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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Bagir Group Ltd. | LSE:BAGR | London | Ordinary Share | IL0011317216 | ORD ILS0.04 (DI) |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.475 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMBAGR
RNS Number : 6035Q
Bagir Group Ltd
13 September 2017
The following replaces the announcement released on 13th Sep 2017 at 07.00 RNS Number 5654Q. In the 'Outlook' section, the expected trouser production date should read mid-2018, not mid-2019. All other information remains unchanged. The full amended text appears below.
13 September 2017
Bagir Group Ltd.
("Bagir" or the "Company")
Interim results
for the six months ended 30 June 2017
Bagir (AIM: BAGR), a designer, creator and provider of innovative tailoring, is pleased to announce its results for the six months ended 30 June 2017.
H1 Highlights
-- Revenues of $28.1m for the first half of 2017, in line with revised expectations (H1 2016 $33.5m).
-- EBITDA* and Adjusted EBITDA of $1.9m and $0.8m respectively in the first half of 2017, compared with EBITDA of $0.8m in H1 2016
-- Operating income of $1.0m for the first half of 2017 ($(0.1)m excluding the one-off capital gain, net of other expenses) compared with $0.0m in H1 2016
-- Cash and cash equivalents at 30 June 2017 of $7.0m ($8.6 and $4.0m at 31 December 2016 and 30 June 2016, respectively). The reduction in cash is mainly attributable to the acquisition in Ethiopia
-- Completed the strategic acquisition of the remaining 50% shareholding in Nazareth Garments, Ethiopia. This competitive edge site combines tariff free trade and low production costs with good connectivity for onward distribution
-- New product development has been an area of strength with six new concepts released in April including: The Transit Suit; City Traveller; Pack Away; Shaper Pants; 0.755 Suit; and the Heater Body Suit. Initial orders have already been taken for some of these lines from new and existing customers
* 'EBITDA' is a non-IFRS measure that the Company uses to measure its performance. It is defined as Earnings Before Interest, Taxation, Depreciation and Amortisation and non-cash share based compensation. The Adjusted EBITDA figure excludes $1.1m one-off capital gain attributable to the acquisition in Ethiopia, net of other expenses. The capital gain calculation is subject to final measurement of asset valuation that is expected to be completed by the annual audited report, but the Company does not expect any material change to this figure.
Eran Itzhak, CEO of Bagir, said:
"These results show the Group's continued progress towards establishing a core manufacturing base in Ethiopia coupled with the sites in Vietnam and Egypt that enables the Company to compete effectively for business from the world's leading retailers. The acquisition of 100% ownership of our Ethiopian site was an important step towards achieving this aim.
We continue to deliver on our reputation as an innovative tailor, building upon our 50 year heritage servicing major high-profile retailers with April's release of six new concepts already securing orders from high-street brands in the UK and Europe. Sales levels have been slightly slower than forecast but the medium term prospects coupled with increased capacity in Ethiopia remain very exciting."
For further information, please contact:
Bagir Group Ltd. via Novella Communications Eran Itzhak, Chief Executive on: Officer +44 (0) 20 3151 7008 Udi Cohen, Chief Financial Officer Tessa Laws, Non-Executive Chairman N+1 Singer Alex Price +44 (0) 20 7496 3000 Novella Tim Robertson Toby Andrews +44 (0) 20 3151 7008
Chairman's statement
Introduction
Following on from the significant progress made in 2016, during which the Company repaid the bank debt, reduced annual costs by c.30% and created a stable platform, the Company has continued to implement its restructuring programme to create internationally competitive manufacturing bases to combine with the Company's innovative tailoring capabilities.
The Group generated revenues of $28.1m and EBITDA of $1.9m ($0.8m excluding one-off capital gain attributable to the acquisition in Ethiopia net of other expenses) compared with $0.8 in H1 2016.
