BOLOGNA, Italy, February 15 /PRNewswire-FirstCall/ --
01/01/05-31/12/05 01/01/04-31/12/04 Var% Revenues 320.8 363.4
-11.7% EBIT (33.6) 9.2 n.a. Net result (41.5) (3.5) n.a. Net Debt
(137.0) (154.0) n.a. (Million Euro) The Board of Directors of
Ducati Motor Holding S.p.A. (Borsa Italiana: DMH; NYSE: DMH)
approved today the 2005 full year group financial results, which
reflect the new strategic direction following recent market
developments and unsatisfactory company results. The key elements
in the new strategy are a concentration in the high end of the
market, with particular emphasis on improving margins, generating
cash flow and reducing the company's structural costs. To support
the strategic restructuring process, the following have been made
available: - a Euro 13.0 million restructuring reserve accrual and
extraordinary devaluations for a total of Euro 17.0 million - a
capital increase to be offered to shareholders by way of
subscription rights, of up to a total of Euro 80.0 million, for
which the Board of Directors intend to exercise the power granted
in the Extraordinary Shareholders Meeting on January 26, 2006.
Moreover, agreement was reached between the participating banks,
who gave their consensus to the changes to the existing syndicated
financing contract as requested by the company and in order to
carry out the capital increase and the transfer of the relative
majority stake. This consensus is subject to the acquisition by
InvestIndustrial Holdings S.A. of 30% less one share of capital
stock, and the latter's commitment to subscribe to said increase in
proportion to its own share and the subscription by Unicredit Banca
Mobiliare by May 31, 2006 to form a syndicate of stand-by
underwriters who will subscribe to any shares that may remain
unsubscribed. With reference to the transfer of the above stake,
Texas Pacific Group communicated on December 2, 2005 that a
preliminary non-binding agreement with InvestIndustrial Holdings
S.A. had been signed, and which, to date, has not yet been
finalised. The Group's financial results are detailed below.
Revenues for 2005 were Euro 320.8 million, down 11.7% compared to
2004. This was due to the reduction in motorcycle volumes, combined
with an unfavourable mix. Revenues from motorcycles for the period
decreased 13.1% to Euro 247.2 million and accounted for 77.1% of
total revenues. Motorcycle-related products, including spare parts,
accessories and apparel, were Euro 70.4 million, down by 3.8% over
previous year. Gross margin for 2005 amounted to Euro 58.5 million
or 18.2% of revenues versus Euro 86.7 million or 23.8% last year,
caused by a reduction in motorcycle volumes, a negative product mix
and as well as extraordinary devaluation of approximately Euro 15.0
million. Operating result (EBIT) amounted to a loss of Euro 33.6
million versus Euro 9.2 million profit in 2004, due to the
above-mentioned factors. At EBT level, the result was a loss of
Euro 41.0 million versus a profit of Euro 5.4 million due to lower
EBIT and the above-mentioned factors. Net result for the period was
a loss of Euro 41.5 million compared to a loss of Euro 3.5 million
in 2004. Company net debt at December 31, 2005 was Euro 137.0
million versus Euro 154.0 million at December 31, 2004. For 2005,
unofficial Ducati registrations were down by 3.5% on last year.
Registrations in the US were up by 25.7%, in the non-subsidiary
countries by 4.5%, and in France by 1.5% Registrations were down in
Benelux (-17.2%), the U.K. (-16.2%), Germany (-15.2%), Italy
(-14.7%) and in Japan (-5.5%). As of December 31, 2005, the Company
owned 1,844,669 shares, equivalent to Euro 1,708,163 or 1.15% of
its stock capital. The Board of Directors also approved the project
of the financial statements of Ducati Motor Holding S.p.A., a
stand-alone company, which registered a net loss on December 31,
2005 of Euro 46.7 million and a net equity of Euro 134.6 million.
Lastly, the Board of Directors of Ducati Motor Holding S.p.A. has
convened an Ordinary Shareholders Meeting for March 20, 2006 in
first call and on March 22, 2006 in second call to approve the
financial statements as of December 31, 2005 and present the
Group's consolidated financial statements as of December 31, 2005.
