Net financial position

The consolidated net financial position of the Holdings System at December 31, 2011 shows a negative balance of €325.8 million and a negative change of €368.4 million compared to the balance at the end of 2010 (+€42.6 million). The balance is composed as follows:

12/31/2011 12/31/2010
€ million Current Non
Total Current  
Financial assets 485.6 115.3 600.9 724.8 191.7 916.5
0.0 0.0 0.0 30.6 (a) 0.0 30.6
Cash and cash equivalents 215.4 0.0 215.4 361.5 0.0 361.5
701.0 115.3 816.3 1,116.9 191.7 1,308.6
EXOR bonds
(0.7) (99.5) (100.2) 0.0 0.0 0.0
EXOR bonds
(22.4) (746.3) (768.7) (22.4) (745.7) (768.1)
EXOR bonds
0.0 0.0 0.0 (200.1) 0.0 (200.1)
payables to
(48.3) 0.0 (48.3) (7.5) 0.0 (7.5)
Bank debt
and other
(24.9) (200.0) (224.9) (240.3) (50.0) (290.3)
(96.3) (1,045.8) (1,142.1) (470.3) (795.7) (b) (1,266.0)
net financial
of the
604.7 (930.5) (325.8) 646.6 (604.0) 42.6
(a) Included the receivable from C&W Group for the amount drawn down on the credit facility granted by EXOR S.p.A. (b) Does not include the negative fair value of €51.4 million on the embedded derivative relating to Perfect Vision convertible bonds.

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Current financial assets include equity securities and bonds issued by leading issuers, both of which are listed on active regulated markets, and collective investment instruments. Such financial securities, if held for trading, are measured at fair value on the basis of the trading price at year end, translated, if appropriate, at the year-end exchange rates, with recognition of the fair value in profit or loss; if held-to-maturity, they are measured at amortized cost. Derivative financial instruments are also used for the management of current financial assets.

Non-current financial assets include bonds issued by leading counterparties and listed on active regulated markets which the Group intends, and is able, to hold until their natural repayment date as an investment for a part of its available cash so that it can receive a constant attractive flow of financial income. Such designation was made in accordance with IAS 39, paragraph 9.

Such financial instruments are free of whatsoever restriction and, therefore, can be monetized whenever the Group should so decide. Their classification as non-current in the financial position has been adopted only in view of the fact that their natural maturity date is 12 months beyond the closing date of the financial statements. There are no trading restrictions and their degree of liquidity or the degree to which they can be converted into cash is considered high.

Cash and cash equivalents include demand deposits or short-term deposits, and readily negotiable money market instruments and bonds. Investments are spread over an appropriate number of counterparties since the primary objective is having investments which can readily be converted into cash. The counterparties are chosen according to their creditworthiness and reliability.

EXOR bonds 2011-2031 were issued at the beginning of May 2011 for Japanese yen 10 billion and at the same time hedged in Euro, for a total equivalent amount of approximately €83 million, in order to eliminate the exchange risk. The bonds pay a 2.80% coupon in Japanese yen. The exchange risk is hedged by a cross currency swap which pays EXOR in Japanese yen both interest and, at maturity, principal. The cost in Euro is thus equal to 6.012% per year.

Financial payables to associates of €48.3 million refer to the payable to Almacantar S.A. for the share of share capital subscribed but not yet paid.

The negative change of €368.4 million is due to the following flows:

€ million 
Net financial position of the Holdings System at December 31, 2010
Dividends from investment holdings
- SGS S.A. 59.4  
- Fiat S.p.A. 40.3  
- -Sequana S.A. 5.6  
- Gruppo Banca Leonardo S.p.A. 19.1  
- The New Economist 2.1  
- Intesa Sanpaolo S.p.A. 0.8  
- BTG Pactual 0.7  
- Emittenti Titoli S.p.A. 0.1  
Reimbursements of reserves from investment holdings 
- Alpitour S.p.A. 10.0  
- NoCo A L.P. 2.6  
EXOR S.p.A. buybacks of treasury stock 
- 2,619,500 ordinary shares (1.63% of the class) (42.3)  
- 1,450,900 preferred shares (1.89% of the class) (22.8)  
- 244,010 savings shares (2.66% of the class) (3.6)  
- Almacantar S.A. (purchase of 71,549 shares and subscription of 91,194,000 shares) (103.9) (a)
- Juventus Football Club S.p.A. (payment against future capital increase) (72.0)  
- Fiat Industrial S.p.A. (15.22% of savings capital) (54.2)  
- Fiat S.p.A. (11.16% of savings capital and 0.03% of ordinary capital) (31.1)  
- Gruppo Banca Leonardo S.p.A. (2.90% of share capital) (18.0)  
- NoCo B L.P. and Perella Weinberg Real Estate I (17.1)  
- BDT Capital Partners Fund I L.P. (2.6)  
- Building in Corso Matteotti 26 18.2  
- Intesa Sanpaolo S.p.A. (remaining stake), net of increase for subscription of capital increase 12.5  

Dividends paid by EXOR S.p.A. 
Other changes 
- Net general expenses (excluding the figurative cost of EXOR stock option plan) (24.7)  
- Non-recurring other income (expenses) and general expenses (9.6)  
- Indirect taxes and duties (2.1)  
- Net financial expenses (b) (23.3)  
- Income taxes paid (9.2)  
- Payment of Alpitour stock options (21.1)  
- Other net changes (6.3)(c)
Net change during the year
Consolidated net financial position of the Holdings System at December 31, 2011
(a)Of which €59.2 million is already paid in. (b)Includes interest income and other financial income (+€128.6 million), interest expenses and other financial expenses (-€125.7 million), fair value adjustments of current and non-current financial assets (-€38.7 million) net of negative fair value adjustments of Vision convertible bonds (+€15.2 million) and other income on non-current financial assets (-€2.7 million) therefore, not included in the balance of the net financial position. (c) Principally refers to the parent EXOR and includes the measurement of interest rate swaps on loans for -€23.7 million and the change in non-financial receivables and payables for +€13.2 million.

At December 31, 2011, EXOR S.p.A. has irrevocable credit lines for €690 million, of which €420 million is due after December 31, 2012, as well as revocable credit lines for approximately €615 million.

On November 23, 2011, Standard & Poor’s affirmed EXOR’s long-term and short-term debt ratings (respectively “BBB+” and “A-2”) and raised the outlook from “negative” to “stable”.

Commercial Register No.64236277 Note legali | Credits