Development of the new production lines at our facilities in Vietnam Hanoi and Ethiopia in order to support competitive solution orders has progressed, but is behind the original timetable, which impacted the Company's ability to secure these orders. Progress has been made on all fronts albeit slower than anticipated and the current level of our order book is in line with the board's expectations.
Bagir is a stable business and remains well placed. We remain confident of our strategic plan and our ability to substantially increase our customer base. Taking 100% control of our Ethiopian site at the end of June was a significant step forward in achieving this aim and creating a long-term competitive advantage for the Company.
Financial review
Revenue for the six months ended 30 June 2017 was $28.1m. The slight reduction in sales from the previous year was mainly in the UK market as a result of a reduction in order volumes driven by the Company's refusal to manufacture at non-profitable price levels. Nevertheless, the Company still managed to achieve important client wins during the period and secured orders from a number of well-known customers in France, South Africa and Australia.
The gross margin for the six months ended 30 June 2017 was 16.3%, compared with 17.8% for the first half of 2016. This decrease is primarily attributed to the reduction in revenues which in turn reduces our economies of scale and to the sales mix itself.
Selling and marketing expenses decreased to $2.6m in H1 2017 (H1 2016: $3.6m) and development costs decreased to $0.4m in H1 2017 (H1 2016: $1.0m), reflecting the lower operating costs following the recovery plan that the Company implemented during 2016. The Company is planning achieving further cost savings and a review is underway to identify opportunities to improve efficiencies across the business.
EBITDA for the first half of 2017 was in line with our revised expectations, with EBITDA of $1.9m ($0.8m excluding one-off capital gain attributable to the acquisition in Ethiopia net of other expenses) compared to $0.8 in H1 2016.
The operating income for the first half of 2017 amounted to $1.0m ($(0.1)m excluding the one-off capital gain, net of other expenses) compared with $0.0m in H1 2016.
Cash and cash equivalents at 30 June 2017 amounted to $7.0m (H1 2016 and 31 December 2016 $4.0m and $8.6m respectively) with the reduction in cash being mainly as a result of the investment in the acquisition of the remaining 50% shareholding in Ethiopia.
Operational review
The business is now focused on three core manufacturing geographies in Vietnam, Egypt and Ethiopia. A core part of our strategy being to streamline the Company's manufacturing base whilst also improving it. This has been achieved. The combination of the three bases provide strong competitive advantages as they enable us to benefit from duty free export status for sales to both the EU and US, highly competitive production costs and local governmental support for the textile industry.
In June 2017, the Company completed the strategic acquisition of the remaining 50% shareholding in Nazareth Garments, the joint venture owner of its manufacturing site in Nazareth, Ethiopia, for a total consideration of US$1.9 million. Our Ethiopian site is a key asset for the business as it has the potential to be a significant catalyst for future growth. Ethiopia offers tariff free trade and low production costs combined with good connectivity for onward distribution. Completing the acquisition took slightly longer than expected which had a knock-on effect on our operational plans, however, as 100% owners Bagir has full control over the company and the site is making good progress towards expanding its capacity.
In Vietnam, the readiness of production lines in Hanoi with a new subcontractor took longer than anticipated but progress is being made and this site too is expected to be able to provide a competitive solution for our UK, Europe and US markets.
Innovation and quality remains at the heart of all Company activity. Bagir is intensely proud of its track record created over the last 50 years of servicing leading western retailers. New product development has been an area of strength with the Company developing platforms to support made-to-measure and personalized garments. In April, six new concepts were released including: The Transit Suit; City Traveller; Pack Away; Shaper Pants; 0.755 Suit and the Heater Body Suit. Initial orders have already been taken for some of these lines from major high-street retailers in the UK and in Europe.
