Annual Report Moleskine 2012

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ANNUAL REPORT 2012 MOLESKINE S.p.A. Consolidated Statement of Financial Position as of December 31 2012

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Moleskin Annual report for the year 2012

Transcript of Annual Report Moleskine 2012

  • ANNUAL REPORT 2012

    MOLESKINE S.p.A.

    Consolidated Statement of Financial Position as of December 31 2012

  • PricewaterhouseCoopers SpA

    Sede legale e amministrativa: MilanoReg. Imp. Milano 12979880155 Iscritta al0712132311 - Bari 70124 Via Don Luigi Guanella 17 Tel. 080564021125123 Via Borgo Pietro Wuhrer 23 Tel. 03036975010552482811 - Genova 16121 Piazza Dante 7 Tel.Tel. 049873481 - Palermo 90141 Via Marchese Ugo 60Largo Fochetti 29 Tel. 06570251 - Torino31100 Viale Felissent 90 Tel. 0422696911043225789 - Verona 37135 Via Francia 21/C

    www.pwc.com/it

    AUDITORS REPORT IN ACCORDANCE WITH ARTICLE 14 OF LEGISLATIVE DECREEN 39 OF 27 JANUARY 2010

    To the shareholders ofMoleskine SpA

    1 We have audited the consolidated(Moleskine Group) as of 31 Decemberfinancial position, statement ofconsolidated equitdirectors of Moleskinecompliance with the International Financial Reporting Standards as adopted by the EuropeanUnion. Our responsibility is to express an opinion on these conbased on our audit.

    2 We conducted our audit in accordance with the auditing standards issued by the ItalianAccounting Profession (Consiglio Nazionale dei Dottori Commercialisti e degli EspertiContabili) and recommended byStock Exchange. Those standards require that we plan and perform the audit to obtain thenecessary assurance about whether the consolidatedmisstatement and, taken as a whole, are presented fairly. An audit includes examining, on atest basis, evidence supporting the amounts and disclosures in the financial statements. Anaudit also includes assessing the accounting principles used and significant estimatethe directors. We believe that our audit provides a reasonable basis for our opinion.

    For the opinion on the consolidatedfor comparative purposes as required by law, reference is madeSeptember 2012 on aggregated consolidated financial statements of Moleskine Group for theyears ended 31 December 20document for the public offering and admission to lisSpA, deposited with Consob on 11 January 2013 following the communication of the approvaldated 9 January 2013.

    3 In our opinion, the consolidatedDecember 2012 comply with the International Financial Reporting Standards as adopted bythe European Union; accordingly, they have been prepared clearly and give a true and fairview of the financial position, result of operations and cash flows of thethe year then ended.

    4 The directors of Moleskinecompliance with the applicable law

    PricewaterhouseCoopers SpA

    amministrativa: Milano 20149 Via Monte Rosa 91 Tel. 0277851 Fax 027785240 Cap. Soc. 3.754.400,00 Euro i.v., CReg. Imp. Milano 12979880155 Iscritta al n. 119644 del Registro dei Revisori Legali - Altri Uffici: Ancona

    Via Don Luigi Guanella 17 Tel. 0805640211 - Bologna Zola Predosa 40069 Via Tevere 18Tel. 0303697501 - Catania 95129 Corso Italia 302 Tel. 0957532311 -

    16121 Piazza Dante 7 Tel. 01029041 - Napoli 80121 Piazza dei Martiri 58 Tel. 0813618190141 Via Marchese Ugo 60 Tel. 091349737 - Parma 43100 Viale Tanara 20/A Tel.

    Torino 10122 Corso Palestro 10 Tel. 011556771 - Trento 38122 Via Grazioli 73Tel. 0422696911 - Trieste 34125 Via Cesare Battisti 18 Tel. 0403480781Via Francia 21/C Tel.0458263001

    AUDITORS REPORT IN ACCORDANCE WITH ARTICLE 14 OF LEGISLATIVE DECREE39 OF 27 JANUARY 2010

    We have audited the consolidated financial statements of MoleskineGroup) as of 31 December 2012 which comprise the statement of

    financial position, statement of consolidated comprehensive income, statement of changes inequity, statement of consolidated cash flows and related

    Moleskine SpA are responsible for the preparation of these financial statements inwith the International Financial Reporting Standards as adopted by the European

    Union. Our responsibility is to express an opinion on these consolidated financial statementsbased on our audit.

    We conducted our audit in accordance with the auditing standards issued by the ItalianAccounting Profession (Consiglio Nazionale dei Dottori Commercialisti e degli EspertiContabili) and recommended by Consob, the Italian Commission for listed Companies and theStock Exchange. Those standards require that we plan and perform the audit to obtain thenecessary assurance about whether the consolidated financial statements are free of material

    and, taken as a whole, are presented fairly. An audit includes examining, on atest basis, evidence supporting the amounts and disclosures in the financial statements. Anaudit also includes assessing the accounting principles used and significant estimatethe directors. We believe that our audit provides a reasonable basis for our opinion.

    For the opinion on the consolidated financial statements of the priorfor comparative purposes as required by law, reference is made to our reportSeptember 2012 on aggregated consolidated financial statements of Moleskine Group for theyears ended 31 December 2011, 2010 and 2009, prepared in connection with the registrationdocument for the public offering and admission to listing of the ordinary shares of

    , deposited with Consob on 11 January 2013 following the communication of the approval9 January 2013.

    In our opinion, the consolidated financial statements of the Moleskinecomply with the International Financial Reporting Standards as adopted by

    the European Union; accordingly, they have been prepared clearly and give a true and fairview of the financial position, result of operations and cash flows of the

    then ended.

    Moleskine SpA are responsible for the preparation of a report on operations incompliance with the applicable laws. Our responsibility is to express an opinion on the

    Tel. 0277851 Fax 027785240 Cap. Soc. 3.754.400,00 Euro i.v., C .F. e P.IVA eAncona 60131 Via Sandro Totti 1 Tel.

    Zola Predosa 40069 Via Tevere 18 Tel. 0516186211 - Brescia- Firenze 50121 Viale Gramsci 15 Tel.

    Tel. 08136181 - Padova 35138 Via Vicenza 443100 Viale Tanara 20/A Tel. 0521242848 - Roma 00154

    38122 Via Grazioli 73 Tel. 0461237004 - TrevisoTel. 0403480781 - Udine 33100 Via Poscolle 43 Tel.

    AUDITORS REPORT IN ACCORDANCE WITH ARTICLE 14 OF LEGISLATIVE DECREE

    Moleskine SpA and its subsidiarieswhich comprise the statement of consolidated

    comprehensive income, statement of changes inand related explanatory notes. The

    SpA are responsible for the preparation of these financial statements inwith the International Financial Reporting Standards as adopted by the European

    solidated financial statements

    We conducted our audit in accordance with the auditing standards issued by the ItalianAccounting Profession (Consiglio Nazionale dei Dottori Commercialisti e degli Esperti

    , the Italian Commission for listed Companies and theStock Exchange. Those standards require that we plan and perform the audit to obtain the

    financial statements are free of materialand, taken as a whole, are presented fairly. An audit includes examining, on a

    test basis, evidence supporting the amounts and disclosures in the financial statements. Anaudit also includes assessing the accounting principles used and significant estimates made bythe directors. We believe that our audit provides a reasonable basis for our opinion.

    financial statements of the prior year, which are presentedto our report dated 20

    September 2012 on aggregated consolidated financial statements of Moleskine Group for theprepared in connection with the registration

    ting of the ordinary shares of Moleskine, deposited with Consob on 11 January 2013 following the communication of the approval

    Moleskine Group as of 31comply with the International Financial Reporting Standards as adopted by

    the European Union; accordingly, they have been prepared clearly and give a true and fairview of the financial position, result of operations and cash flows of the Moleskine Group for

    SpA are responsible for the preparation of a report on operations inOur responsibility is to express an opinion on the

  • consistency of the report on operations with the financial statements, as required by law. Forthis purpose, we have performed the procedures required under Italian Auditing Standardn001 issued by Consiglio Nazionale dei Dottori Commercialisti e degli Esrecommended by Cconsolidated financial statements of

    Milan, 25 February 2013

    PricewaterhouseCoopers SpA

    Signed byGiorgio Greco(Partner)

    This report has been translated into the English language from the original, which was issued inItalian, solely for the convenience of international readers.

    consistency of the report on operations with the financial statements, as required by law. Forthis purpose, we have performed the procedures required under Italian Auditing Standard

    001 issued by Consiglio Nazionale dei Dottori Commercialisti e degli EsConsob. In our opinion, the report on operations is consistent with the

    financial statements of Moleskine Group as of 31 December 201

    PricewaterhouseCoopers SpA

    This report has been translated into the English language from the original, which was issued inItalian, solely for the convenience of international readers.

    2 di 2

    consistency of the report on operations with the financial statements, as required by law. Forthis purpose, we have performed the procedures required under Italian Auditing Standard

    001 issued by Consiglio Nazionale dei Dottori Commercialisti e degli Esperti Contabili and. In our opinion, the report on operations is consistent with the

    as of 31 December 2012.

    This report has been translated into the English language from the original, which was issued in

  • MANAGEMENT REPORT

    MOLESKINE GROUP

  • Moleskine Group

    Management report 2012 Pagina 1

    BBBBOARD OF OARD OF OARD OF OARD OF DDDDIRECTORS AND AUDITORIRECTORS AND AUDITORIRECTORS AND AUDITORIRECTORS AND AUDITORS AS OF S AS OF S AS OF S AS OF DDDDECEMBER ECEMBER ECEMBER ECEMBER 31,31,31,31, 2012201220122012

    BoarBoarBoarBoard of Directorsd of Directorsd of Directorsd of Directors1111 Carlo Bosello Chairman

    Arrigo Berni Chief Executive Officer

    Marco Ariello Director

    Francesco Franceschi Director

    Philippe Claude Sevin Director

    Giuseppe Zocco Director

    Board of Statutory AuditorsBoard of Statutory AuditorsBoard of Statutory AuditorsBoard of Statutory Auditors2222 Rocco Santoro Chairman

    Andrea Bolletta Statutory Auditors

    Leo De Rosa Statutory Auditors

    Annalisa Domizi Alternate Statutory Auditors

    Andrea Lo Presti Alternate Statutory Auditors

    Independent AuditorsIndependent AuditorsIndependent AuditorsIndependent Auditors PricewaterhouseCoopers SpA

    1The board of directors in office at the date of approval of these consolidated financial statements as of December 31,2012, appointed at the AGM of June 14, 2011, will resign from the date when the Companys shares start to be traded on the MTA. 2The board of statutory auditors in office at the date of approval of these consolidated financial statements as of December 31, 2012, appointed at the AGM of June14, 2011, will resign from the date when the Companys shares start to be traded on the MTA.