Given that from this Ordinary Meeting, the Company's adoption of
the one-tier corporate governance system, as resolved by the
previous Shareholders Meeting on May 5, 2005, will come into
effect, shareholders are also called to appoint the new Board of
Directors through a cumulative voting system. Founded in 1926,
Ducati develops racing-inspired motorcycles characterized by unique
engine features, innovative design, advanced engineering and
overall technical excellence. The Company produces motorcycles in
six market segments which vary in their technical and design
features and intended customers: Superbike, Supersport; Monster,
Sport Touring, Multistrada and Sport Classic. The Company's
motorcycles are sold in more than 60 countries worldwide, with a
primary focus in the Western European and North American markets.
Ducati has won thirteen of the last fifteen World Superbike
Championship titles and more individual victories than the
competition put together. For more information about the Company,
please visit our web site at http://www.ducati.com/ This press
release contains statements that are forward-looking and are
subject to a number of risks and uncertainties that could cause
actual results to differ materially from those anticipated, as
described in documents previously filed by the Company with CONSOB
and with the U.S. Securities and Exchange Commission. These
materials are not an offer of securities for sale in the United
States. The securities may not be offered or sold in the United
States absent registration with the United States Securities and
Exchange Commission or an exemption from registration under the
U.S. Securities Act of 1933, as amended. Any public offering of the
company's securities to be made in the United States will be made
by means of a prospectus that may be obtained from the company and
that will contain detailed information about the company and its
management, including financial statements. Ducati Motor Holding
Group Net Sales and Shipment Data Twelve Months Ended Twelve Months
Ended December, December, 31 December, 31 December, 31 31 2005 2004
2005 2004 Net Revenues (Euro in thousands, US$ in thousands)
Motorcycles EUR 247,236 EUR 284,566 $ 291,664 $ 335,703 Spare
Parts, 70,397 73,191 83,047 86,343 Accessories, Apparel Other 3,215
5,602 3,793 6,609 Total Net Revenues EUR 320,848 EUR 363,359 $
378,504 $ 428,655 Ducati Units Motorcycle shipments: % Change North
America 7,070 5,298 33.4% Main European 18,158 21,862 (16.9%)
market Japan 2,575 2,351 9.5% Rest of World 6,733 7,049 (4.5%)
Total 34,536 36,560 (5.5%) Motorcycle product % Change mix:
Superbike 6,094 10,213 (40.3%) Supersport 1,030 1,426 (27.8%) Sport
Naked 16,585 18,026 (8.0%) Sport Touring 1,397 2,997 (53.4%)
Multistrada 6,156 3,898 57.9% Sport Classic 3,274 0 n.a. Total
34,536 36,560 (5.5%) Unofficial Motorcycle % Change Registrations:
North America 7,040 5,600 25.7% Main European 18,961 21,752 (12.8%)
market Japan 2,754 2,914 (5.5%) Rest of World 5,876 5,621 4.5%
Total 34,631 35,887 (3.5%) Ducati Motor Holding Group Profit &
Loss (Euro in thousands, US$ in thousands, except for shares)
Twelve Months Ended Twelve Months Ended December, December, 31
December, 31 December, Percent 31 31 2005 2004 2005 2004 Change
Revenues (net) EUR320,848 EUR363,359 $ 378,504 $ 428,655 (11.7%)
Cost of goods (262,392) (276,708) (309,544) (326,432) sold Gross
Margin 58,456 86,651 68,960 102,223 (32.5%) Other operating 34,184
30,810 40,327 36,347 revenues SG&A expenses (111,298) (107,054)
(131,298) (126,292) Other operating (1,978) (1,226) (2,333) (1,446)
income and expenses Restructuring (13,000) 0 (15,336) 0 Reserve
Operating result (33,636) 9,181 (39,680) 10,832 Financing
expense,(7,315) (3,826) (8,630) (4,514) net Profit/(loss) (40,951)
5,355 (48,310) 6,318 before income taxes and min.interest Income
Tax (511) (8,824) (603) (10,410) Net Result (41,462) (3,469)
(48,913) (4,092) including minority interests Minority Interests