Outlook
Interest in Bagir's products and manufacturing capabilities from international retailers is high, in particular, in the potential output from our Ethiopia site. We are progressing this site and we remain confident of its ability to act as a catalyst for the Group to win high volume sales orders. We expect that by mid-2018 the site will be able to produce approximately 3,000 trousers per day. At this level and at the price point together with the tariff free advantages it can offer we believe that this will be one of the most attractive places in the world for manufacturing of tailored goods. It does take time to establish but we are following a clear plan and are confident of achieving our goals.
As we look towards the end of FY17 and beyond into FY18, we are seeing more requests for trial orders and have hosted site inspection visits from international retailers at our Ethiopian facility. This leads us to being confident in our ability to secure commercial orders from these retailers in the short-to-medium term.
Innovation remains core to Bagir's future strategy and we will be launching further new products aimed at not just cementing our product development reputation and relationships with existing international retailers but also at attracting new ones.
Over the last 18 months we have made significant cost reductions and, whilst this process is now largely complete, there remain one or two areas within which we hope to be able to make further savings in order to drive operational efficiencies. At the same time, we continue to look for synergistic acquisition targets or potential joint venture partners.
Our current order book for FY17 and FY18 is underpinned by long term clients and we are working on expanding upon this with our pipeline of good new business opportunities. We are on track to meet market forecasts although given that our financial year end falls in the middle of our peak manufacturing period, as is always the case a small percentage of orders may end up being manufactured in FY18.
Tessa Laws
Chairman
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
30 June 31 December ------------------------ ----------- Unaudited Audited ------------------------ ----------- 2017 2016 2016 ---------------- ------ ----------- U.S. dollars in thousands ------------------------------------- ASSETS CURRENT ASSETS: Cash and cash equivalents 7,050 3,979 8,624 Short-term deposit 132 475 81 Trade receivables 4,728 5,502 3,972 Other receivables 2,414 2,813 2,288 Inventories 5,219 5,130 5,337 ---------------- ------ ----------- 19,543 17,899 20,302 ---------------- ------ ----------- NON-CURRENT ASSETS: Investment in a joint venture - 1,875 1,580 Property, plant and equipment 8,560 673 668 Goodwill 5,689 5,689 5,689 Other intangible assets 3,149 4,545 3,873 Deferred taxes 360 328 340 ---------------- ------ ----------- 17,758 13,110 12,150 ---------------- ------ ----------- 37,301 31,009 32,452 ================ ====== ===========
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
30 June 31 December ------------------ ------------ Unaudited Audited ------------------ ------------ 2017 2016 2016 -------- -------- ------------ U.S. dollars in thousands -------------------------------- LIABILITIES AND EQUITY CURRENT LIABILITIES: Credit from banks, current maturities of long-term loans and other short-term credit 3,234 608 - Trade payables 4,832 3,950 3,848 Other payables 4,474 3,983 4,618 12,540 8,541 8,466 -------- -------- ------------ NON-CURRENT LIABILITIES: Loans from banks - 20,397 - Employee benefit liabilities 270 410 210 Payable for acquisition of subsidiary 2,382 2,790 2,594 Deferred taxes 1,379 - - -------- -------- ------------ 4,031 23,597 2,804 -------- -------- ------------ EQUITY: Share capital 3,284 576 3,284 Share premium 86,306 78,380 86,306 Capital reserve for share-based payment transactions 1,702 1,441 1,580 Capital reserve for transactions with shareholders 10,165 10,165 10,165 Adjustments arising from translation of foreign operations (8,895) (8,895) (8,895) Accumulated deficit (73,778) (84,742) (73,204) -------- -------- ------------ EQUITY ATRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY 18,784 (3,075) 19,236 Non-controlling interests 1,946 1,946 1,946 -------- -------- ------------ Total equity (deficiency) 20,730 (1,129) 21,182 -------- -------- ------------ 37,301 31,009 32,452 ======== ======== ============
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
12 September 2017 -------------------- ------------- ---------------- ----------------- Date of approval Tessa Rebecca Eran Itzhak Yehuda Cohen of the Laws financial statements Chairman of CEO and Director CFO, Deputy the Board CEO and Director
CONSOLIDATED STATEMENTS OF PROFIT OR LOSS AND
OTHER COMPREHENSIVE INCOME