  • Moleskine Group

    Management report 2012 Pagina 2

    SSSSTRUCTURE OF THE TRUCTURE OF THE TRUCTURE OF THE TRUCTURE OF THE GGGGROUP AS OF ROUP AS OF ROUP AS OF ROUP AS OF DDDDECEMBER ECEMBER ECEMBER ECEMBER 31,31,31,31, 2012201220122012

    The Group includes, in addition to the holding company Moleskine S.p.A. (MoleskineMoleskineMoleskineMoleskine or the

    CompanyCompanyCompanyCompany), Moleskine America, Inc. (Moleskine AmericaMoleskine AmericaMoleskine AmericaMoleskine America), 100% wholly owned and located in

    New York, 210 Eleventh Avenue, Suite 1004 and, starting from the second half of 2011, Moleskine

    Asia Ltd (Moleskine AsiaMoleskine AsiaMoleskine AsiaMoleskine Asia), located in Hong Kong, Suite 3202A, 32/F, The Centrium, and 100%

    wholly owned by the Company. On July 24, 2012, a new company (Moleskine ShanghaiMoleskine ShanghaiMoleskine ShanghaiMoleskine Shanghai) was

    created, owned entirely by the Group through Moleskine Asia and located in Shanghai, 500

    Xiangyang Road South, Suite 1406 Xuhui District.

    The following chart shows the structure of the Group and Moleskines subsidiaries with the

    percentages held.

    Moleskine S.p.A.

    Moleskine America

    100%

    Moleskine Asia100%

    Moleskine Shanghai

    100%

  • Moleskine Group

    Management report 2012 Pagina 3

    IIIINTRODUCTIONNTRODUCTIONNTRODUCTIONNTRODUCTION

    With reference to the year ended December 31, 2012, the figures given in this report together with the associated remarks are meant to give an overview of Group's equity and financial and situation, the changes that occurred during the period in question, as well as any significant events that affected the results. OOOOPERATING CONDITIONS PERATING CONDITIONS PERATING CONDITIONS PERATING CONDITIONS AND BUSINESS DEVELOPAND BUSINESS DEVELOPAND BUSINESS DEVELOPAND BUSINESS DEVELOPMENTMENTMENTMENT

    The Group develops, markets and sells a family of products through the Moleskine brand that provide open platforms for creativity and communication, contributing to the expansion and dissemination of culture and knowledge and are closely connected to the digital world.

    The Group sells three lines of products and services:

    i) Paper products, such as notebooks, diaries, home office products and gifts (the "Paper Paper Paper Paper CollectionsCollectionsCollectionsCollections"),

    ii) The writing, travelling & reading collections (the "WTR CollectionsWTR CollectionsWTR CollectionsWTR Collections"), which include objects such as pens, pencils, bags, reading glasses, booklights which collections were launched mid2011, and

    iii) Digital services and products (DigitalDigitalDigitalDigital) such as templates downloadable from its website, applications for smartphones and tablets, a virtual marketplace and the new line Smart Notebook recently introduced (October 2012) and developed together with Evernote, as well as a printondemand service offered through a partnership with Milk Books.

    The Group distributes products, directly or indirectly, in approximately 90 countries:

    (i) indirectly through a network of 51 distributors (the "B2C channelB2C channelB2C channelB2C channel") that serves bookstores, department stores, specialty stores, stationery stores and museums ("RetailersRetailersRetailersRetailers"); and

    (ii) directly a) through its own distribution network, selling customized editions to business customers ("B2BB2BB2BB2B"), b) through its website ("eeeeCommerceCommerceCommerceCommerce"), and c) through its retail network composed of 10 directly operated stores, 4 in China and 6 in Italy.

    Activities carried out byActivities carried out byActivities carried out byActivities carried out by thethethethe Group to increase brand recognitionGroup to increase brand recognitionGroup to increase brand recognitionGroup to increase brand recognition In 2012, the Group attended the Fuori Salone event in Milan and the PPAI Expo 2012 (Promotional Products Association International) tradeshow, which was held in Los Angeles in January 2012, presenting several personalized products for the B2B channel. In the third quarter of 2012, the Group also organized events, workshops and temporary stores at the architects exhibitions for the biennial Beijing and Venice, participated with own stands at the digital exhibition held in Berlin (IFA) and continued to invest in sponsorships to increase brand visibility in social communications. The Company has registered a new logo and a new font with an increased graphic impact in terms of recognition, especially relating to the WTR collection, ensuring a

  • Moleskine Group

    Management report 2012 Pagina 4

    protection in all of the countries where the existing brand is present, with the aim of creating a flexible and replicable system which reinforces the products and uniqueness of our offering. The activities carried out by the Group to increase brand visibility during 2012 included projects implemented online by i) launching structured email marketing activities (newsletters) aimed at the databank of registered users, ii) developing a MyMoleskine website page where users can upload images and videos of their creations on Moleskine journals, iii) planning and implementing on the Web content (including videos) relating to new product launches, iv) strengthening the Groups presence on the main social networks (Facebook, Twitter, YouTube, Vimeo, Flickr, G+, Pinterest, Instagram) through the development of dedicated pages, and v) optimizing search engines linked to the Groups websites and strengthening the concept of closeness to the end user, published in 6 different languages.

    Expansion of the product lineExpansion of the product lineExpansion of the product lineExpansion of the product line The Group developed a process for the innovation and development of new products. This process is performed both internally within the Group and in cooperation with outside designers, based on recommendations from a product committee, comprising the top management of the Company. More specifically, the Group continually developed and expanded the product mix for its core business categories, the Paper Collections, as represented by the launch of the WTR Collections in 2011. New sales channels for product distributionNew sales channels for product distributionNew sales channels for product distributionNew sales channels for product distribution The launch of the WTR Collections resulted in a significant increase in sales through the department store and Retail channels. The Group has commenced pursuing a strategy of opening DOS (Directly Operated Stores) through which all categories of its products are directly distributed to consumers. As of December 31, 2012, 9 DOS had been opened, 5 in Italy (in the train stations of Milan, Rome, Turin and Naples and at Romes Fiumicino airport) and 4 in China (Xintiandi, Kerry Parkside, Raffles City Mall and Takashimaya Dept. Store).

    Operating activities in currencies different from the euroOperating activities in currencies different from the euroOperating activities in currencies different from the euroOperating activities in currencies different from the euro The Group performs a significant portion of its business in international markets, including through companies that use currencies different from the euro (Moleskine America, Moleskine Asia and Moleskine Shanghai). Consequently, revenues and expenses denominated in foreign currencies can be affected by fluctuations in exchange rates, which have an impact on sales margins. Likewise, trade payables and receivables denominated in currencies different from the euro can be affected by fluctuations in exchange rates, with an impact on the results of operations. The main exchange rates to which the Group is exposed are:

    USD, for sales and purchases in USD made on the American and Asian markets;

    GBP, for sales made in GBP in the United Kingdom.

  • Moleskine Group

    Management report 2012 Pagina 5

    In 2012, the U.S. dollar and the British pound strengthened by 7.7% and 6.6%, respectively, against the euro. The table below provides a breakdown of revenues by currency for the years ended December 31, 2012 and 2011:

    %%%% %%%%

    Euro 43.977 56,3% 43.366 64,5%

    USD 27.943 35,8% 20.422 30,4%

    GBP 3.603 4,6% 3.467 5,2%

    HKD 2.545 3,3% 0,0%

    CNY 68 0,1% 0,0%

    RevenuesRevenuesRevenuesRevenues 7 8 .13 67 8 .13 67 8 .13 67 8 .13 6 10 0 ,0 %10 0 ,0 %10 0 ,0 %10 0 ,0 % 6 7 .2 5 56 7 .2 5 56 7 .2 5 56 7 .2 5 5 10 0 ,0 %10 0 ,0 %10 0 ,0 %10 0 ,0 %

    2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,

    The following table shows the movement in revenues translated at the actual exchange rate for the period compared to a constant exchange rate.

    In thousands of Euro

    2 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 11 2 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 11

    %%%% %%%%

    USD 36,8% 26,3%

    GBP 3,9% 3,1%

    RevenuesRevenuesRevenuesRevenues 16 ,2 %16 ,2 %16 ,2 %16 ,2 % 13 ,1%13 ,1%13 ,1%13 ,1%

    constant exchang e rateconstant exchang e rateconstant exchang e rateconstant exchang e ratecur rent exchange ratecur rent exchange ratecur rent exchange ratecur rent exchange rate

    The table below provides a breakdown of costs by currency for the years ended December 31, 2012 and 2011: In thousands of Euro

    %%%% %%%%

    Euro 23.635 51,3% 22.060 57,9%

    USD 20.675 44,9% 15.758 41,3%

    GBP 88 0,2% 12 0,0%

    HKD 1.318 2,9% 295 0,8%

    Other currencies 335 0,7% 0,0%

    Costs for fini shed products , r aw mater i als and consumabl es , ser vi ce costs and personnel costsCosts for fini shed products , r aw mater i als and consumabl es , ser vi ce costs and personnel costsCosts for fini shed products , r aw mater i als and consumabl es , ser vi ce costs and personnel costsCosts for fini shed products , r aw mater i als and consumabl es , ser vi ce costs and personnel costs 46 .05 146 .05 146 .05 146 .05 1 10 0 ,0 %10 0 ,0 %10 0 ,0 %10 0 ,0 % 38 .12 438 .12 438 .12 438 .12 4 10 0 ,0 %10 0 ,0 %10 0 ,0 %10 0 ,0 %

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,

    20 1220 1220 1220 12 20 1120 1120 1120 11

    Purchases denominated in foreign currencies, which are mainly made by the Company, primarily relate to purchases in China. The Group does not adopt specific policies to hedge fluctuations in exchange rates other than adjusting price lists in foreign currencies. Instead, the Group has a policy which is aimed at matching purchases and sales in the same currency, thereby mitigating the risk of fluctuations in exchange rates (socalled natural hedging).

