,450 94,708 12,244 106,952
2017 2016
2017 2016
549,920 508,936
The following table presents the ageing of other current receivables at August 31:
2017 2016
Overdue:
- less than 3 months - 870 870 - 326 326
- between 3 months and 6 months - 62 62 - 86 86
- between 6 months and 1 year - 1,580 1,580 - 42 42
- more than 1 year - 403 403 - 90 90
Total Overdue - 2,915 2,915 - 544 544
2017 2016
2017 2016
Financial derivatives liabilities (Cash flow hedges) 48,890 16,000
Bonds and current securities are classified as Available for Sale (AFS) and are evaluated at their
market value. Accounting policies and measurements for financial assets available for sales can be
found in note 16. Non-current investments, securities and financial assets.
In addition, the Group enters into a variety of derivative financial instruments to manage its
exposure to foreign exchange rate risk. Derivatives are initially recognized at fair value at the date a
derivative contract is entered into and are subsequently re-measured to their fair value at each
balance sheet date. The resulting gain or loss is recognized in profit or loss immediately unless the
derivative is designated and effective as a hedging instrument, in which event the timing of the
recognition in profit or loss depends on the nature of the hedge relationship. The Group designates
certain derivatives as either hedges of the fair value of recognized assets or liabilities or firm
commitments (fair value hedges), hedges of highly probable forecast transactions or hedges of
foreign currency risk of firm commitments (cash flow hedges).
Hedge accounting
At the inception of the transaction, the Group documents the relationship between hedging
instruments and hedged items, as well as its risk management objectives and strategy for
undertaking various hedging transactions. The Group also documents its assessment, both at hedge
inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions
are highly effective in offsetting changes in fair values or cash flows of hedged items. In some cases,
the Group designates as hedging instrument a combination of derivatives and separates the intrinsic
value and the time value of an option, with only the intrinsic element designated as hedging
instrument.
are
system that has a specific valuation module including a database with observable market inputs
(risk-free yield curve, exchange rates, volatility curves, yield curve for different rating classes) which
are used for the most common valuation techniques. These market parameters are supplied on a
daily basis by specialized financial info-
to provide a reliable valuation of derivative deals, representing particular types of derivative
financial instruments, the Group uses the fair value communicated by counterparty bank in order
to measure the derivative deals on the Consolidated Financial Statements.
The main types of derivative financial instruments outstanding as at August 31, 2017 are the
following:
currency options (call/put) -
forex forwards -
futures on commodities;
options (call/put) on commodities futures, and
commodities forwards.
In case of trading derivatives, these are treated as financial assets at FVTPL, as described in note 16.
Non-current investments, securities and financial assets, or financial liabilities at FVTPL.
Regarding financial liabilities, they are classified as at FVTPL when the financial liability is either held
for trading or it is designated as at FVTPL. A financial liability is classified as held for trading if:
it has been incurred principally for the purpose of repurchasing in the near future; or
it is a part of an identified portfolio of financial instruments that the Group manages together
and has a recent actual pattern of short-term profit-taking; or
it is a derivative that is not designated and effective as a hedging instrument.
A financial liability other than a financial liability held for trading may be designated as at FVTPL
upon initial recognition if:
such designation eliminates or significantly reduces a measurement or recognition inconsistency
that would otherwise arise; or
the financial liability forms part of a group of financial assets or financial liabilities or both, which
is managed and its performance is evaluated on a fair value basis, in accordance with the Group's
documented risk management or investment strategy, and information about the grouping is
provided internally on that basis; or
it forms part of a contract containing one or more embedded derivatives, and IAS 39 permits the
entire combined contract (asset or liability) to be designated as at FVTPL.
Financial liabilities at FVTPL are stated at fair value, with any resultant gain or loss recognized in
profit or loss. For the year-end 2016/2017 the classification financial liabilities at FVTPL is not
applicable.
Share capital
At August 31, 2017, the Share Capital amounted to 138,000 Euro, unchanged from the previous
year, and is represented by 3,000,000 shares with a par value of 46 Euro each, divided into 12
non-cumulative five percent preference shares and 2,999,988 common shares.
Authorized capital
The authorized capital is set at 230,000 Euro, represented by 5,000,000 shares with a par value of
46 Euro each, composed of 1,000 non-cumulative five percent preference shares and 4,999,000
common shares.
Share premium
The share premium amount of 1,320,116 Euro was paid as a contribution in kind on the
incorporation of the Company in September 1997.
Legal reserve
Legal reserve amounts to 13,800 Euro, which represents the ten percent of the issued share capital
in accordance with Luxembourgish law. The legal reserve is not available for distribution.