Six months ended Year ended 30 June 31 December ------------------ ------------ Unaudited Audited ------------------ ------------ 2017 2016 2016 -------- -------- ------------ U.S. dollars in thousands -------------------------------- Revenues from sales 28,093 33,503 64,071 Cost of sales 23,516 27,543 53,541 -------- -------- ------------ Gross profit 4,577 5,960 10,530 Selling and marketing expenses 2,644 3,570 6,172 General and administrative expenses 1,688 1,449 3,050 Development costs 427 962 1,652 Other income (1,392) - - Other expenses 250 6 2 -------- -------- ------------ Operating income (loss) 960 (27) (346) Finance income - - 13,305 Finance expenses (1,054) (1,468) (2,676) Company's share of losses of a joint venture (184) (119) (414) Income (loss) before taxes on income (278) (1,614) 9,869 Tax benefit (expenses) (296) 24 32 -------- -------- ------------ Net income (loss) for the period (all attributable to the equity holders of the company) (574) (1,590) 9,901 -------- -------- ------------ Other comprehensive loss: Items not to be reclassified to profit or loss in subsequent periods: Remeasurment gain on defined benefit plans - - 47 -------- -------- ------------ Total other comprehensive income - - 47 -------- -------- ------------ Total comprehensive income (loss) (574) (1,590) 9,948 ======== ======== ============ Net income (loss) attributable to equity holders of the Company (574) (1,590) 9,901 ======== ======== ============ Total comprehensive income (loss) attributable to equity holders of the Company (574) (1,590) 9,948 ======== ======== ============
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
CONSOLIDATED STATEMENTS OF PROFIT OR LOSS AND
OTHER COMPREHENSIVE INCOME (Cont.)
Six months ended Year ended 30 June 31 December ------------------ ------------ Unaudited Audited ------------------ ------------ 2017 2016 2016 --------- ------- ------------ U.S. dollars in thousands (except share and per share data) -------------------------------- Earnings (loss) per share attributable to equity holders of the Company (in dollars) Basic and diluted Earnings (loss) per share (0.002) (0.03) 0.11 ========= ======= ============ Weighted average number of Ordinary shares for basic and diluted earnings (loss) per share (in thousands) 310,543 50,428 90,231 ========= ======= ============
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Attributable to equity holders of the Company ------------------------------------------------------------------------------ Capital Capital Adjustments reserve reserve arising for for from share-based transactions translation Share Share payment with of foreign Accumulated Non-controlling Total capital premium transactions shareholders operations deficit Total interests equity ------- ------- ------------ ------------ ----------- ----------- ------ --------------- ------ Unaudited ------------------------------------------------------------------------------------------------------- U.S. dollars in thousands ------------------------------------------------------------------------------------------------------- Balance at 1 January 2017 3,284 86,306 1,580 10,165 (8,895) (73,204) 19,236 1,946 21,182 ------- ------- ------------ ------------ ----------- ----------- ------ --------------- ------ Total loss and comprehensive loss - - - - - (574) (574) - (574) Cost of share-based payment - - 122 - - - 122 - 122 ------- ------- ------------ ------------ ----------- ----------- ------ --------------- ------ Balance at 30 June 2017 3,284 86,306 1,702 10,165 (8,895) (73,778) 18,784 1,946 20,730 ======= ======= ============ ============ =========== =========== ====== =============== ====== Attributable to equity holders of the Company ------------------------------------------------------------------------------- Capital Capital Adjustments reserve reserve arising for for from share-based transactions translation Total Share Share payment with of foreign Accumulated Non-controlling equity capital premium transactions shareholders operations deficit Total interests (deficiency) ------- ------- ------------ ------------ ----------- ----------- ------- --------------- ------------ Unaudited -------------------------------------------------------------------------------------------------------------- U.S. dollars in thousands -------------------------------------------------------------------------------------------------------------- Balance at 1 January 2016 576 78,342 1,438 10,165 (8,895) (83,152) (1,526) 1,946 420 ------- ------- ------------ ------------ ----------- ----------- ------- --------------- ------------ Total loss and comprehensive loss - - (1,590) (1,590) - (1,590) Exercise of options *) 38 (35) 3 3 Cost of share-based payment - - 38 - - - 38 - 38 ------- ------- ------------ ------------ ----------- ----------- ------- --------------- ------------ Balance at 30 June 2016 576 78,380 1,441 10,165 (8,895) (84,742) (3,075) 1,946 (1,129) ======= ======= ============ ============ =========== =========== ======= =============== ============
*) Less than $1 thousand.
