185000000 IT Holding Finance SA

More documents

Recommendations

Info

IT HOLDING S.p.A. Notes to the consolidated financial statements for the year ended December 31, 2002 A1/P-1 rating. The securities issued were acquired by specialized institutional investors. The seven originators have maintained their relationships with debtors as is, since they were appointed securitization servicers and are therefore responsible for collecting and recovering the factored receivables. The aim of the transaction is to make a source of financing available at a competitive cost, taking the middleman out of the financing and drawing on international financial markets to sustain the Group’s growth in turnover over the medium term. The securitization described above also has the following effects: • test the efficiency of internal administrative procedures; • provide an accurate and quantitative basis for managing current assets. At the same time, the following agreements in place between IT HOLDING S.p.A. and the Milan branch of Crédit Lyonnais S.A. were terminated in advance: • the servicing agreement signed on December 20, 2002, for the administration and management—including the collection of receivables and management of bad debts—of receivables factored without recourse to the bank by the subsidiaries ITTIERRE S.p.A. ALLISON S.p.A., M.A.C.—Manifatture Associate Cashmere S.p.A., and ITF S.p.A. • the joint venture agreement signed on December 20, 2002 with the Milano branch of Credit Lyonnais S.A. through which the active partner (Credit Lyonnais S.A.) offered the silent partner (IT HOLDING S.p.A.) a share in the profits on the purchase, management and collection of receivables, as described above in relation to the servicing project. Under this agreement, IT HOLDING S.p.A. made an initial contribution commensurate with the receivables factored by the subsidiaries ITTIERRE S.p.A., ALLISON S.p.A., M.A.C.—Manifatture Associate Cashmere S.p.A., and ITF S.p.A.. The termination of these agreements led to the collection of the amount of the contribution. • In July, the shareholders of M.A.C.—Manifatture Associate Cashmere S.p.A. held an extraordinary meeting during which they resolved to relocate the company’s registered office to Pettoranello di Molise (IS). • Also in July, ITTIERRE ACCESSORIES S.p.A. increased its share capital to Euro 1,000,000 and, at the same time, Mr. Sergio Lin, an expert player in the industry, entered the company’s shareholding structure with an investment of 10%. He was also appointed CEO of the company. September 2003 • On September 30, 2003 Standard & Poor’s rated IT HOLDING S.p.A. “B+/Stable”. This is a way of measuring the company’s credit worthiness on the basis of its economic and financial performance in the last five years and its medium-term business plans and in terms of management’s ability to achieve them. IT HOLDING S.p.A. requested the rating from Standard & Poor’s and subsequently published it to demonstrate its transparency with financial markets in general and the corporate bond market in particular. The “Ferré Finance 7% 05/05” bond issued by a subsidiary of IT HOLDING S.p.A. in May 2002 to finance the acquisition of the Ferré Group was being traded at very low levels, which did not correspond to the credit worthiness of a company with a “B” rating. This was due to the attitude of financial operators, in a climate of uncertainty and wariness following the default of Cirio. The “Ferré Finance 7% 05/05” bond recovered considerably after the publication of the rating, as is shown below: F- 109
IT HOLDING S.p.A. Notes to the consolidated financial statements for the year ended December 31, 2002 In February 2004, Standard and Poor’s confirmed the Group’s rating, but changed its forecasts from stable to negative. This change does not reflect the Group’s performance or financial position, but is due to the higher degree of selectivity of the credit market with regard to Italian companies following the default of the Parmalat Group. • During 2003 the Group completed a strategic refocusing on business areas in which it is capable of keeping on going leadership positions on international markets. This strategic refocusing has led to the decision to group together apparel and accessories division resources, using as leverage owned and licensed brands with satisfactory profitability and the capacity to develop high current or potential business volumes. In line with the new project, the Group made significant progress in this direction in 2003 and during the first few months of 2004. In particular, with regard to strategic business, the project entailed the following: • the internalization of the Gianfranco Ferré Studio, Gianfranco Ferré Forma, and GFF collections, with their new labels, Gianfranco Ferré (white label), Gianfranco Ferré (red label), and GF Ferré; • the launch of the new GF Ferré collection, replacing Gianfranco Ferré Jeans and GFF; • the renovation of the Gianfranco Ferré boutiques in Milan, Capri, Porto Cervo, New York City, and Cannes, based on the new store concept; • the opening of new Gianfranco Ferré boutiques in Paris and, in early 2004, in Munich; • the opening of two franchised GF Ferré boutiques in Las Vegas and Rome; • obtaining the license to develop the young collections of the Costume National fashion house. With regard to non-strategic business, the following measures were taken: F- 110
Page 1 and 2:
CONFIDENTIAL Rule 144A Global Note
Page 3 and 4:
Definitions In this annual report:
Page 5 and 6:
• risks related to our principal
Page 7 and 8:
Our Strategic Refocusing Program Du
Page 9 and 10:
manufacturing of our products to th
Page 11 and 12:
income tax on a consolidated basis
Page 13 and 14:
(3) Net working capital is defined
Page 15 and 16:
We must anticipate trends and respo
Page 17 and 18:
We are subject to significant restr
Page 19 and 20:
event of a foreclosure on the secur
Page 21 and 22:
• avoid or invalidate all or a po
Page 23 and 24:
a maximum of two years); (ii) a pro
Page 25 and 26:
• pursuant to article 445 of the
Page 27 and 28:
Our Company DESCRIPTION OF BUSINESS
Page 29 and 30:
Versus is a medium-priced fashion b
Page 31 and 32:
in print (fashion magazines and new
Page 33 and 34:
We maintain a close working relatio
Page 35 and 36:
Licensor and Brands Gianni Versace
Page 37 and 38:
Legal proceedings Ordinary Course L
Page 39 and 40:
OPERATING AND FINANCIAL REVIEW AND
Page 41 and 42:
each year, when payments to our sup
Page 43 and 44:
Income taxes In 2004, we incurred a
Page 45 and 46:
Facilities and bank overdraft facil
Page 47 and 48:
• €150.0 million principal amou
Page 49 and 50:
Contractual obligations The followi
Page 51 and 52:
An impairment loss in respect of go
Page 53 and 54:
Salvatore Vicari has been a directo
Page 55 and 56:
PRINCIPAL SHAREHOLDERS The table be
Page 57 and 58:
invoiced to us by Pavia e Ansaldo -
Page 59 and 60:
The Board of Directors IT Holding S
Page 61 and 62:
REPORT OF THE AUDITORS The Board of
Page 63 and 64:
IT HOLDING S.p.A. CONSOLIDATED BALA
Page 65 and 66:
Acquisition of Subsidiary During 20
Page 67 and 68:
IT HOLDING S.P.A. NOTES TO THE CONS
Page 69 and 70:
IT HOLDING S.p.A. Notes to the cons
Page 71 and 72:
Page 73 and 74:
Page 75 and 76:
Page 77 and 78:
Page 79 and 80:
Page 81 and 82:
Page 83 and 84:
Page 85 and 86:
Page 87 and 88:
Page 89 and 90:
Page 91 and 92:
Page 93 and 94:
Page 95 and 96:
Page 97 and 98:
Page 99 and 100:
Page 101 and 102:
Page 103 and 104:
Page 105 and 106:
Page 107 and 108:
Page 109 and 110:
Page 111 and 112:
Page 113 and 114:
Page 115 and 116: IT HOLDING S.p.A. Notes to the cons
Page 165: IT HOLDING S.p.A. Notes to the cons
show all

185000000 IT Holding Finance SA

You also want an ePaper? Increase the reach of your titles

Delete template?

Save as template?