Non-controlling Interests
The Group has not non-controlling interests as of August 31, 2017 as well as of August 31, 2016.
Certain Group employees receive leaving indemnities in accordance with the applicable laws of the
Provision for defined benefit plans 269,781 10,045 (49,555) 9,091 239,362
Personnel leaving indemnities 3,129 169 (1) (631) 2,666
Other personnel provisions 65,482 37,140 (25,041) (22,942) 54,639
Translation
Balance as of Decrease and Adjustments Balance as of
September 1, actuarial and other August 31,
2015 Increase (gains)/losses changes 2016
Provision for defined benefit plans 251,739 36,529 (8,536) (9,951) 269,781
Personnel leaving indemnities 1,948 1,400 (194) (25) 3,129
Other personnel provisions 60,409 37,731 (35,970) 3,312 65,482
The following table presents the ageing of Employee Benefit Plans accounts as at August 31:
2017 2016
296,667 338,392
The discount rate has been determined by reference to market yields on high quality corporate
bonds (AA rated bonds), with currency and term consistent with those of the liabilities.
Amounts recognized in profit or loss related to the defined benefit plans as of August 31 are detailed
as follows:
2017 2016
Changes in the present value of the net defined benefit obligations were as follows:
2017 2016
2017 2016
A sensitivity analysis on key valuation assumptions has been performed as of August 31, 2017 and
the impacts on the net DBO are as follows:
23. Provisions
Provisions for risks and charges are recognised when the Group has a present obligation, legal or
constructive, as a result of a past event, it is probable that an outflow of resource embodying
economic benefits will be required to settle the obligation, and a reliable estimate can be made of
the amount of the obligation.
On the other hand, no provision is made in the case of risks for which there is only a possibility that
a liability may arise. In this case, the risk is disclosed in the notes on commitments and risks without
making any provision. Provisions relating to corporate reorganizations are only set aside once they
have been approved and raised a valid expectation to the parties involved.
In the current year, ended as at August 31, 2017, Provisions for liabilities and charges are detailed
as follows:
Balance as of Translation Balance as of
September 1, Adjustments and August 31,
2016 Increase Decrease other changes 2017
Other provisions include unsettled claims as well as legal, tax and administrative proceedings, which
arise during the normal course of business.
The following table details the expected timing of the outflow of provisions at August 31, 2017:
2017 2016
Other financial liabilities, including borrowings, are initially measured at fair value, net of
transaction costs. They are subsequently measured at amortised cost using the effective interest
method, with interest expense recognized on an effective yield basis.
As clarification, the effective interest method is a method of calculating the amortised cost of a
financial liability (or group of financial liabilities) and of allocating the interest expense over the
relevant period. The effective interest rate is the rate that exactly discounts estimated future cash
payments through the expected life of the financial instrument or, when appropriate, a shorter
period to the net carrying amount of the financial liability.
According to IAS 23 Borrowing costs, an entity shall capitalise borrowing costs that are directly
attributable to the acquisition, construction or production of qualifying assets as part of the cost of
the assets, otherwise expensed when incurred. For the Ferrero Group, borrowing costs are not
directly attributable to the acquisition or construction of a qualifying asset or group of assets.
Therefore such costs are expensed in income statement when incurred.
30,011 31,610
1,179,801 1,047,972
Banks and financial liabilities are denominated mainly in Euro, bearing interest rates between
(0.01)% and 3.10% for year-end 2016-2017 (between 0.05% and 3.25% for year-end 2015-2016).
Non-current portions of banks and financial liabilities do not present a maturity exceeding 5 years
(maturity is between 1 and 5 years).
Balance as of Balance as of
September 1, Issue / August 31, Amount due Amount due
Maturity 2016 Re-measurement Decrease 2017 within 1 year after 1 year
Convertible Loan 06/07 31 Dec 2027 78,659 161,528 (64,120) 176,067 48,420 127,647
Subordinated Loan 08/09 31 Dec 2027 161,500 (6,000) 155,500 6,000 149,500
Subordinated Loan 11/12 31 Dec 2027 697,000 (12,000) 685,000 12,000 673,000
Subordinated Loan 12/13 31 Dec 2019 200,000 200,000 - 200,000
Subordinated Loan 13/14 31 Dec 2021 180,000 180,000 - 180,000
Subordinated Loan 14/15 31 Dec 2021 492,500 (7,500) 485,000 7,500 477,500
During 2012, the first conversion clause was not exercised and in the month of June 2017, the Board
of Directors of the Company deliberated (i) not to exercise also the second conversion clause, (ii) to
extend the loan maturity to December 31, 2027, (iii) to include a new conversion clause and (iv) to
re-align the interest rate to the market conditions starting from January 1, 2018. The new conversion
clause includes an option to convert all or part of the remaining outstanding loan and accrued
Company discretionary
request, any time between January 1 and June 30, 2022 or January 1 and June 30, 2027.
