Interim Financial Report 30 JUNE 2020
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(Translation from the Italian original which remains the definitive version) Interim Financial Report 30 JUNE 2020 (Translation from the Italian original which remains the definitive version) Romania ● Railway Line Frontieră-Curtici-Simeria section (Lot 2A, Arad-Barzava-Ilteu section) i (Translation from the Italian original which remains the definitive version) General Index Interim Financial Report ______________________________________________________ 1 Condensed interim consolidated financial statements and notes thereto _______________ 79 Management Certification ___________________________________________________ 145 ii (Translation from the Italian original which remains the definitive version) Italy ● Line C of the Rome Metro, Piazza Venezia station 1 (Translation from the Italian original which remains the definitive version) Interim Financial Report 1 (Translation from the Italian original which remains the definitive version) Poland ● Lodz–Fabryczna Railway Station 2 (Translation from the Italian original which remains the definitive version) Contents Company bodies __________________________________________________________________ 4 Highlights _______________________________________________________________________ 7 Group profile _____________________________________________________________________ 8 Key events of the period ___________________________________________________________ 12 Covid–19 _______________________________________________________________________ 13 Composition with creditors on a going concern basis procedure as per article 186–bis of the Bankruptcy Law _________________________________________________________________ 17 Performance ____________________________________________________________________ 24 Disclosure required by article 114 of Legislative decree no. 58/98 (the Consolidated Finance Act) _ 32 Order backlog ___________________________________________________________________ 33 Construction ____________________________________________________________________ 36 Operation and Maintenance ________________________________________________________ 50 Concessions ___________________________________________________________________ 52 Risk management ________________________________________________________________ 55 Main risks and uncertainties ________________________________________________________ 58 Alternative performance indicators ___________________________________________________ 73 Events after the reporting period ____________________________________________________ 75 Outlook ________________________________________________________________________ 77 Other information ________________________________________________________________ 78 3 (Translation from the Italian original which remains the definitive version) Company bodies Board of directors1 Paolo Astaldi,2 Chairman Alessandro De Rosa3, Deputy chairman Filippo Stinellis4, Chief executive officer Andrea Gemma5, Director Flavia Insom5, Director Maria Raffaella Leone5, Director Nicoletta Mincato5, Director Teresa Naddeo5, Director Michele Valensise, Director Chief restructuring officer Paolo Amato6, Chief restructuring officer ___________________________ 1 Appointed by the shareholders in their ordinary meeting of 31 July 2020, in office until their meeting held to approve the 2022 financial statements. 2 Confirmed as chairman by the board of directors on 31 July 2020. Executive director. 3 Appointed as deputy chairman by the board of directors on 31 July 2020. 4 Confirmed as chief executive officer by the board of directors on 31 July 2020. Executive director. 5 Independent as per article 148 of the Consolidated Finance Act and article 3 of the Code of Conduct. 6 Appointed as chief restructuring office (CRO) by the board of directors on 31 May 2019 to supervise the general implementation of the composition with creditors plan (the “plan”), also to comply with the terms of the binding offer presented by Webuild S.p.A. (“WeBuild”). As of that date, the CRO has attended all the meetings of the board of directors and board committees. The board of directors continues to have independent decision-making powers in compliance with the applicable laws and regulations, as well as the composition with creditors plan and proposal. More information about the composition with creditors plan and proposal as well as Webuild’s binding offer, and in general about Astaldi’s composition with creditors procedure, is provided in the 2019 Annual Report available in the Investor Relations - Financial Reports section of the parent’s website www.astaldi.com. 4 (Translation from the Italian original which remains the definitive version) Control and risks committee7 Nicoletta Mincato, Chairwoman