  • Moleskine Group

    Management report 2012 Pagina 6

    Seasonality of salesSeasonality of salesSeasonality of salesSeasonality of sales Sales in the market in which the Group operates are characterized by seasonality which therefore has an impact on our results of operations. In the B2C channel and specifically with regard to Diaries and Planners, sales are concentrated mainly in the second quarter and part of the third quarter of the year. On the other hand, most of the Groups sales in the B2B channel, eCommerce and Retail activities (DOS) are concentrated in the last quarter of each year, i.e., in the Christmas period. RESULTS OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31, 2012 AND 2011RESULTS OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31, 2012 AND 2011RESULTS OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31, 2012 AND 2011RESULTS OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31, 2012 AND 2011 The following table sets forth the Groups income statement for the years ended December 31, 2012 and 2011:

    In thousands of Euro and percentage of revenues

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues%%%%

    Revenues 78.136 100,0% 67.255 100,0% 10.881 16,2%

    Other income 203 0,3% 344 0,5% (141) (41,0%)

    Finished products, raw materials and consumables (17.996) (23,0%) (18.028) (26,8%) 32 (0,2%)

    Service costs (18.256) (23,4%) (12.589) (18,7%) (5.667) 45,0%

    Personnel costs (9.799) (12,5%) (7.507) (11,2%) (2.292) 30,5%

    Other operating expenses (916) (1,2%) (1.034) (1,5%) 118 (11,4%)

    Depreciation, amortization and impairments (953) (1,2%) (823) (1,2%) (130) 15,8%

    Operating profi tOperating profi tOperating profi tOperating profi t 3 0 .4 193 0 .4 193 0 .4 193 0 .4 19 3 8 ,9 %3 8 ,9 %3 8 ,9 %3 8 ,9 % 2 7 .6 182 7 .6 182 7 .6 182 7 .6 18 4 1,1%4 1,1%4 1,1%4 1,1% 2.8 0 12 .8 0 12 .8 0 12 .8 0 1 10 ,1%10 ,1%10 ,1%10 ,1%

    Finance expense (3.374) (4,3%) (6.730) (10,0%) 3.356 (49,9%)

    Finance income 33 0,0% 396 0,6% (363) (91,7%)

    Profi t before income taxProfi t before income taxProfi t before income taxProfi t before income tax 2 7 .07 82 7 .07 82 7 .07 82 7 .07 8 3 4 ,7 %3 4 ,7 %3 4 ,7 %3 4 ,7 % 2 1.2 8 42 1.2 8 42 1.2 8 42 1.2 8 4 3 1,6 %3 1,6 %3 1,6 %3 1,6 % 5 .7 9 45 .7 9 45 .7 9 45 .7 9 4 2 7 ,2 %2 7 ,2 %2 7 ,2 %2 7 ,2 %

    Income tax expense (8.881) (11,4%) (7.464) (11,1%) (1.417) 19,0%

    Net profi t Net profi t Net profi t Net profi t 18 .19 718 .19 718 .19 718 .19 7 2 3 ,3 %2 3 ,3 %2 3 ,3 %2 3 ,3 % 13 .8 2 013 .8 2 013 .8 2 013 .8 2 0 2 0 ,5 %2 0 ,5 %2 0 ,5 %2 0 ,5 % 4 .3 7 74 .3 7 74 .3 7 74 .3 7 7 31,7 %31,7 %31,7 %31,7 %

    Chang eChang eChang eChang eYear ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,

    2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11 2 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 11

    * * ** * ** * ** * *

    In the table that follows, income statement data were restated to show changes in EBIT and EBITDA, which serve as indicators of operating profitability.

    2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11

    In thousands of Euro and percentage of revenues

    Operating profit (EBIT) 30.419 27.618

    Depreciation, amortization and impairments 953 823

    EB ITDA (* )EB ITDA (* )EB ITDA (* )EB ITDA (* ) 3 1.3 7 23 1.3 7 23 1.3 7 23 1.3 7 2 2 8 .4 4 12 8 .4 4 12 8 .4 4 12 8 .4 4 1

    % of revenues% of revenues% of revenues% of revenues 4 0 ,2 %4 0 ,2 %4 0 ,2 %4 0 ,2 % 4 2 ,3 %4 2 ,3 %4 2 ,3 %4 2 ,3 %

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,

    (*) The Group defines EBITDA as the operating profit (EBIT) before depreciation, amortization and impairments of noncurrent assets. EBITDA is not recognized as a measure of financial performance or liquidity under IFRS. Since all companies may not calculate this measure in an identical manner, the Groups presentation may not be consistent with similar measures used by other companies. Therefore, investors should not place undue reliance on this data.

  • Moleskine Group

    Management report 2012 Pagina 7

    RevenuesRevenuesRevenuesRevenues by distributionby distributionby distributionby distribution channel and product linechannel and product linechannel and product linechannel and product line

    The following tables set forth a breakdown of revenues by distribution channel and product line for the years ended December 31, 2012 and 2011: In thousands of Euro

    Revenues by distr ibution channelRevenues by distr ibution channelRevenues by distr ibution channelRevenues by distr ibution channel

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues%%%%

    Indi rect distr ibutionIndi rect distr ibutionIndi rect distr ibutionIndi rect distr ibution

    B2C revenues (1) 61.163 78,3% 55.478 82,5% 5.685 10,2%

    Direct distr ibutionDi rect distr ibutionDi rect distr ibutionDi rect distr ibution

    B2B revenues 12.720 16,3% 10.664 15,9% 2.056 19,3%

    Ecommerce revenues (2) 3.293 4,2% 1.113 1,7% 2.180 195,9%

    Retail revenues (3) 960 1,2% 0,0% 960 n.a.

    RevenuesRevenuesRevenuesRevenues 7 8 .13 67 8 .13 67 8 .13 67 8 .13 6 10 0 ,0 %10 0 ,0 %10 0 ,0 %10 0 ,0 % 6 7 .2 5 56 7 .2 5 56 7 .2 5 56 7 .2 5 5 10 0 ,0 %10 0 ,0 %10 0 ,0 %10 0 ,0 % 10 .8 8 110 .8 8 110 .8 8 110 .8 8 1 16 ,2 %16 ,2 %16 ,2 %16 ,2 %

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1, Chang esChang esChang esChang es

    2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11 2 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 11

    In thousands of Euro

    Revenues by product l ineRevenues by product l ineRevenues by product l ineRevenues by product l ine

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues%%%%

    Paper collections 72.667 93,0% 62.816 93,4% 9.851 15,7%

    WTR collections (1) (4) 5.469 7,0% 4.439 6,6% 1.030 23,2%

    RevenuesRevenuesRevenuesRevenues 7 8 .13 67 8 .13 67 8 .13 67 8 .13 6 10 0 ,0 %10 0 ,0 %10 0 ,0 %10 0 ,0 % 6 7 .2 5 56 7 .2 5 56 7 .2 5 56 7 .2 5 5 10 0 ,0 %10 0 ,0 %10 0 ,0 %10 0 ,0 % 10 .8 8 110 .8 8 110 .8 8 110 .8 8 1 16 ,2 %16 ,2 %16 ,2 %16 ,2 %

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1, C hang esC hang esC hang esC hang es

    2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11 2 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 11

    (1) Digital products were launched in 2010 with the development of the note taking application for the iPhone (Moleskine App). However,

    the revenues generated by these products in 2012 and 2011 did not represent a material amount and were included in the B2C revenues;

    (2) Ecommerce activities commenced in July 2010 in Italy, in April 2011 in the rest of Europe and in August 2011 in the United States; (3) The Retail activity began in June 2012 through two brand stores in Milan and in Rome and, from September 2012, through the sales

    points of the previous Chinese distributor. During the third quarter of 2012 stores were opened in Turin, Naples and at the airport of Rome Fiumicino.

    (4) The full launch of the WTR Collections took place in June 2011.

    Revenues increased by Euro 10,881 thousand, or 16.2%, from Euro 67,255 thousand in 2011 to Euro 78,136 thousand in 2012. At constant exchange rates, revenues would have increased by 13.1% in 2012 compared to 2011 (constant exchange rate revenues are calculated by translating the 2011 revenues with the average 2012 U.S. Dollar/Euro exchange rate and GBP/Euro exchange rate). The increase in revenues primarily relates to an increase in sales volumes, and for the remainder, to an increase in sales prices. Revenues increased in all sales channels and was mainly related to the geographical expansion and the acquisition of new customers, as well as the introduction of new products. In the B2C channel, revenues increased by Euro 5,685 thousand, or 10.2%, from Euro 55,478 thousand in 2011 to Euro 61,163 thousand in 2012. This increase is mainly related to i) geographical expansion, ii) the acquisition of new customers, iii) the ongoing implementation of initiatives to expand the range of products, iv) the expansion of the distribution network, and v)

  • Moleskine Group

    Management report 2012 Pagina 8

    increase of the space allotted in stores (visual merchandising) together with the abovementioned activities implemented to enhance the recognition of brand. With regard to products within the Paper Collection business line, the Group continued to pursue the introduction of new products in 2012, which included the creation of 12 month Limited Diaries, with the launch, in the second half of 2012, of greeting cards and professional notebooks, the Cahier (ie, notebooks with a cover of flexible card, featuring a sewing machine), limited edition notebooks ("Audio cassette", "Lego" and "the Hobbit") and other notebooks. Finally, a new line of Smart Notebook, developed in collaboration with Evernote, was recently introduced. In 2012, the revenues generated from new products of the Paper Collections business line amounted to Euro 8,677 thousand. Sales volumes in the B2C channel in 2012 benefited from strategies to develop the distribution network, which were implemented through increased marketing initiatives at sales locations with the aim of expanding our brand at retailers, consolidating and broadening merchandising programs with major customers and new Ateliers to increase the space allocated to our products and enhance their visibility. At the date of this document about 58 Atelier were opened worldwide. In the B2B channel, revenues increased by Euro 2,056 thousand, or 19.3%, from Euro 10,664 thousand in 2011 to Euro 12,720 thousand in 2012. The increase in revenues primarily relates to an increase in the number of orders compared with the prior year, with the average order value remaining unchanged. In relation to the ecommerce channel, it should be noted that direct online sales of our products was extended to all major European markets in April 2011 and in August 2011, to the United States. On October 1, 2012, we launched a line of Smart Notebooks through our eCommerce websites. Smart Notebooks are notebooks that, due to special marking and by using stickers recognizable by the Evernote camera application, allow users to reproduce handwritten notes and sketches in digital format and transfer them onto their account in archived form. Consequently, revenues in the ecommerce channel increased from Euro 1,113 thousand in 2011 to Euro 3,293 thousand in 2012. During 2012, the Group have commenced a strategy for the opening of DOS through which all categories of our products are directly distributed to consumers. The opening of DOS, which allow display of a greater range of products, represents an opportunity both in terms of business and in terms of promotion of brand awareness and of our products, to the benefit of the entire distribution network. In 2012, the revenues generated from this new channel amounted to Euro 960 thousand.