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Attributable to equity holders of the Company ------------------------------------------------------------------------------- Capital Capital Adjustments reserve reserve arising for for from share-based transactions translation Share Share payment with of foreign Accumulated Non-controlling Total capital premium transactions shareholders operations deficit Total interests equity ------- ------- ------------ ------------ ----------- ----------- ------- --------------- ------ Audited -------------------------------------------------------------------------------------------------------- U.S. dollars in thousands -------------------------------------------------------------------------------------------------------- Balance at 1 January 2016 576 78,342 1,438 10,165 (8,895) (83,152) (1,526) 1,946 420 ------- ------- ------------ ------------ ----------- ----------- ------- --------------- ------ Profit for the year - - - - - 9,901 9,901 - 9,901 ------- ------- ------------ ------------ ----------- ----------- ------- --------------- ------ Other comprehensive income: Remeasurement gain on defined benefit plans - - - - - 47 47 - 47 ------- ------- ------------ ------------ ----------- ----------- ------- --------------- ------ Total comprehensive income - - - - - 9,948 9,948 - 9,948 Exercise of options *) 38 (35) 3 3 Cost of share-based payment - - 177 - - - 177 - 177 Issue of share capital (net of issue expenses of $0.56 million) 2,494 7,256 - - - - 9,750 - 9,750 Conversion of loans from Banks into shares 214 670 - - - - 884 - 884 Balance at 31 December 2016 3,284 86,306 1,580 10,165 (8,895) (73,204) 19,236 1,946 21,182 ======= ======= ============ ============ =========== =========== ======= =============== ======
*) Less than $1 thousands.
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Six months ended Year ended 30 June 31 December ------------------- ------------ Unaudited Audited ------------------- ------------ 2017 2016 2016 ------- ---------- ------------ U.S. dollars in thousands --------------------------------- Cash flows from operating activities: Profit (loss) (574) (1,590) 9,901 ------- ---------- ------------ Adjustments to reconcile loss to net cash provided by (used in) operating activities: Gain from remeasurement of previous investment in joint venture (1,223) - - Bargain purchase gain (95) - - Company's share of losses of a joint venture 184 119 414 Depreciation and amortization 855 851 1,738 Change in employee benefit liabilities 60 (29) (182) Cost of share-based payment 122 38 177 Loss from sale of property, plant and equipment - 19 20 Finance expenses, net 451 927*) 1,773*) Deferred taxes, net (20) (24) (36) Income tax expense, net 316 - 4 Gain on extinguishment of debt - - (13,305) 650 1,901 (9,397) ------- ---------- ------------ Changes in asset and liability items: Decrease (increase) in trade receivables (355) (1,074)*) 818*) Increase in other receivables (165) (759) (319) Decrease in inventories 162 3,196 2,989 Increase (decrease) in trade payables 792 (1,466) (1,568) Decrease in other payables (693) (1,104) (516) ------- ---------- ------------ (259) (1,207) 1,404 ------- ---------- ------------ Cash paid during the period for: (1,033) (1,968) Interest paid (590) *) *) Taxes paid (316) - - (1,033) (1,968) (906) *) *) ------- ---------- ------------ Net cash used in operating activities (1,089) (1,929) (60) ------- ---------- ------------
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