The valuation of the compound financial instrument composed by an equity instrument and a
liability (convertible subordinated debt) is determined, at the date of issuance, in the following
manner:
the fair value of the liability component is determined on the basis of the contractual stream of
cash flows (including both coupon payment and repayments) discounted at a market rate of
interest which represents the rate that would have been applied to an instrument of comparable
credit quality with substantially the same cash flows on the same terms, but without the
conversion options;
the fair value of the equity instrument is determined in a residual way by the difference between
the fair value of the compound instrument as a whole and the fair value of the liability
component. The equity instrument is and profit brought
.
The subsequent measurement of the liability is at amortised cost and the effective interest is
recognised in income statement, while the subsequent measurement of the equity component is
not subject to variation.
After deliberating not to exercise the second option and to introduce two new conversion periods
with the Board of Directors held in June 2017, the contractual stream of cash flows of the liability
has been re-measured until the beginning of the next conversion period (from January 1, 2022 to
June 30, 2022) for an amount of 161,528 Euro. The re-measurement has not been performed until
the maturity of the instrument, since the Company does not have an obligation to pay cash or other
financial asset in relation to the convertible subordinated debt after June 30, 2022. The Company
can avoid the payment of subsequent coupons and repayments by exercising the call option to
convert the instrument into ordinary shares.
At August 31, 2017, the total carrying amount of this liability amounted to 176,067 Euro
(78,659 Euro as of August 31, 2016), including 48,420 Euro due within one year (64,120 Euro in
previous year). During 2017, the liability increased by 97,408 Euro, during 2016 the liability
decreased by 62,509.
2017 2016
1,352,420 1,276,346
Total trade payables as of August 31, 2017 amounted to 1,352 million Euro (August 31, 2016:
1,276 million Euro), of which 573 million Euro (August 31, 2016: 564 million Euro) relate to other
commercial creditors, mainly comprised of invoices to be received for goods and services purchased.
The following table presents the ageing of trade payables accounts at August 31:
2017 2016
Other Other
Trade Trade
Commercial Total Commercial Total
Payables Payables
creditors creditors
Overdue:
- less than 3 months 32,989 - 32,989 23,686 - 23,686
- between 3 months and 6 months 5,306 - 5,306 2,627 - 2,627
- between 6 months and 1 year 2,505 - 2,505 1,500 - 1,500
- more than 1 year 1,707 - 1,707 566 - 566
Total Overdue 42,507 - 42,507 28,379 - 28,379
2017 2016
715,805 633,720
Tax, VAT and social security payables at August 31, 2017 amounted to 202 million Euro
(178 million Euro at August 31, 2016).
The following table presents the ageing of other current payables accounts at August 31:
2017 2016
Payables Payables
Tax, VAT and Tax, VAT and
towards towards
Social Social
personnel and Total personnel and Total
Securities Securities
Other Other
Payables Payables
payables payables
Transactions between the Group and other related parties, mainly Fondazione Piera, Pietro e
Giovanni Ferrero ONLUS, are not significant.
No guarantees have been given or received from related parties; no expense has been recognized
in the period for bad or doubtful debts in respect of the amounts owed by related parties.
2017 2016
An investment is qualified as cash and cash equivalents only when it has a maturity no longer than
three months starting from the date of acquisition.
For the purposes of the cash flow statement, cash and cash equivalents include cash on hand, in
banks and in post office accounts and investments in money market instruments.
Cash and cash equivalents at the end of current and previous financial year as shown in the cash
flow statement can be reconciled to the related items in the balance sheet as follows:
2017 2016
451,917 300,302
The effective interest rate on short-term bank deposits reflects the average interest rate of the
market, as well as the development of the currencies invested for the period of up to three months.
Purchase commitments
At August 31, 2017, purchase commitments related to the acquisition of tangible and intangible
fixed assets amounted to approximately 96,834 Euro (August 31, 2016: 18,791 Euro). The increase
is related mainly to the commitments for the construction of the new headquarters building in
Luxembourg.
Lease commitments
At August 31, 2017, the Group has operating lease commitments, mainly related to building rents,
for approximately 212,438 Euro (August 31, 2016: 142,440 Euro).