    * * ** * ** * ** * *

  • Moleskine Group

    Management report 2012 Pagina 9

    Revenues by geographical areaRevenues by geographical areaRevenues by geographical areaRevenues by geographical area The following table sets forth a breakdown by geographical area of revenues for the years ended on December 31, 2012 and 2011: In thousands of Euro

    % of % of % of % of

    r evenuesrevenuesrevenuesrevenues

    % of % of % of % of

    r evenuesrevenuesrevenuesrevenues%%%%

    Europe (including Italy), Middle East, Africa 41.217 52,8% 41.078 61,1% 139 0,3%

    USA/Canada/Latin America 28.119 36,0% 20.003 29,7% 8.116 40,6%

    Asia Australia 8.800 11,3% 6.174 9,2% 2.626 42,5%

    RevenuesRevenuesRevenuesRevenues 7 8 .1367 8 .1367 8 .1367 8 .136 100 ,0%100 ,0%100 ,0%100 ,0% 6 7 .25 56 7 .25 56 7 .25 56 7 .25 5 100 ,0 %100 ,0 %100 ,0 %100 ,0 % 10 .88 110 .88 110 .88 110 .88 1 16 ,2%16 ,2%16 ,2%16 ,2%

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1, Chang esChang esChang esChang es

    2 0 122 0 122 0 122 0 12 2 0112 0112 0112 011 20 12 vs 2 01120 12 vs 2 01120 12 vs 2 01120 12 vs 2 011

    The following table sets forth the percentage of revenues contributed by the different geographical areas in each sales channel for the years ended on December 31, 2012 and 2011: Percentage of revenues by channel on geographical areas

    B2C 51,4% 37,1% 11,6% 59,4% 31,0% 9,6%

    B2B 58,9% 28,2% 12,9% 70,8% 21,5% 7,8%

    Ecommerce 43,1% 56,8% 0,1% 55,6% 44,4% 0,0%

    Retail 92,9% 0,0% 7,1% 0,0% 0,0% 0,0%

    Year ended December 3 1, 2 0 12Year ended December 3 1, 2 0 12Year ended December 3 1, 2 0 12Year ended December 3 1, 2 0 12

    Europe (including

    Italy), Middle East,

    Africa

    USA/Canada/Latin

    AmericaAsia Australia

    Year ended December 3 1, 2 0 11Year ended December 3 1, 2 0 11Year ended December 3 1, 2 0 11Year ended December 3 1, 2 0 11

    Europe (including

    Italy), Middle East,

    Africa

    USA/Canada/Latin

    AmericaAsia Australia

    The following table sets forth the percentage of revenues contributed by the different sales channels in each geographical area in the years ended on December 31, 2012 and 2011. Percentage of revenues by geographical areas on different channels

    2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11 2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11 2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11

    B2C 76,2% 80,1% 80,6% 86,1% 80,6% 86,6%

    B2B 18,2% 18,4% 12,7% 11,5% 18,6% 13,4%

    Ecommerce 3,4% 1,5% 6,7% 2,5% 0,0% 0,0%

    Retail 2,2% 0,0% 0,0% 0,0% 0,8%

    10 0 ,0 %10 0 ,0 %10 0 ,0 %10 0 ,0 % 10 0 ,0 %10 0 ,0 %10 0 ,0 %10 0 ,0 % 10 0 ,0 %10 0 ,0 %10 0 ,0 %10 0 ,0 % 10 0 ,0 %10 0 ,0 %10 0 ,0 %10 0 ,0 % 10 0 ,0 %10 0 ,0 %10 0 ,0 %10 0 ,0 % 10 0 ,0 %10 0 ,0 %10 0 ,0 %10 0 ,0 %

    Europe (including Italy), Middle East, Africa USA/Canada/Latin America Asia Australia

    Revenues in Europe (including Italy), Middle East and Africa increased by Euro 139 thousand, from Euro 41,078 thousand in 2011 to Euro 41,217 thousand in 2012. This change is due to different trends from country to country and reflects the specific circumstances of each market and not a general trend. In particular, a decline in Italy and Spain was more than offset by growth in France, the United Kingdom and Germany. Revenues in Italy represented 10.7% of total revenues for the year ended December 31, 2012. The decrease in revenues in 2012 compared to 2011 is due to the reorganization of distribution channels, particularly libraries where reorganization was already performed in other European

  • Moleskine Group

    Management report 2012 Pagina 10

    Countries. In Spain, the decrease in 2012 compared to 2011 was due to high economic difficulties affecting the country. Revenues in USA/Canada/Latin America increased by Euro 8,116 thousand, or 40.6%, in 2012 compared to 2011, with the most significant increase in the United States, primarily due to the acquisition of new customers. Revenues in AsiaAustralia increased by Euro 2,626 thousand, or 42.5%, in 2012 compared to 2011, mainly due to strong performance in the Australian and Korean markets and due to the startup of new distributors. With regard to the percentage of revenues contributed by the different geographical areas in the B2C channel, it should be noted that revenues in USA/Canada/Latin America and AsiaAustralia increased by 6.1% and 2.0%, respectively, whilst revenues in Europe (including Italy), Middle East and Africa decreased by 7.9%. On the other hand, in the B2B channel, revenues in Europe (including Italy), Middle East and Africa decreased by 11.9%, whilst revenues in USA/Canada/Latin America and AsiaAustralia increased by 6.7% and 5.1%, respectively. For additional details, please see the information provided above, in the section entitled Revenues by distribution channel and product line.

    Finished products, raw materials and consumablesFinished products, raw materials and consumablesFinished products, raw materials and consumablesFinished products, raw materials and consumables The following table sets forth a breakdown of Finished products, raw materials and consumables for the years ended December 31, 2012 and 2011.

    In thousands of Euro and percentage of revenues

    2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues%%%%

    Finished and semifinished products purchases 16.180 20,7% 14.704 21,9% 1.476 10,0%

    Raw materials purchases 3.511 4,5% 2.702 4,0% 809 29,9%

    Exhibition stands production 1.715 2,2% 1.553 2,3% 162 10,4%

    Catalogs 231 0,3% 244 0,4% (13) (5,3%)

    Packaging 125 0,2% 112 0,2% 13 11,6%

    Other (326) (0,4%) 373 0,6% (699) (187,4%)

    Change in inventories (3.440) (4,4%) (1.660) (2,5%) (1.780) 107,2%

    Total f inished products , r aw mater ial s and consumablesTotal f inished products , r aw mater ial s and consumablesTotal f inished products , r aw mater ial s and consumablesTotal f inished products , r aw mater ial s and consumables17 .9 9 617 .9 9 617 .9 9 617 .9 9 6 2 3 ,0 %2 3 ,0 %2 3 ,0 %2 3 ,0 % 18 .0 2 818 .0 2 818 .0 2 818 .0 2 8 2 6 ,8 %2 6 ,8 %2 6 ,8 %2 6 ,8 % (3 2 )(3 2 )(3 2 )(3 2 ) (0 ,2 %)(0 ,2 %)(0 ,2 %)(0 ,2 %)

    F ini shed products, r aw mater ial s and consumablesF ini shed products, r aw mater ial s and consumablesF ini shed products, r aw mater ial s and consumablesF ini shed products, r aw mater ial s and consumables

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1, ChangesChangesChangesChanges

    2 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 11

    Finished products, raw materials and consumables decreased by Euro 32 thousand, or 0.2%, from Euro 18,028 thousand in 2011 to Euro 17,996 thousand in 2012 and as percentage of revenues decreased from 26.8% in 2011 to 23.0% in 2012. For a better understanding of this item, the ratio of the costs for finished products, raw materials and consumables to revenues should be viewed together with that of processing costs.

  • Moleskine Group

    Management report 2012 Pagina 11

    2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11

    In thousands of Euro and percentage of revenues

    % of % of % of % of

    r evenuesrevenuesrevenuesrevenues

    % of % of % of % of

    r evenuesrevenuesrevenuesrevenues%%%%

    Revenues 78.136 100,0% 67.255 100,0% 10.881 16,2%

    Finished products, raw materials and consumables (17.996) (23,0%) (18.028) (26,8%) 32 (0,2%)

    Processing costs (1.776) (2,3%) (1.462) (2,2%) (314) 21,5%

    Total finished products, raw materials and consumables and processing costs (19.772) (25,3%) (19.490) (29,0%) (282) 1,4%

    Di fference (* )Di fference (* )Di fference (* )Di fference (* ) 5 8 .3 6 45 8 .3 6 45 8 .3 6 45 8 .3 6 4 7 4 ,7 %7 4 ,7 %7 4 ,7 %7 4 ,7 % 4 7 .7 6 54 7 .7 6 54 7 .7 6 54 7 .7 6 5 7 1,0 %7 1,0 %7 1,0 %7 1,0 % 10 .5 9 910 .5 9 910 .5 9 910 .5 9 9 2 2 ,2 %2 2 ,2 %2 2 ,2 %2 2 ,2 %

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1, Chang eChang eChang eChang e

    2 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 11

    (*) It should be noted that the information set forth above is not a measure of gross profit. Such measure is only the algebraic sum of Revenues, Costs for finished products, raw materials and consumables and Processing costs (classified under Service Costs in the income statement). This measure is not recognized as a measure of financial performance or liquidity under IFRS. Since all companies may not calculate this measure in an identical manner, our presentation may not be consistent with similar measures used by other companies. Therefore, investors should not place undue reliance on this data. The difference between revenues, finished products, raw materials and consumables and processing costs, increased by Euro 10,599 thousand, or 22.2%, from Euro 47,765 thousand in 2011 to Euro 58,364 thousand in 2012. When the changes in both cost items are viewed together, their combined ratio to revenues shows a decrease of 3.7 percentage points compared with the previous year (25.3% in 2012 and 29.0% in 2011). In particular, the ratio of costs for finished products, raw materials and consumables to revenues decreased by 3.8 percentage points (23.0% in 2012 and 26.8% in 2011), whilst the ratio of processing costs to revenues was substantially in line (2.3% in 2012 and 2.2% in 2011). This trend is mainly related to the increase in sales prices driven by the changes in product mix and by the simultaneous reduction in purchase costs (due to diversification of supply policies from different vendors, particularly in relation to suppliers from Vietnam) partially offset by unfavorable movements in the exchange rate between the Euro and the Dollar.