Alessandro De Rosa Teresa Naddeo Appointments and remuneration committee Teresa Naddeo, Chairwoman Nicoletta Mincato Alessandro De Rosa Related parties committee Andrea Gemma, Chairman Maria Raffaella Leone Flavia Insom Board of statutory auditors8 Giovanni Fiori, Chairman Anna Rosa Adiutori, Standing statutory auditor Lelio Fornabaio, Standing statutory auditor Giulia De Martino, Alternate statutory auditor Francesco Follina, Alternate statutory auditor Gregorio Antonio Greco, Alternate statutory auditor Independent auditors The parent has engaged KPMG S.p.A. on a voluntary basis to review the condensed interim consolidated financial statements at 30 June 2020. The engagement for the statutory audit of the parent’s separate and consolidated financial statements for the years ending 31 December 2020 to 2028 (included) and the consolidated non-financial statement and separate ___________________________ 7 Appointed by the board of directors on 31 July 2020. 8 Appointed by the shareholders in their ordinary meeting of 27 April 2018, in office until the meeting held to approve the 2020 financial statements. 5 (Translation from the Italian original which remains the definitive version) unit (as defined later) has been assigned to PricewaterhouseCoopers S.p.A. by the shareholders in their meeting of 31 July 2020. General management Paolo Citterio9, general manager - administration and finance and manager in charge of financial reporting Cesare Bernardini, general manager of Europe, Asia and Africa and Brenner (Italy) Francesco Maria Rotundi, general manager of Italy, the Americas, Algeria, Morocco and Tunisia Filippo Stinellis10, general manager of Turkey Proxy for the separate unit Claudio Sforza11, proxy for the management and winding up of the separate unit ___________________________ 9 Confirmed as manager in charge of financial reporting as well as general manager by the board of directors on 31 July 2020. 10 Appointed as general manager of Turkey by the board of directors on 27 July 2020. 11 In accordance with the terms of the composition with creditors proposal, on 24 May 2020, the parent’s board of directors gave Claudio Sforza a special mandate to manage and wind up the separate unit on behalf of the unsecured creditors holding participating financial instruments (as defined later). The mandate is effective from the date of publication of the authorisation of Astaldi’s composition with creditors procedure (17 July 2020). More information about this is provided later in this report. 6 (Translation from the Italian original which remains the definitive version) Highlights Table 1 – Key statement of profit or loss figures Of which Of which core assets effects related scope to the (management view)* composition H1 with creditors 2020 procedure (management (C) = (A-B) Astaldi Group view)* (€m) (A) (B) Total revenue 656.8 7.9 648.9 Adjusted gross operating profit ** 78.6 54.4 24.2 % 12.0% 8.4% Gross operating profit 66.3 42.1 24.2 % 10.1% 6.5% Adjusted operating profit ** 17.0 15.7 1.3 % 2.6% 2.4% Operating profit 4.7 3.4 1.3 % 0.7% 0.5% * The figures in column B (“Of which effects related to the composition with creditors procedure - management view”), not reviewed by the independent auditor, show (i) the effects on profit or loss directly related to the assets and liabilities that will be transferred to the separate unit, (ii) the income and expense arising from the composition with creditors procedures commenced by certain group companies, as well as (iii) the fees of the group’s advisors, engaged to assist with the composition with creditors procedure, including court costs. The figures in column C (“Of which core assets scope - management view), also unreviewed, show the difference between the figures in column A and column B, as defined above. ** The adjusted gross operating profit and the adjusted operating profit for the first half of 2020 were calculated by excluding the composition with creditors procedure costs from the gross operating profit and operating profit, respectively. These costs amounted to €12.3 million for the first half of 2020. Table 2 – Key statements of financial position and cash flows figures (€m) 30/06/2020 31/12/2019 Net invested capital 794.2 729.2 Deficit (1,574.6) (1,540.1) Total net financial debt (2,368.7) (2,301.6) Note: Net financial debt and the deficit at 30 June 2020 do not reflect the effect of the discharging of the group’s debts, as the authorisation of the Astaldi composition with creditors procedure was published on 17 July 2020. 7 (Translation from the Italian original which remains the definitive version) Group profile The Astaldi Group (the “group”) is an international market player and one of the major general contractors in Italy. It has a large share of the European and global construction market. Listed