Thematurityofoperatingleasecommitmentswasasfollows:
2017 2016
Lessthan1year 73,321 38,716
Within1to5years 105,708 82,118
Morethan5years 33,409 21,606
212,438 142,440
Guarantees
Certainsubsidiariesissuedguaranteesforanamountof419,646Euro(August31,2016;334,836
Euro).
Othercommitments
Certainsubsidiariesenteredinothercommitments(mainly,lettersofcreditanddeposits)foran
amountequivalentto84,467Euro(August31,2016:138,425Euro).
30.Eventsafterthebalancesheetdate
InJanuary2018,itwasannouncedthattheGroupreachedanagreementpursuanttowhichitwill
acquire certain assets of U.S. confectionary business from Nestlé. This transaction is subject to
customaryclosingconditionsandregulatoryapprovals.
On February 5, 2018 date of approval of the Consolidated Financial Statements by the Board of
Directors,theGrouphadnofurthersubsequenteventsotherthanaboveorisawareofanyevents
orissuesthatwouldaffecttheconsolidatedaccounts.
31.ApprovalofConsolidatedFinancialStatements
The Consolidated Financial Statements were approved by the Board of Directors on February 5,
2018andwillbeauthorisedforissuanceonFebruary28,2018attheAnnualGeneralMeeting.
ConsolidatedFinancialStatementsasofAugust31,2017 Page62of69
Audit report
To the Shareholders of
Ferrero International S.A.
Our opinion
In our opinion, the accompanying consolidated financial statements give a true and fair view of the
consolidated financial position of Ferrero International S.A. (the “Company”) and its subsidiaries
(the “Group”) as at 31 August 2017, and of its consolidated financial performance and its consolidated
cash flows for the year then ended in accordance with International Financial Reporting Standards
(IFRSs) as adopted by the European Union.
We conducted our audit in accordance with the Law of 23 July 2016 on the audit profession (Law of
23 July 2016) and with International Standards on Auditing (ISAs) as adopted for Luxembourg by
the “Commission de Surveillance du Secteur Financier” (CSSF). Our responsibilities under those Law
and standards are further described in the “Responsibilities of the “Réviseur d’entreprises agréé” for the
audit of the consolidated financial statements” section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
We are independent of the Group in accordance with the International Ethics Standards Board for
Accountants’ Code of Ethics for Professional Accountants (IESBA Code) as adopted for Luxembourg by
the CSSF together with the ethical requirements that are relevant to our audit of the consolidated financial
statements. We have fulfilled our other ethical responsibilities under those ethical requirements.
PricewaterhouseCoopers, Société coopérative, 2 rue Gerhard Mercator, B.P. 1443, L-1014 Luxembourg
T : +352 494848 1, F : +352 494848 2900, www.pwc.lu
The Board of Directors is responsible for the other information. The other information comprises the
information included in the Directors’ report but does not include the consolidated financial statements
and our audit report thereon.
Our opinion on the consolidated financial statements does not cover the other information and we do
not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the
other information identified above and, in doing so, consider whether the other information is materially
inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or
otherwise appears to be materially misstated. If, based on the work we have performed, we conclude
that there is a material misstatement of this other information, we are required to report that fact. We
have nothing to report in this regard.
Responsibilities of the Board of Directors and those charged with governance for the consolidated
financial statements
The Board of Directors is responsible for the preparation and fair presentation of the consolidated
financial statements in accordance with IFRSs as adopted by the European Union, and for such internal
control as the Board of Directors determines is necessary to enable the preparation of consolidated
financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the Board of Directors is responsible for assessing
the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the Board of Directors either intends to
liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Group’s financial reporting process.
Responsibilities of the “Réviseur d’entreprises agréé” for the audit of the consolidated financial
statements
The objectives of our audit are to obtain reasonable assurance about whether the consolidated financial
statements as a whole are free from material misstatement, whether due to fraud or error, and to issue
an audit report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with the Law of 23 July 2016 and with ISAs as adopted
for Luxembourg by the CSSF will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of these
consolidated financial statements.
As part of an audit in accordance with the Law of 23 July 2016 and with ISAs as adopted for Luxembourg
by the CSSF, we exercise professional judgment and maintain professional scepticism throughout the audit.
64
Annex I
(*) During year 2016/2017 Energhe Lux S.A. merged into Ferrero Trading Lux. S.A.
Country Registered % of
Office ownership
Indirect Investments:
Joint Ventures:
Stelliferi & Itavex Srl (***) Italy Caprarola 49.90%
Average exchange rates Average exchange rates Final exchange rates Final exchange rates
Currency
as of August 31, 2017 as of August 31, 2016 as of August 31, 2017 as of August 31, 2016