(1) (11) (1) (13) Net Result for (41,463) (3,480) (48,914) (4,105)
the Group Shares 159,360,037 158,826,407 159,360,037 158,826,407
outstanding Note: On December 31, 2005 US$1 = 0,8477 Euros Ducati
Motor Holding Group Consolidated Balance Sheet (Euro in thousands)
Period ended Period ended 31/12/2005 31/12/2004 EUR 000 % EUR 000 %
Current assets Cash and cash 53,017 49,327 equivalents Trade
receivables 102,232 118,622 Inventories 81,380 92,293 Other current
9,217 25,787 assets Total current 245,846 53.1% 286,029 56.9%
assets Non-current assets Property, plant and 66,556 70,288
equipment Goodwill and intangible 86,050 86,050 assets with an
indefinite life Other intangible 39,665 38,268 assets Equity
investments 20 20 Prepaid taxes 24,662 21,665 Other non-current 386
403 assets Total non-current 217,339 46.9% 216,694 43.1% assets
Total assets 463,185 100% 502,723 100% Current liabilities Due to
banks 64,148 151,080 Trade payables 85,203 77,463 Due to tax 5,537
8,298 authorities Other current 20,202 15,936 liabilities
Provisions for charges - 18,621 4,726 current portion Total current
193,711 41.8% 257,503 51.2% liabilities Long-term liabilities
Long-term debt 125,824 63,782 Provisions relating to 9,669 8,482
employees Deferred taxation 13,697 12,207 Due to tax - 1,292
authorities Provisions for charges - 1,525 1,663 long-term portion
Total long-term 150,715 32.5% 87,426 17.4% liabilities Total
liabilities 344,426 74.4% 344,929 68.6% Shareholders' equity Share
capital 82,867 82,590 Reserve 69,998 69,085 Gain / Loss 7,341 9,572
Net results for (41,464) (3,469) the period Total Group
shareholders' 118,742 25.6% 157,778 31.4% equity Minority interest
17 16 Total Shareholders 118,759 157,794 equity Total liabilities
and 463,185 100% 502,723 100% shareholders' equity Ducati Motor
Holding Group Consolidated Balance Sheet (US$ in thousands) Period
ended Period ended 31/12/2005 31/12/04 $ 000 % $ 000 % Current
assets Cash and cash 62,544 58,191 equivalents Trade receivables
120,603 139,938 Inventories 96,004 108,878 Other current 10,873
30,421 assets Total current 290,025 53.1% 337,428 56.9% assets
Non-current assets Property, plant 78,516 82,919 and equipment
Goodwill and 101,513 101,513 intangible assets with an indefinite
life Other intangible 46,793 45,145 assets Equity investments 24 24
Prepaid taxes 29,094 25,558 Other non-current 455 475 assets Total
non-current 256,395 46.9% 255,634 43.1% assets Total assets 546,419
100% 593,062 100% Current liabilities Due to banks 75,675 178,229
Trade payables 100,514 91,383 Due to tax 6,532 9,789 authorities
Other current 23,832 18,800 liabilities Provisions for 21,967 5,575
charges - current portion Total current 228,521 41.8% 303,776 51.2%
liabilities Long-term liabilities Long-term debt 148,435 75,244
Provisions 11,407 10,006 relating to employees Deferred taxation
16,158 14,401 Due to tax - 1,524 authorities Provisions for 1,799
1,962 charges - long-term portion Total long-term 177,798 32.5%
103,136 17.4% liabilities Total liabilities 406,319 74.4% 406,913
68.6% Shareholders' equity Share capital 97,758 97,431 Reserve
82,577 81,500 Gain / Loss 8,660 11,292 Net results for (48,915)
(4,092) the period Total Group 140,080 25.6% 186,131 31.4%
shareholders' equity Minority interest 20 19 Total Shareholders
140,100 186,150 equity Total liabilities 546,419 100% 593,062 100%
and shareholders' equity Ducati Motor Holding Group Consolidated
Statements of Cash Flow (Euro in thousands) Period Period ended
ended 31/12/05 31/12/04 EUR 000 EUR 000 Cash flow generated by
operating activities Net profit (loss) for (41,464) (3,469) the
year Conversion reserve 1,799 (987) Adjustments to reconcile net
profit (loss) with the movements of funds generated by (used in)
operating activities - Non cash items for 1,238 557 stock options -
Amortisation 24,094 27,330 - Devaluation 9,270 - - Taxes paid 4,230
5,268 Change in operating assets and liabilities - Working capital