  • Moleskine Group

    Management report 2012 Pagina 12

    Service costsService costsService costsService costs The following table sets forth a breakdown of Service costs for the years ended December 31, 2012, and 2011. In thousands of Euro and percentage of revenues

    2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11

    Servi ce costsServi ce costsServi ce costsServi ce costs

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues%%%%

    Commercial sales costs 3.239 4,1% 1.543 2,3% 1.696 109,9%

    Sales transportation 2.388 3,1% 1.723 2,6% 665 38,6%

    Consulting fees 2.147 2,7% 1.961 2,9% 186 9,5%

    Processing costs 1.776 2,3% 1.462 2,2% 314 21,5%

    Storage costs 1.688 2,2% 1.097 1,6% 591 53,9%

    Marketing and communication expenses 1.645 2,1% 1.004 1,5% 641 63,8%

    Costs for general services 1.600 2,0% 1.185 1,8% 415 35,0%

    Design costs 1.038 1,3% 558 0,8% 480 86,0%

    Customs expenses 979 1,3% 864 1,3% 115 13,3%

    Maintenance, repairs and assistance 509 0,7% 310 0,5% 199 64,2%

    Rents 461 0,6% 349 0,5% 112 32,1%

    Royalties 409 0,5% 273 0,4% 136 49,8%

    Bank Expense 262 0,3% 161 0,2% 101 62,7%

    Leasing 71 0,1% 60 0,1% 11 18,3%

    Administrative Costs 44 0,1% 39 0,1% 5 12,8%

    Total serv ice costsTotal serv ice costsTotal serv ice costsTotal serv ice costs 18 .2 5 618 .2 5 618 .2 5 618 .2 5 6 2 3 ,4 %2 3 ,4 %2 3 ,4 %2 3 ,4 % 12 .5 8 912 .5 8 912 .5 8 912 .5 8 9 18 ,7 %18 ,7 %18 ,7 %18 ,7 % 5 .6 6 75 .6 6 75 .6 6 75 .6 6 7 45 ,0 %45 ,0 %45 ,0 %45 ,0 %

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,

    2 0 12 vs 2 0112 0 12 vs 2 0112 0 12 vs 2 0112 0 12 vs 2 011

    Chang esChang esChang esChang es

    Service costs increased by Euro 5,667 thousand, or 45.0%, from Euro 12,589 thousand in 2011 to Euro 18,256 thousand in 2012 due in part to the costs recorded in 2012, related to the listing on the stock exchange. As a percentage of revenues, service costs increased from 18.7% in 2011 to 23.4% in 2012. The increase in service costs is mainly related to:

    Commercial sales costs: which increased by Euro 1,696 thousand, or 109.9%, from Euro 1,543 thousand in 2011 to Euro 3,239 thousand in 2012. As a percentage of revenues, commercial sales costs increased by 1.8 percentage points. This trend is mainly related to the commissions, related to the ecommerce channel, paid to the web agencies to generate and increase traffic on the online sales web site, as well as growing investments in promotional and commercial initiatives supporting the business.

    Sales transportation costs: which increased by Euro 665 thousand, or 38.6%, from Euro 1,723 thousand in 2011 to Euro 2,388 thousand in 2012 mainly related to the increase in sales volumes. As a percentage of revenues, sales transportation costs increased by 0.5 percentage points. This increase is mainly related to air transportation, not present in 2011, linked to new commercial activities of strategic importance.

    Consulting fees: which increased by Euro 186 thousand, or 9.5%, in 2012 compared to 2011, mainly related to the structuring of the operational flows within the Group, consultancy to refine the budgeting and forecasting tools as well as the management

  • Moleskine Group

    Management report 2012 Pagina 13

    reporting, partly offset by a decrease in recruitment costs and costs related to brand protection.

    Processing costs: for this item, please see the information provided in the section entitled Finished products, raw materials and consumables".

    Storage costs: which increased by Euro 591 thousand due to higher sales volumes. As a percentage of revenues storage costs increased by 0.6 percentage points in 2012 compared to 2011 due to higher logistic costs in order to meet the requirements of some new American retailers in 2012, as well as the costs incurred in 2012 for the change of the European logistics platform.

    Marketing and communication expenses: which increased by Euro 641 thousand, or 63.8%, in 2012 compared to 2011, mainly related to costs incurred for the development and consolidation of our brand. As a percentage of revenues, marketing and communication expenses increased by 0.6 percentage points in 2012 compared to 2011.

    Costs for general services: which increased by Euro 415 thousand, from Euro 1,185 thousand in 2011 to Euro 1,600 thousand in 2012 mainly due to the increase in legal consulting fees, as well as the preparation of contracts to support the new retail structure.

    Design costs: which increased by Euro 480 thousand, from Euro 558 thousand in 2011 to Euro 1,038 thousand in 2012, due to the analysis performed for the design of the concepts related to exhibitors of the new WTR Collection.

    Maintenance, repairs and assistance costs: which increased by Euro 199 thousand, from Euro 310 thousand in 2011 to Euro 509 thousand in 2012, mainly due to IT support services in relation to a growth in workforce and the renewal of the office parking.

    Personnel costsPersonnel costsPersonnel costsPersonnel costs The following table sets forth a breakdown of Personnel costs for the years ended December 31, 2012, and 2011. In thousands of Euro and percentage of revenues

    Personnel costsPersonnel costsPersonnel costsPersonnel costs

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues%%%%

    Salaries and wages 7.069 9,0% 4.831 7,2% 2.238 46,3%

    Social security contributions 1.998 2,6% 1.594 2,4% 404 25,3%

    Post employment employee benefits 205 0,3% 148 0,2% 57 38,5%

    Board of Directors remuneration 392 0,5% 412 0,6% (20) (4,9%)

    Other personnel costs 135 0,2% 522 0,8% (387) (74,1%)

    Total personnel costsTotal personnel costsTotal personnel costsTotal personnel costs 9 .7 9 9 9 .7 9 9 9 .7 9 9 9 .7 9 9 12 ,5 %12 ,5 %12 ,5 %12 ,5 % 7 .5 0 7 7 .5 0 7 7 .5 0 7 7 .5 0 7 11,2 %11,2 %11,2 %11,2 % 2 .2 9 22 .2 9 22 .2 9 22 .2 9 2 3 0 ,5 %3 0 ,5 %3 0 ,5 %3 0 ,5 %

    C hang esC hang esC hang esC hang esYear ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,

    2 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 112 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11

  • Moleskine Group

    Management report 2012 Pagina 14

    The following table sets forth the average number of employees during the years ended December 31, 2012 and 2011 and the actual number of employees as of such dates:

    Uni tsUni tsUni tsUni ts aver ag eaver ag eaver ag eaver ag e year endyear endyear endyear end aver ag eaver ag eaver ag eaver ag e year endyear endyear endyear end

    Directors 4 4 5 4

    Executive 14 14 11 14

    Managers 17 18 15 16

    White collar workers 84 94 66 74

    Collaborators 6 7 3 5

    Total employees and co l l aborator sTotal employees and co l l aborator sTotal employees and co l l aborator sTotal employees and co l l aborator s 12 512 512 512 5 13 713 713 713 7 10 010 010 010 0 113113113113

    2 0 112 0 112 0 112 0 112 0 122 0 122 0 122 0 12

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,

    Personnel costs increased by Euro 2,292 thousand from Euro 7,507 thousand in 2011 to Euro 9,799 thousand in 2012. The increase in the personnel costs during such period is mainly related to an increase in the average number of employees, from 100 employees in 2011 to 125 employees 2012. The increase in headcount was focused mainly in the sales and marketing departments. For further details, please refer to Note 7.5 Personnel costs in the consolidated financial statements as of December 31, 2012. OtheOtheOtheOther operating expensesr operating expensesr operating expensesr operating expenses The following table sets forth a breakdown of Other operating expenses for the years ended December 31, 2012, and 2011. In thousands of Euro and percentage of revenues

    Other oper ating expensesOther oper ating expensesOther oper ating expensesOther oper ating expenses

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues%%%%

    Gifts and donations 451 0,6% 333 0,5% 118 35,4%

    Other miscellaneous operating expenses 132 0,2% 374 0,6% (242) (64,7%)

    Charitable donations 163 0,2% 168 0,2% (5) (3,0%)

    Impairments of receivables 20 0,0% 159 0,2% (139) (87,4%)

    Accruals to provision for risks and charges 150 0,2% 0,0% 150 n.a.

    Total other oper ating expensesTotal other oper ating expensesTotal other oper ating expensesTotal other oper ating expenses 9 169 169 169 16 1,2 %1,2 %1,2 %1,2 % 1.0 3 41.0 3 41.0 3 41.0 3 4 1,5 %1,5 %1,5 %1,5 % (118 )(118 )(118 )(118 ) (11,4 %)(11,4 %)(11,4 %)(11,4 %)

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1, C hangeC hangeC hangeC hange

    2 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 112 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11

    Other operating expenses decreased by Euro 118 thousand from Euro 1,034 thousand in 2011 to Euro 916 thousand in 2012.

  • Moleskine Group

    Management report 2012 Pagina 15

    Depreciation, amortization and impairmentsDepreciation, amortization and impairmentsDepreciation, amortization and impairmentsDepreciation, amortization and impairments The following table sets forth a breakdown of Depreciation, amortization and impairments for the years ended December 31, 2012, and 2011. In thousands of Euro and percentage of revenues

    Depreci ation, amor tization and impai rmentsDepreci ation, amor tization and impai rmentsDepreci ation, amor tization and impai rmentsDepreci ation, amor tization and impai rments

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues%%%%

    Amortization of intangible assets 433 0,6% 395 0,6% 38 9,6%

    Depreciation of property, plant and equipment 520 0,7% 415 0,6% 105 25,3%

    Impairment losses of intangible assets 0,0% 0,0% 0,0%

    Impairment losses of property, plant and equipment 0,0% 13 0,0% (13) (100,0%)

    Total depreciation, amor tization and i mpai rmentsTotal depreciation, amor tization and i mpai rmentsTotal depreciation, amor tization and i mpai rmentsTotal depreciation, amor tization and i mpai rments 9 539 539 539 53 1,2%1,2%1,2%1,2% 8 238 238 238 23 1,2%1,2%1,2%1,2% 13 013 013 013 0 15 ,8%15 ,8%15 ,8%15 ,8%

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1, C hang eC hang eC hang eC hang e

    2 0 122 0 122 0 122 0 12 2 0112 0112 0112 011 2 0 12 vs 20 112 0 12 vs 20 112 0 12 vs 20 112 0 12 vs 20 11

    Depreciation, amortization and impairments increased by Euro 130 thousand, or 15.8%, from Euro 823 thousand in 2011 to Euro 953 thousand in 2012 and as a percentage of revenues were substantially unchanged. Operating ProfitOperating ProfitOperating ProfitOperating Profit The table below shows the operating profit (EBIT) and EBITDA amounts and the ratios of operating profit (EBIT) and EBITDA to revenues.