*) Reclassified.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Six months ended Year ended 30 June 31 December ------------------ ------------ Unaudited Audited ------------------ ------------ 2017 2016 2016 -------- -------- ------------ U.S. dollars in thousands -------------------------------- Cash flows from investing activities: Acquisition of initially consolidated subsidiary (a) (1,811) - - Investment in a joint venture (1,169) - - Purchase of property, plant and equipment (273) (207) (375) Additions to intangible assets - - (43) Purchase of short-term deposits, net (51) (11) (5) Release of pledged bank deposits - - 387 Net cash used in investing activities (3,304) (218) (36) -------- -------- ------------ Cash flows from financing activities: Issue of shares, net of expenses - - 9,750 Receipt of short-term credit from others 3,219 - - Exercise of options - 3 3 Payment of long-term liabilities from banks - (232) (6,988) Repayment to joint venture - (708) (708) Payment of liability for acquisition of subsidiary (400) (400) (800) Net cash provided by (used in) financing activities 2,819 (1,337) 1,257 -------- -------- ------------ Increase (decrease) in cash and cash equivalents (1,574) (3,484) 1,161 Cash and cash equivalents at the beginning of the period 8,624 7,463 7,463 -------- -------- ------------ Cash and cash equivalents at the end of the period 7,050 3,979 8,624 ======== ======== ============ a) Acquisition of initially consolidated subsidiary
The subsidiary's assets and liabilities at date of acquisition:
Working capital (excluding (1,893) - - cash and cash equivalents) Property, plant and equipment 7,750 - - Deferred taxes (1,379) - - Gain from remeasurement of (1,223) - - investment in company previously accounted for at equity Bargain purchase gain (95) - - Investment in company previously (1,349) - - accounted for at equity -------- 1,811 - - ======== b) Significant non-cash transactions: Waiver of receivable from partner in joint venture (see Note 3) 672 - - === === Issuance of shares upon extinguishment of loans from Banks into shares - -844 === ===
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
NOTE 1:- GENERAL a. Company description:
Bagir Group Ltd. ("the Company") is registered in Israel. The Company and its subsidiary ("the Group") specialize in the manufacturing and marketing of men's and women's tailored fashion. The Company's Headquarters are located in Kiryat Gat, Israel. The Group's products are manufactured by subsidiaries in Egypt and Ethiopia and subcontractors. The Group's products are marketed in U.S., Europe (mainly in the U.K.) and in other countries. As for operating segments, see Note 4.
b. The interim condensed consolidated financial statements for the six months ended 30 June 2017 were approved for issue in accordance with a resolution of the Board of Directors on 12 September 2017.
NOTE 2:- SIGNIFICANT ACCOUNTING POLICIES a. Basis of preparation of the interim consolidated financial statements:
The interim condensed consolidated financial statements for the six months ended 30 June 2017 have been prepared in accordance with IAS 34, Interim Financial Reporting, as adopted by the European Union. The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group's annual consolidated financial statements as at 31 December 2016.
The accounting policies applied in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group's consolidated annual financial statements for the year ended 31 December 2016.
b. Assessment of going concern:
The Board of Directors has considered the principal risks and uncertainties of the business, the trading forecasts prepared by management covering a twelve month period following the approval of the financial statements and the resources available to meet the Group's obligations for the aforementioned period. After taking all of the above factors into consideration, the Board of Directors has concluded that it is appropriate to apply the going concern basis of accounting in preparing the financial statements.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 3:- BUSINESS COMBINATION
The Company held 50% of the shares of Nazareth Garments ("NGSC") which, up to the acquisition of the remaining 50% and the beginning of consolidation, was treated as an investment in a joint venture.