35,043 (6,293) - Effects of IAS 39 and (994) - 32 adoption from 1
January 2005 - Other current assets 1,570 2,517 - Other current
4,266 6 liabilities - Due to tax (8,283) (7,890) authorities -
Deferred tax 1,490 - liabilities (net) - Deferred tax assets
(2,997) 5,833 (net) - Employee benefits 1,187 711 - Provisions for
757 charges - Restructuring 13,000 (140) Reserve Net cash generated
by operating activities (A) 44,206 23,443 Cash flow (used in)
generated by investing activities Net change in property, (10,928)
(10,613) plant and equipment Net change in intangible (20,455)
(15,099) fixed assets Disposal from property, 354 219 plant and
equipment Other fixed assets 17 139 Net cash used in investing
(31,012) (25,354) activities (B) Cash flow generated from operating
activities, net of cash used in investing activities (A-B) 13,194
(1,911) Cash flow (used in) generated by financing activities
Change in short-term and (13,248) 9,724 long-term debt Interest
3,358 7,290 Change in minority 1 16 interests Increase in share
capital 385 235 and reserves Change in cash generated by (9,504)
17,265 financing activities Increase (decrease) in cash on hand,
bank deposits and securities 3,690 15,354 Cash and cash
equivalents, 49,327 33,973 beginning of year Cash and cash
equivalents, 53,017 49,327 end of period/ year Ducati Motor Holding
Group Consolidated Statements of Cash Flow (Dollar in thousands)
Period ended Period ended 31/12/05 31/12/04 $ 000 $ 000 Cash flow
generated by operating activities Net profit (loss) for the
(48,915) (4,092) year Conversion reserve 2,122 (1,164) Adjustments
to reconcile net profit (loss) with the movements of funds
generated by (used in) operating activities - Non cash items for
stock 1,460 657 options - Amortisation 28,424 32,241 - Devaluation
10,936 - - Taxes paid 4,990 6,215 Change in operating assets and
liabilities - Working capital 41,340 (7,424) - Effects of IAS 39
and 32 (1,173) - adoption from 1 January 2005 - Other current
assets 1,852 2,969 - Other current 5,033 7 liabilities - Due to tax
authorities (9,771) (9,308) - Deferred tax liabilities 1,758 -
(net) - Deferred tax assets (3,536) 6,881 (net) - Employee benefits
1,400 839 - Provisions for charges 893 - - Restructuring Reserve
15,336 (165) Net cash generated by operating activities (A) 52,150
27,656 Cash flow (used in) generated by investing activities Net
change in property, plant and (12,892) (12,520) equipment Net
change in intangible fixed (24,131) (17,812) assets Disposal from
property, plant and 418 258 equipment Other fixed assets 20 164 Net
cash used in investing (36,585) (29,910) activities (B) Cash flow
generated from operating activities, net of cash used in investing
activities (A-B) 15,565 (2,254) Cash flow (used in) generated by
financing activities Change in short-term and long-term (15,629)
11,471 debt Interest 3,961 8,600 Change in minority interests 1 19
Increase in share capital and 454 277 reserves Change in cash
generated by (11,212) 20,368 financing activities Increase
(decrease) in cash on hand, bank deposits and securities 4,353
18,113 Cash and cash equivalents, 58,191 40,078 beginning of year
Cash and cash equivalents, end of 62,544 58,191 period/ year Ducati
Motor Holding S.p.A. Profit & Loss (Euro in thousands) Period
Period ended ended 31.12.2005 31.12.2004 Revenues (net) 285,958
319,671 Cost of goods sold (254,072) (260,938) Gross Margin 31,886
11.2% 58,733 18.4% Other operating revenues 10,042 13,247 Sales
expenses (38,091) (47,309) G&A expenses (33,805) (19,138) Other
operating income and (1,261) (237) expenses Gain on brand disposal
- 23,000 Restructuring (13,000) - Reserve Operating Result (44,229)
(15.5%) 28,297 8.9% Financial revenues 1,644 1,337 Financing
expenses (8,281) (10,656) Exchange rate difference 851 3,833
Profit/(loss)before income taxes (50,016) (17.5%) 22,811 7.1% and
min.interest Income Tax 3,246 (11,251) Net Result including
minority (46,770) (16.4%) 11,560 3.6% interests Minority Interests