    In thousands of Euro and percentage of revenues

    2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11

    Operating profit (EBIT) 30.419 27.618

    % of Revenues 38,9% 41,1%

    EBITDA (*) 31.372 28.441

    % of Revenues 40,2% 42,3%

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,

    (*) The Group defines EBITDA as the operating profit (EBIT) before depreciation, amortization and impairments of noncurrent assets. EBITDA is not recognized as a measure of financial performance or liquidity under IFRS. Since all companies may not calculate this measure in an identical manner, the Groups presentation may not be consistent with similar measures used by other companies. Therefore, investors should not place undue reliance on this data.

    Operating profit increased by 10.1%, from Euro 27,618 thousand in 2011 to Euro 30,419 thousand in 2012 whilst as a percentage of revenues decreased by 2.2 percentage points, from 41.1% in 2011 to 38.9% in 2012, as a result of the factors explained above. Consistent with the trend of the operating profit, EBITDA increased by Euro 2,931 thousand, from Euro 28,441 thousand (42.3% of revenues) in 2011 to Euro 31,372 thousand (40.2% of revenues) in 2012.

  • Moleskine Group

    Management report 2012 Pagina 16

    Finance income (expense)Finance income (expense)Finance income (expense)Finance income (expense) The table below sets forth a breakdown of Finance income and Finance expense for the years ended December 31, 2012, and 2011. In thousands of Euro and percentage of revenues

    F inance income/ (expense)F inance income/ (expense)F inance income/ (expense)F inance income/ (expense)

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues% of % of % of % of

    revenuesrevenuesrevenuesrevenues%%%%

    Bank interest income and other finance income 33 0,0% 22 0,0% 11 50,0%

    Foreign exchange gains 0,0% 178 0,3% (178) (100,0%)

    Other finance income 0,0% 196 0,3% (196) (100,0%)

    Total f i nance incomeTotal f i nance incomeTotal f i nance incomeTotal f i nance income 3 33 33 33 3 0 ,0%0 ,0%0 ,0%0 ,0% 39 639 639 639 6 0 ,6 %0 ,6 %0 ,6 %0 ,6 % (3 6 3 )(3 6 3 )(3 6 3 )(3 6 3 ) (9 1,7 %)(9 1,7 %)(9 1,7 %)(9 1,7 %)

    Interest expenses on bank loans (2.927) (3,7%) (3.777) (5,6%) 850 (22,5%)

    Interest expenses on shareholders' loans 0,0% 0,0% 0,0%

    Financial charges on loans from shareholders' discount 0,0% (2.657) (4,0%) 2.657 (100,0%)

    Foreign exchange losses (83) (0,1%) 0,0% (83) n.a.

    Other finance cost (364) (0,5%) (296) (0,4%) (68) 23,0%

    Total f i nance expenseTotal f i nance expenseTotal f i nance expenseTotal f i nance expense (3 .3 7 4)(3 .3 7 4)(3 .3 7 4)(3 .3 7 4) (4 ,3%)(4 ,3%)(4 ,3%)(4 ,3%) (6 .7 3 0 )(6 .7 3 0 )(6 .7 3 0 )(6 .7 3 0 ) (10 ,0 %)(10 ,0 %)(10 ,0 %)(10 ,0 %) 3 .3 5 63 .3 5 63 .3 5 63 .3 5 6 (49 ,9 %)(49 ,9 %)(49 ,9 %)(49 ,9 %)

    Total f i nance income/ (expense)Total f i nance income/ (expense)Total f i nance income/ (expense)Total f i nance income/ (expense) (3 .3 4 1)(3 .3 4 1)(3 .3 4 1)(3 .3 4 1) (4 ,3%)(4 ,3%)(4 ,3%)(4 ,3%) (6 .3 3 4 )(6 .3 3 4 )(6 .3 3 4 )(6 .3 3 4 ) (9 ,4 %)(9 ,4 %)(9 ,4 %)(9 ,4 %) 2 .9 9 32 .9 9 32 .9 9 32 .9 9 3 (47 ,3 %)(47 ,3 %)(47 ,3 %)(47 ,3 %)

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1, C hang eC hang eC hang eC hang e

    2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11 2 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 112 0 12 vs 2 0 11

    Net finance expense decreased by Euro 2,993 thousand, or 47.3%, from Euro 6,334 thousand (9.4% of revenues) in 2011 to Euro 3,341 thousand (4.3% of revenues) in 2012 mainly related to i) the implicit interest generated by the discounting of the longterm interestfree loan to Appunti, recorded in 2011, and ii) a decrease in the average bank debt outstanding and the persistence of favorable market rates. Income Income Income Income tax expensetax expensetax expensetax expense The table below provides a breakdown of Income tax expense for the years ended December 31, 2012, and 2011. In thousands of Euro and percentage of revenues

    Income tax expenseIncome tax expenseIncome tax expenseIncome tax expense

    % of % of % of % of

    revenuesrevenuesrevenuesrevenues

    % of % of % of % of

    r evenuesr evenuesr evenuesr evenues%%%%

    Profi t before income taxProfi t before income taxProfi t before income taxProfi t before income tax 2 7 .07 82 7 .07 82 7 .07 82 7 .07 8 3 4 ,7%3 4 ,7%3 4 ,7%3 4 ,7% 2 1.2 8 42 1.2 8 42 1.2 8 42 1.2 8 4 3 1,6 %3 1,6 %3 1,6 %3 1,6 % 5.7 9 45 .7 9 45 .7 9 45 .7 9 4 2 7 ,2 %2 7 ,2 %2 7 ,2 %2 7 ,2 %

    Current tax 9.054 11,6% 8.429 12,5% 625 7,4%

    Deferred income tax (173) (0,2%) (965) (1,4%) 792 (82,1%)

    Total income tax expenseTotal income tax expenseTotal income tax expenseTotal income tax expense 8 .8 8 18 .8 8 18 .8 8 18 .8 8 1 11,4 %11,4 %11,4 %11,4 % 7 .4 6 47 .4 6 47 .4 6 47 .4 6 4 11,1%11,1%11,1%11,1% 1.4 171.4 171.4 171.4 17 19 ,0 %19 ,0 %19 ,0 %19 ,0 %

    Effecti ve tax r ateEffecti ve tax r ateEffecti ve tax r ateEffecti ve tax r ate 3 2 ,8 %3 2 ,8 %3 2 ,8 %3 2 ,8 % 3 5 ,1%3 5 ,1%3 5 ,1%3 5 ,1%

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1, C hang eC hang eC hang eC hang e

    20 1220 1220 1220 12 2 0112 0112 0112 011 2 0 12 vs 2 0112 0 12 vs 2 0112 0 12 vs 2 0112 0 12 vs 2 011

    The Groups effective tax rate was 32.8% and 35.1%, in 2012 and 2011 respectively.

  • Moleskine Group

    Management report 2012 Pagina 17

    Net profitNet profitNet profitNet profit

    The table below shows the net profit amount and the ratio of net profit to revenues for the years ended December 31, 2012 and 2011.

    In thousands of Euro and percentage of revenues

    2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11

    Net profit 18.197 13.820

    % of revenues 23,3% 20,5%

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,

    As a result of the factors explained above net profit increased from Euro 13,820 thousand in 2011 to Euro 18,197 thousand in 2012 and as a percentage of revenues increased by 2.8 percentage points, from 20.5% in 2011 to 23.3% in 2012.

  • Moleskine Group

    Management report 2012 Pagina 18

    ANALYSIS OF THE SOURCES AND USES OF RESOURCESANALYSIS OF THE SOURCES AND USES OF RESOURCESANALYSIS OF THE SOURCES AND USES OF RESOURCESANALYSIS OF THE SOURCES AND USES OF RESOURCES

    The following table sets forth our indebtedness and capital resources as of December 31, 2012 and 2011.

    In thousands of Euro

    Sources and UsesSources and UsesSources and UsesSources and Uses 2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11

    U sesU sesU sesU ses

    Inventories 12.284 8.903

    Trade receivables 16.321 12.194

    Other current assets 1.836 226

    Trade payables (15.767) (9.749)

    Income tax payables (466) (1.945)

    Other current liabilities (3.124) (2.080)

    Net working capi tal Net working capi tal Net working capi tal Net working capi tal 11.0 8 411.0 8 411.0 8 411.0 8 4 7 .5 4 97 .5 4 97 .5 4 97 .5 4 9

    Property, plant and equipment 2.216 1.381

    Goodwill and trademarks 76.751 76.513

    Other intangible assets 1.967 838

    Other noncurrent assets 289 188

    Noncurrent assetsNoncurrent assetsNoncurrent assetsNoncurrent assets 8 1.2 2 38 1.2 2 38 1.2 2 38 1.2 2 3 7 8 .9 2 07 8 .9 2 07 8 .9 2 07 8 .9 2 0

    Deferred tax liabilities (15.202) (15.470)

    Current and noncurrent provisions for risks and charges (702) (524)

    Postemployment and other employee benefits (922) (569)

    Cur rent and non cur rent l iab i l i ti es Cur rent and non cur rent l iab i l i ti es Cur rent and non cur rent l iab i l i ti es Cur rent and non cur rent l iab i l i ti es (16 .8 2 6 )(16 .8 2 6 )(16 .8 2 6 )(16 .8 2 6 ) (16 .5 6 3 )(16 .5 6 3 )(16 .5 6 3 )(16 .5 6 3 )

    Net invested capi tal Net invested capi tal Net invested capi tal Net invested capi tal 7 5 .4 8 17 5 .4 8 17 5 .4 8 17 5 .4 8 1 6 9 .9 0 66 9 .9 0 66 9 .9 0 66 9 .9 0 6

    SourcesSourcesSourcesSources

    Equity 31.975 14.011

    Net financial indebtedness 43.506 55.895

    Total sources of f inancingTotal sources of f inancingTotal sources of f inancingTotal sources of f inancing 7 5 .4 8 17 5 .4 8 17 5 .4 8 17 5 .4 8 1 6 9 .9 0 66 9 .9 0 66 9 .9 0 66 9 .9 0 6

    A s of December 3 1,A s of December 3 1,A s of December 3 1,A s of December 3 1,

    The table that follows shows the average days sales outstanding (DSO), the days payables outstanding (DPO) and the day sales of inventory (DSI) as of December 31, 2012 and 2011.