In January 2017, the Company signed an agreement to acquire the remaining 50% of the joint venture. The acquisition was conditional on the fulfillment of certain procedural matters. In June 2017, the Company completed the acquisition for a total consideration of $2.6 million, $1.9 million in cash and $0.7 million for waiver of receivable from the partner in the joint venture.
As of 30 June 2017, the Company has recognized the fair value of the assets acquired and liabilities assumed in the business combination according to a provisional measurement. As of the date of the approval of the interim financial statements, a final valuation by an external valuation specialist of the identifiable assets acquired and liabilities assumed has not been completed. The identification and measurement of the acquired assets and liabilities may be adjusted within the measurement period (up to 12 months from the acquisition date).
The provisional fair values of the identifiable assets and liabilities of NGSC on the acquisition date:
U.S. dollars in thousands ----------------- Cash and cash equivalents 89 Trade receivables 45 Other receivables 22 Inventories 44 Property, plant and equipment, net 7,750 Trade and other payables (1,332) Deferred tax liability (1,379) ----------------- Total fair value of net identifiable assets 5,239 Gain from remeasurement to fair value of previous investment in the joint venture (1,223) Bargain purchase gain (95) Carrying amount of investment in the joint venture (1,349) Purchase price 2,572 =================
The deferred tax liability comprises the tax effect of the fair value adjustments of the identifiable assets and liabilities.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 3:- BUSINESS COMBINATIONS (Cont.)
Purchase consideration:
U.S. dollars in thousands ------------- Cash paid 1,900 Waiver of receivable due from the partner in the joint venture 672 Total consideration 2,572 =============
Acquisition costs that are directly attributable to the transaction of approximately $ 59 thousand were carried as an expense to other expenses, net.
Cash flow on the acquisition:
C U.S. dollars in thousands ------------- Cash and cash equivalents acquired 89 Cash paid (1,900) ------------- Net cash outflow (1,811) ============= NOTE 4:- OPERATING SEGMENTS a. General:
The Group's activity is the manufacturing and marketing of men's and women's tailored fashion (mainly men's).
The operating segments are identified on the basis of information that is reviewed by the chief operating decision maker ("CODM") to make decisions about resources to be allocated and assess its performance. The Group's products are primarily marketed to two geographical areas: U.S. and Europe and, accordingly, the Company has two geographical segments. The
Company's activities in Europe are concentrated primarily in the U.K.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATMENTS
NOTE 4:- OPERATING SEGMENTS (Cont.) b. Financial information on operating segments: Europe (mainly the U.S. U.K.) Other Total ------ -------- ----- ------- Unaudited -------------------------------- U.S. dollars in thousands Six months ended 30 June 2017 : Total revenues from external customers 21,839 5,638 616 28,093 Segment profit (loss) 1,255 (1,606) 173 (178) ====== ======== ===== ======= Unallocated income, net 954 Finance expenses, net (1,054) ------- Loss before income taxes (278) ======= Europe (mainly the U.S. U.K.) Other Total ------ -------- ----- ------- Unaudited -------------------------------- U.S. dollars in thousands Six months ended 30 June 2016 : Total revenues from external customers 22,095 10,119 1,289 33,503 Segment profit (loss) 1,578 (1,878) 273 (27) ====== ======== ===== ======= Unallocated expenses, net (119) Finance expenses, net (1,468) ------- Loss before income taxes (1,614) ======= Europe (mainly the U.S. U.K.) Other Total ------ -------- ----- ---------- Audited ----------------------------------- U.S. dollars in thousands ----------------------------------- Year ended 31 December 2016: Total revenues from external customers 45,064 17,000 2,007 64,071 ====== ======== ===== ========== Segment profit (loss) 1,998 (2,690) 346 (346) ====== ======== ===== ========== Unallocated expenses, net (414) Finance income, net 10,629 ---------- Income before income taxes 9,869 ==========
This information is provided by RNS
The company news service from the London Stock Exchange
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