- - Net Result for the Group (46,770) (16.4%) 11,560 3.6% Ducati
Motor Holding Group Balance Sheet (Euro in thousands) Period ended
Period ended 31.12.2005 31.12.2004 % % Current assets Cash and cash
equivalents 21,693 17,559 Trade receivables 47,275 56,721
Intercompany receivables 75,853 101,893 Inventories 53,287 61,653
Other current assets 6,998 22,517 Total current assets 205,106
47.0% 260,343 52.7% Non-current assets Property, plant and
equipment 65,429 68,126 Goodwill and intangible 80,976 80,976
assets with an indefinite life Other intangible assets 39,961
38,257 Equity investments 26,530 34,009 Prepaid taxes 18,472 12,262
Other non-current assets 148 147 Total non-current assets 231,517
53.0% 233,778 47.3% Total assets 436,623 100% 494,121 100% Current
liabilities Due to banks 80,677 177,181 Trade payables 73,224
64,978 Intercompany payables 15,024 11,782 Due to tax authorities
2,681 5,570 Other current liabilities 11,533 8,659 Provisions for
charges - 24,418 4,692 current portion Total current liabilities
207,558 47.5% 272,863 55.2% Long-term liabilities Long-term debt
71,703 18,455 Provisions relating to 8,311 7,715 employees Deferred
taxation 12,960 10,993 Due to tax authorities - 1,292 Provisions
for charges - 1,525 1,663 long-term portion Total long-term
liabilities 94,498 21.6% 40,119 8.1% Total liabilities 302,056
69.2% 312,982 63.3% Shareholders' equity Share capital 82,867
82,590 Reserve 98,469 86,989 Net results for the period (46,770)
11,560 Total Group shareholders' 134,567 30.8% 181,139 36.7% equity
Minority interest Total Shareholders equity 436,623 100% 494,121
100% Ducati Motor Holding S.p.A. Statement of Cash Flow (Euro in
thousands) Period ended Period ended 31.12.2005 31.12.2004 EUR 000
EUR 000 Cash flow generated by operating activities Net profit
(loss) for the (46,769) 11,560 year Conversion reserve - -
Adjustments to reconcile net profit (loss) with the movements of
funds generated by (used in) operating activities - Non cash items
for stock options 1,029 558 - Amortisation 22,655 24,515 -
Devaluation 9,271 - - Taxes paid 3,879 3,656 Change in operating
assets and liabilities - Working capital 55,340 (23,117) - Effects
of IAS 39 and 32 (1,216) 4,466 adoption from 1 January 2005 - Other
current assets 519 (10,314) - Other current 2,874 (20,483)
liabilities - Due to tax authorities (8,086) (3,915) - Deferred tax
liabilities (6,210) 769 (net) - Deferred tax assets 1,967 6,129
(net) - Employee benefits 595 643 - Provisions for charges 6,614
(38) - Restructuring Reserve 13,000 - Net cash generated by
operating activities (A) 55,461 (5,571) Cash flow (used in)
generated by investing activities Net change in property, plant and
(10,370) (11,312) equipment Net change in intangible fixed assets
(20,688) (13,017) Disposal from property, plant and 124 - equipment
Decrease/Increase in equity 7,479 (341) investments Other fixed
assets - 133 Net cash used in investing activities (23,455)
(24,537) (B) Cash flow generated from operating activities, net of
cash used in investing activities (A-B) 32,006 (30,108) Cash flow
(used in) generated by financing activities Change in short-term
and long-term (31,327) 20,675 debt Financial activities - Credit -
15,000 Link Interest 3,070 7,280 Change in minority interests - -
Increase in share capital and 385 236 reserves Other fixed
financial assets - - Change in cash generated by financing (27,872)
43,191 activities Increase (decrease) in cash on hand, bank
deposits and securities 4,134 13,083 Cash and cash equivalents,
beginning 17,559 4,477 of year Cash and cash equivalents, end of
21,693 17,560 period/ year DATASOURCE: Ducati Motor Holding S.p.A.
CONTACT: For further information, please contact: Fabrizio Nardi,
Director, Investor Relations, Ducati Motor Holding S.p.A., Via
Cavalieri Ducati, 3, Bologna 40132, Italy, Main Tel: +39-051-6413
111, Direct Tel: +39-051-6413 213
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