    2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11

    Days sales outstanding (DSO) 62 60

    Days payable outstanding (DPO) 119 95

    Days sales of inventory (DSI) 208 158

    A s of December 3 1,A s of December 3 1,A s of December 3 1,A s of December 3 1,

    Net working capital increased by Euro 3,535 thousand, from Euro 7,549 thousand as of December 31, 2011 to Euro 11,084 thousand as of December 31, 2012, mainly related to an increase in inventories and receivables, partially offset by the increase in trade payables. In particular:

  • Moleskine Group

    Management report 2012 Pagina 19

    Trade receivables increased by Euro 4,127 thousand, or 33.8%, compared with December 31, 2011 due to the growth in the business (and in particular growth in sales in the last quarter of 2012) and also, to a lesser extent, the late payment of a receivable from an Italian distributor related to their internal reorganization process.

    Inventories increased by Euro 3,381 thousand, or 38%, compared with December 31, 2011,

    mainly related to a combination of factors, including the effect of the movements in the

    exchange rate between the Euro and the Dollar and the increase in inventories of products

    and display systems used to support the Groups growth strategy in the B2C channel, new

    direct channels as well as on line and retail. Inventories also increased as a result of the

    internalization of supply of raw materials in order to improve product margins and an

    increase in inventories required to support launches in 2013.

    Trade payables increased by Euro 6,018 thousand, or 61.7%, compared with December 31,

    2011, as a result of the increase in inventories described above.

    Noncurrent assets mainly relate to goodwill and the Moleskine trademark. In particular, goodwill and trademarks include goodwill amounting to Euro 22,290 thousand as of each of the balance sheet dates, whilst the remaining balance is related to the Moleskine trademark.

    The following table sets forth a breakdown of our net financial indebtedness as of December 31, 2012 and 2011. In thousands of Euro

    Net financ ial indebtednessNet financ ial indebtednessNet financ ial indebtednessNet financ ial indebtedness 2 0 122 0 122 0 122 0 12 2 0 112 0 112 0 112 0 11

    A. Cash 7.208 3.001

    B. Cash equivalents

    C. Trading securities

    D.D.D.D. Liq uidi ty (A ) + (B ) + (C)Liq uidi ty (A ) + (B ) + (C)Liq uidi ty (A ) + (B ) + (C)Liq uidi ty (A ) + (B ) + (C) 7.208 3 .0 0 13 .0 0 13 .0 0 13 .0 0 1

    E. Current financial receivables

    F. Short term bank debts

    G. Current portion of medium/long term financial loans (9.879) (8.473)

    H. Other current financial liabilities (53) (16)

    I.I.I.I. Cur rent financ ial l i ab i l i ti es (F) + (G) + (H)Cur rent financ ial l i ab i l i ti es (F) + (G) + (H)Cur rent financ ial l i ab i l i ti es (F) + (G) + (H)Cur rent financ ial l i ab i l i ti es (F) + (G) + (H) (9 .9 3 2 )(9 .9 3 2 )(9 .9 3 2 )(9 .9 3 2 ) (8 .4 8 9 )(8 .4 8 9 )(8 .4 8 9 )(8 .4 8 9 )

    J.J.J.J. Net cur rent financ ial indebtedness (I) + (E) + (D)Net cur rent financ ial indebtedness (I) + (E) + (D)Net cur rent financ ial indebtedness (I) + (E) + (D)Net cur rent financ ial indebtedness (I) + (E) + (D) (2 .7 2 4 )(2 .7 2 4 )(2 .7 2 4 )(2 .7 2 4 ) (5 .4 8 8 )(5 .4 8 8 )(5 .4 8 8 )(5 .4 8 8 )

    K. Noncurrent portion of medium/long term financial loans (39.895) (49.653)

    L. Bond issued

    M. Other medium/long term financial liabilities (887) (754)

    N.N.N.N. Noncur rent financ ial l i abi l i ti es (K) + (L) + (M) Noncur rent financ ial l i abi l i ti es (K) + (L) + (M) Noncur rent financ ial l i abi l i ti es (K) + (L) + (M) Noncur rent financ ial l i abi l i ti es (K) + (L) + (M) (4 0 .7 8 2 )(4 0 .7 8 2 )(4 0 .7 8 2 )(4 0 .7 8 2 ) (5 0 .4 0 7 )(5 0 .4 0 7 )(5 0 .4 0 7 )(5 0 .4 0 7 )

    O.O.O.O. Net financial indebtedness (J) + (N)Net financial indebtedness (J) + (N)Net financial indebtedness (J) + (N)Net financial indebtedness (J) + (N) (4 3 .5 0 6 )(4 3 .5 0 6 )(4 3 .5 0 6 )(4 3 .5 0 6 ) (5 5 .8 9 5 )(5 5 .8 9 5 )(5 5 .8 9 5 )(5 5 .8 9 5 )

    A s of December 3 1A s of December 3 1A s of December 3 1A s of December 3 1

    For further details please refer to Note 6.10 Current and noncurrent financial liabilities in the consolidated financial statements as of December 31, 2012. The following table summarizes cash flows of the Group for the years ended December 31, 2012 and 2011.

  • Moleskine Group

    Management report 2012 Pagina 20

    In thousands of Euro20 1220 1220 1220 12 20 1120 1120 1120 11

    Cash flow from operating activities before movements in working capital 32.727 30.262

    Changes in working capital:

    Change in inventories (4.040) (2.329)

    Change in trade receivables and other receivables (5.284) (1.919)

    Change in trade and other payables 6.753 136

    Change in postemployment and other employee benefits and in provisions for risks and charges (425) (381)

    Cash flow absorbed from movements in working capital (2.996) (4.493)

    Income tax paid (10.697) (8.712)

    Cash flow from operating activities 19.034 17.057

    Cash flow used in investing activities (3.145) (1.540)

    Cash flow used in financing activities (11.625) (14.091)

    C hang e in cash and cash equival entsC hang e in cash and cash equival entsC hang e in cash and cash equival entsC hang e in cash and cash equival ents 4 .26 44 .26 44 .26 44 .26 4 1.42 61.42 61.42 61.42 6

    Cash and cash equivalents at the beginning of the year 3.001 1.527

    Exchange differences in cash and cash equivalents (57) 48

    C ash and cash equival ents at the end of the yearC ash and cash equival ents at the end of the yearC ash and cash equival ents at the end of the yearC ash and cash equival ents at the end of the year 7 .2 087 .2 087 .2 087 .2 08 3 .0 013 .0 013 .0 013 .0 01

    Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,Year ended December 3 1,

    Net cash from operating activities increased by Euro 1,977 thousand from Euro17,057 thousand in 2011 to Euro 19,034 in 2012. For further details relating to the trend of working capital see the comments set out above. Net cash used in investing activities amounted to Euro 3,145 thousand in 2012 and Euro 1,540 thousand in 2011. Net cash used in financing activities amounted to Euro 11,625 thousand in 2012 and Euro 14,091 thousand in 2011. In particular, during 2012, net cash used in financing activities mainly related to the repayment of the principal amount of Tranche A of the Facility Agreement for an amount of Euro 7,467 thousand and Euro 1,448 thousand for the advance payment of the excess cash related to the financial year 2011. Conversely, during 2011, net cash used in financing activities was mainly related to the partial

    repayment, for an amount of Euro 6,000 thousand of the financial liability with Appuntirelating to

    the acquisition by Analogie of 70% of the share capital of the former Moleskine.

  • Moleskine Group

    Management report 2012 Pagina 21

    RESEARCH & DEVELOPMENTRESEARCH & DEVELOPMENTRESEARCH & DEVELOPMENTRESEARCH & DEVELOPMENT

    During 2012 the Company continued to invest in strategic projects to broaden the scope of

    application of the brand, using the merchandisingfunctional affinity criterion, and turning on the

    inestimable symbolicrelational value of the Moleskine brand, in which certain paradigms have

    been identified capable of meeting the current and potential needs of the market segment of

    Moleskine users for application of the brand outside the existing product concepts.

    Among R&D activities, efforts continued to be focused on designing and developing new products

    in the current merchandise category and designing and realising products in the new merchandise

    categories of collections and new sales channels (including the Retail channel), showing the

    versatility of the Moleskine brand as capable of transferring to environments and business

    models different from traditional ones.

    PRINCIPAL RISKS AND UNCERTAINTIES FOR THE GROUPPRINCIPAL RISKS AND UNCERTAINTIES FOR THE GROUPPRINCIPAL RISKS AND UNCERTAINTIES FOR THE GROUPPRINCIPAL RISKS AND UNCERTAINTIES FOR THE GROUP The main business risks identified, monitored and, to the extent specified below, actively managed by the Group are as follows:

    Market risk arising from the fluctuation of interest rates, commodity prices and exchange rates between the Euro and the other currencies in which the Group deals;

    Credit risk arising from a possible default by a counterparty; and

    Liquidity risk arising from the absence of financial resources needed to meet financial obligations.

    For quantitative details of the analyses connected to the abovementioned risk, reference is made to note 16 Management of financial risks in the consolidated financial statements as of December 31, 2012. FINANCIAL INSTRUMENTSFINANCIAL INSTRUMENTSFINANCIAL INSTRUMENTSFINANCIAL INSTRUMENTS For information relating to financial instruments, refer to Note 6.10 Current and noncurrent financial liabilities in the consolidated financial statements as of December 31. MANAGEMENT AND COORDINATIONMANAGEMENT AND COORDINATIONMANAGEMENT AND COORDINATIONMANAGEMENT AND COORDINATION As of December 31, 2012 the share capital was 84.78% held by Appunti and the remaining was 15.22% held by Pentavest, whose shares are held in trust by Istifid.

  • Moleskine Group

    Management report 2012 Pagina 22

    The company considers that it is not subject to management and coordination by Appunti as: i) the Company is totally autonomous in its dealings with customers and suppliers, with no interference by anyone outside the Company, ii) Appunti has no central financial role with the Company, iii) the main decisions regarding management of the Company and its subsidiaries are taken within the Company itself, iv) the company's Board of Directors is responsible for scrutinising and approving strategic, industrial and financial proposals and the budgets of the company and the Group, the scrutiny and approval of the Group's organisational structure, the evaluation of the adequacy of the organisation, administration and accountancy of the Company and of the Group.

    RELATEDRELATEDRELATEDRELATEDPARTY TRANSACTIONSPARTY TRANSACTIONSPARTY TRANSACTIONSPARTY TRANSACTIONS The details related to the financial position, profit and loss impact and cash flow balances associated with the Groups transactions with related parties are reported in Note 8 Relatedparty transactions in the consolidated financial statements as of December 31, 2012.

    RISK RISK RISK RISK OF VIOLATION OF INTELLECTUAL PROPERTY RIGHTSOF VIOLATION OF INTELLECTUAL PROPERTY RIGHTSOF VIOLATION OF INTELLECTUAL PROPERTY RIGHTSOF VIOLATION OF INTELLECTUAL PROPERTY RIGHTS

    The Company continued to invest in measures to protect the Moleskine brand, and the same

    policy was applied to the web, intensifying monitoring and surveillance of active sites and

    domains relating to products/services that are identical and/or similar to Moleskines, increasing

    the number of applications to register and/or purchase domain names containing the word

    Moleskine, so as to acquire direct control, preventing the undue exploitation of a registered

    trademark and the possible dissemination of content that is not in line with the values of the

    brand and could potentially threaten its image.

    Attention has also been focusing on copyright infringements through AdWords in the countries

    where such violations can be fought in court.

    Finally, it should be noted that in order to protect the content of technological innovation of

    certain new products, specifically the Smart Notebook and the Postal notebook, Moleskine is in

    the process of obtaining the related patent for invention, giving Moleskine full exclusive rights to

    use those products for the entire period of protection offered by the patent.

    ENVIRONMENT AND PERSONNELENVIRONMENT AND PERSONNELENVIRONMENT AND PERSONNELENVIRONMENT AND PERSONNEL

    With reference to investment in measures to protect and enhance environmental resources, it

    should be noted that Moleskine holds two certificates under the chain of custody standards (FSC

    Forest Stewardship Council and PEFC Programme for Endorsement of Forest Certification

    schemes) that guarantee the traceability of woodbased raw materials in the transformation

    process, maintaining an unequivocal origin from certified forests and guaranteeing high

    standards of protection of the environmental, social, and economic characteristics of forests.

  • Moleskine Group

    Management report 2012 Pagina 23

    Moreover the Company continued to invest in the environmental sustainability project, started in

    2011, with a view to communicating both internally and externally the attention to be paid to the

    guidelines of so called green procurement, through the use of environmental parameters in the

    Companys procurement procedures.

    The Company continuously supports the activities of FAI, Fondo per lAmbiente Italiano, through

    exhibitions and donations. In detail, the publications The Hand of the Architect/Designer/Graphic

    Designer are sold in final auctions whose proceeds are donated to FAI for conservation projects

    and projects with a high environmental value.

    Also in terms of contractual arrangements, it should be noted that all new general terms of

    procurement agreed with the key goods suppliers include a requirement of certification of the

    entire production chain with regard to working conditions, specifically in relation to health and

    safety, child labour, forced labour (exploitation), the legality of employment contracts, and the

    environment, in conformity with the international Social Accountability standard SA8000, as

    updated from time to time and in effect.

    The abovementioned general terms of procurement, in addition, require all products to be in

    compliance with the EUs R.E.A.C.H. regulations and other international regulations applicable to

    the registration, evaluation, authorisation and restriction of chemicals contained in the products

    imported into our sales territories.

    Finally, during the year no serious workplace accidents, deaths, charges for damages from

    occupational diseases of employees or former employees were reported, nor was the Group sued

    for other personnelrelated claims.

    During the year there were no occurrences of damage caused to the environment and group

    companies did not receive any fines or final sentences for environmental offences or damages.

    TREASURY SHARES AND SHARES IN PARENT COMPANIESTREASURY SHARES AND SHARES IN PARENT COMPANIESTREASURY SHARES AND SHARES IN PARENT COMPANIESTREASURY SHARES AND SHARES IN PARENT COMPANIES As of December 31, 2012 Group companies did not hold, and had not purchased or sold during the year, either directly or through others, any treasury shares or shares in parent companies.

    COMPLIANCECOMPLIANCECOMPLIANCECOMPLIANCE WITHWITHWITHWITH PRIVACYPRIVACYPRIVACYPRIVACY CODECODECODECODE REQUIREMENTSREQUIREMENTSREQUIREMENTSREQUIREMENTS

    Pursuant to Annex B, item 26, of Legislative Decree No. 196/2003 Personal data protection code

    (the Privacy Code), The board of directors states that the Company has adopted measures to

    protect personal information, in compliance with the provisions of the Privacy Code, in the manner

    and timeframe set out therein. In detail, the Security Policy Document, which can be freely

    consulted at the companys registered office, is kept updated by the person in charge of data

    processing in compliance with the requirements of the Privacy Code.

  • Moleskine Group

    Management report 2012 Pagina 24

    LEGISLATIVE DECREE NO. LEGISLATIVE DECREE NO. LEGISLATIVE DECREE NO. LEGISLATIVE DECREE NO. 231/01231/01231/01231/01

    The Company has adopted an organisation, management and control model in compliance with

    the provisions of Legislative Decree No. 231/2001, designed to ensure correctness and

    transparency in the Companys operations, to safeguard the position and image of the Company

    and Group entities, the expectations of its shareholders and the work of its employees. Moreover,

    the Company has adopted an Ethics Code and has appointed a Supervisory board responsible for

    monitoring the effectiveness of the aforementioned model.

    ARTICLEARTICLEARTICLEARTICLE 36363636 OFOFOFOF THETHETHETHE MARKETMARKETMARKETMARKET REGULATIONSREGULATIONSREGULATIONSREGULATIONS It should be noted that Moleskine America is an entity established and regulated by the laws of a

    nonEuropean Union member state (specifically, by the federal laws of the United States of

    America and by the laws of the State of New York) and is of significant importance to the Group

    pursuant to article 151 of the Issuers Regulations. Accordingly, with reference to Moleskine

    America, the Company has adopted the necessary measures, in terms of governance and the

    administrativeaccounting system, to comply with the provisions applicable to listed issuers that

    control companies established and regulated by the laws of nonEuropean Union Member States

    pursuant to article 36 of Consob Regulation 16191/2007.

    Moleskine Asia and Moleskine Shanghai are not of significant importance to the Group pursuant

    to article 151 of the Issuers Regulations because their total assets are below 2% of the groups

    total assets as per the consolidated financial statements as of 31 December 2012 and their

    revenues are below 5% of the Groups consolidated revenues for the year ended 31 December

    2012.

    SIGNIFICANT EVENTS SUBSEQUENT TO THE CLOSING DATESIGNIFICANT EVENTS SUBSEQUENT TO THE CLOSING DATESIGNIFICANT EVENTS SUBSEQUENT TO THE CLOSING DATESIGNIFICANT EVENTS SUBSEQUENT TO THE CLOSING DATE

    Please refer to Note 15 Material events after the reporting period in the consolidated financial statements as of December 31, 2012.

  • Moleskine Group

    Management report 2012 Pagina 25

    FUTUREFUTUREFUTUREFUTURE OUTLOOKOUTLOOKOUTLOOKOUTLOOK

    The outlook for 2013 is for further growth in revenues and operating results.

    The key drivers of growth for 2013 are expected to be:

    a) An improvement in brand visibility. Following the results achieved in 2012, in 2013

    Moleskine will continue using 3 formats of instore events, to which a fourth dedicated to

    analoguedigital connections will be added (#MyAnalogCloud). Moreover, online activities

    will be developed further, after extending the Moleskine app to the Android and Windows 8

    platforms, as well as iOS, with features suitable to start an offering of paying services, in

    addition to the free services.

    b) A broadening of the product range. In the Paper area new products will continue to be

    introduced with an impact on revenues that is expected to be in line with 2012. Of note are

    the launch of a colour line in the Classic collection and two particularly awaited Limited

    Editions: Mickey Mouse and Hobbit 2. The WTR collections will see a further consolidation

    of the offering range, designed to gradually achieve gradually the distribution targets which

    we have established.

    c) B2C indirect distribution. We will continue expanding our indirect distribution network,

    mainly in America and Asia. We will also continue, in all geographical areas, expanding our

    network of corners and dedicated spaces.

    d) B2C direct distribution

    a. Ecommerce. In 2013 Moleskines ecommerce revenues will benefit from a further

    expansion of activities in Asia and Latin America, from a further increase in

    expenditure to develop traffic in the geographical areas already covered and from a

    change in the perimeter of outsourced activities that will make it possible to increase

    profit margins in the second half of the year. In addition, the offering of printon

    demand services, launched in 2012 for certain photo book formats, will be gradually

    extended to the entire range of Moleskine products.

    b. Retail. Based on the satisfactory results of new direct store openings during 2012 in

    Italy and China, during 2013 we will start rolling out the formats tested in Europe,

    the US and China.

    e) B2B.The Custom Edition business will continue growing thanks to a further strengthening

    of the sales structure in all geographical areas.

  • Moleskine Group

    Management report 2012 Pagina 26

    From an operating perspective, we are successfully continuing the start of production with new

    suppliers, from which we expect a gradually increasing contribution to the further improvement of

    profit margins.

    Milan, 22nd February 2013

    For the Board of Directors

    The Chairman

    Mr. Carlo Bosello

  • Moleskine Group

    CONSOLIDATED STATEMENT OF FINANCIAL POSITIONCONSOLIDATED STATEMENT OF FINANCIAL POSITIONCONSOLIDATED STATEMENT OF FINANCIAL POSITIONCONSOLIDATED STATEMENT OF FINANCIAL POSITION As of December 31, 2012 and 2011As of December 31, 2012 and 2011As of December 31, 2012 and 2011As of December 31, 2012 and 2011

    In thousands of EuroNoteNoteNoteNote 2 0 122 0 122 0 122 0 12

    of which with

    related parties2 0 112 0 112 0 112 0 11

    of which with

    related parties

    Property, plant and equipment 6.1 2.216 1.381

    Goodwill and trademarks 6.2 76.751 76.513

    Other intangible assets 6.3 1.967 838

    Other noncurrent assets 6,4 289 188

    Total noncur rent assetsTotal noncur rent assetsTotal noncur rent assetsTotal noncur rent assets 8 1.2 2 38 1.2 2 38 1.2 2 38 1.2 2 3 7 8 .92 07 8 .92 07 8 .92 07 8 .92 0

    Inventories 6,5 12.284 8.903

    Trade receivables 6,6 16.321 12.194

    Other current assets 6,7 1.836 226

    Cash and cash equivalents 6,8 7.208 3.001

    Total cur rent assetsTotal cur rent assetsTotal cur