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Graphics
ANNUAL
REPORT 2019
ANNUAL REPORT
Graphics
ACTIVITY REPORT
François Tesch
Executive Chairman
I am pleased to comment on excellent 2021 results and to
congratulate the whole team of Luxempart for its outstanding
performance. ese good results also had a very favorable
impact on the share price by reducing the discount versus net
asset value, thanks to improved communication to the outside.
Great aention was rther given to strengthening Luxempart's
investment team. ree young talents of dierent nationalities
were recruited over the year to develop inhouse investment
expertise, and a CFO and a senior executive with extensive
experience on the German private equi market should join
Luxempart shortly to complete the new executive team at
Group level. ese successl new recruitments also show
that Luxempart oers interesting career opportunities based
on its long-term investment strategy, with headquarters
in Luxembourg, but with a strong presence in its three
neighbouring countries, which represent its core markets for
direct investments.
I would also like to thank Jo Santino, member of the executive
commiee, for his outstanding contribution to our Group
for over 20 years. Jo has been instrumental in developing
Luxempart’s activities in France, Belgium and Italy, as well as
in seing up our strategy for nd investments.
ACTIVITY
REPORT
PORTFOLIO
STATEMENT OF GOVERNANCE
FINANCIAL STATEMENTS
STATUTORY ANNUAL ACCOUNTS
MESSAGE TO OUR SHAREHOLDERS
THE YEAR AT A GLANCE
TABLE OF CONTENT
Graphics
ACTIVITY REPORT
OUR INVESTMENT STRATEGY
In accordance with what we stand for, we thrive to deploy
our investment activity based on a two-pillar strategy.
Our core business is the Direct Investment activity, which
focuses on deploying an average € 50m per transaction
in growing, profitable companies located in our core
markets. Such investments target continuous growth
for the companies we invest in and long-term returns for
our shareholders. That is why we consider investments
over longer terms with no predefined exits. This is the
main differentiating factor to classic private equity funds
operating in our space.
Such investment projects can be realized in both public and
private companies under the form of leveraged buyouts or
growth capital investments (with no external debt) and
can grant Luxempart either minority or controlling stakes
in the company.
The strategy in the Direct Investment activity has been
developed many years ago, but has evolved as follows
since 2020. Given the size of our net asset value, it
was decided to increase the average investment ticket
to € 50m, with a lower limit at € 25m (but with a view
to increase investment over time), in order to have a
meaningful impact on our net asset value. Also, in order
to be able to actively create value, it was decided that all
portfolio companies, whatever capital stake Luxempart
holds in them, should grant us adequate governance
rights. Such rights should enable us to contribute to
shaping our portfolio companies’ strategy and to assess
its implementation in a timely and professional manner.
We are able to give active and hands-on support.
Over the year 2020, we have reviewed our portfolio under
the light of this revised strategy and have taken a number
of arbitrage decisions that will lead to a streamlining of
the portfolio.
Hence, our objective is to manage by the end of 2023
a more concentrated portfolio, composed of ca. 20
companies that all fit the above-mentioned criteria
and present recurring profitability, significant growth
prospects and good visibility. This portfolio will continue
to contain both public and private companies.
The second pillar of our strategy is the Investment
Funds activity.
Historically, this indirect investment activity was centered
on four long term relationships where Luxempart has
been among the cornerstone investors of these funds in
Belgium, Germany, France and Italy. Their investment
activity was to a large extent complementary to our Direct
Investment activity, which even resulted in Luxempart
sometimes co-investing alongside these partners.
For three of these funds, our intense and long-lasting
relationship, their performance, track-record and their
development perspectives have led us to continue to
actively support them in the future and possibly
support them with co-investments fitting our Direct
Investment strategy. It was also decided to
dedicate additional means to the Investment Funds
activity in order to allow it to double its size by 2025,
by re-investing proceeds received and by tapping into
existing cash reserves of Luxempart.
The target is to commit between € 75m and € 100m per
annum to 5-8 new funds. However, the overall objective of
the Investment Funds activity was set to become a means
of diversification, and not anymore to rely exclusively on
these historic relationships.
Thus, Investment Funds has started since late 2020
to internationalize its new commitments by focusing
essentially on North America and (more marginally) on
Asia. It not only commits investments to mid-cap buy-
out and secondary funds, but also diversifies to seek
investment opportunities in compelling earlier stage
venture and growth funds, sometimes complemented by
smaller, more passive co-investments.
SÉBASTIEN AARON
Senior Associate
PHILIPPE OBERSON
Associate
ALFONSO PALLAVACINI
Senior Investment Advisor
ALAIN HUBERTY
Investment funds team
Member of the Group
Executive Committee
CHRISTOPHER HEINRICH
Senior Associate
JEAN-PHILIPPE KAMM
Senior Investment Manager
JOHN PENNING
Managing Director
JO SANTINO
Investment funds team
Member of the Group
Executive Committee
LOUIS DE KERGOS
Senior Investment Manager
KEVIN LE FLOC'H
Investment funds team
Senior Associate
LAURENT ZANDONA
Investment funds team
Investment Director
NINA MAY
Senior Associate
SEBASTIAN REPPEGATHER
Head of listed Investments
OLAF KORDES
Managing Director
PHILIPPE THEISEN
Senior Investment Manager
OUR INVESTMENT TEAM
/ 12/ 11
PORTFOLIO
STATEMENT OF GOVERNANCE
FINANCIAL STATEMENTS
STATUTORY ANNUAL ACCOUNTS
MESSAGE TO OUR SHAREHOLDERS
THE YEAR AT A GLANCE
TABLE OF CONTENT
Graphics
ACTIVITY REPORT
Finally, it should be noted that at Luxempart level, a
significant portion of the NAV increase has translated into
cash. Indeed, the various exits from portfolio companies
have allowed us to register capital gains over NAV as of
December 31, 2020 in excess of € 122m. This means that
more than 26% of our increase in NAV is related to realized
transactions, and not only to portfolio revaluations.
The Investment Funds activity has also enjoyed very
strong growth in its NAV. On the one hand, the portfolio
is in a build-up phase, with total investments in 2021
amounting to € 60.8m. It has furthermore benefitted from
a strong revaluation of its portfolio lines that translate the
overall improvement in the economic environment.
In Investment Funds as well, 2021 was a year that has
seen a number of exits. In our Belgium-focused fund ICP,
the run-off has been pursued with two landmark exits
(Baobab and NMC) generating significant capital gains
and distributions. Within Armira, the sale of our portfolio
company Boxine to a listed SPAC renamed Tonies SE,
has contributed to a strong re-rating of the Armira funds
value, since Armira still holds a significant stake in Tonies.
Other funds have also had significant capital redemptions
contributing to the NAV growth of Investment Funds.
+42.9%
Performance Investment Funds
+27%
Performance Direct Investments
INVESTMENT ACTIVITY
In Direct Investments, we have deployed € 205.6m
in 2021, mainly across 4 investments. One, Sogetrel,
had already been committed to in late 2020, but was
completed in January 2021. We have also invested in iM
Global Partner in late April, Pflegebutler just before the
summer, and Evariste in November 2021. Furthermore, we
have also reinforced our position in two listed companies,
that are part of our cornerstone lines and to be held for
the long term: SNP and Technotrans.
All these investments fit our investment strategy as
described here before. They enjoy significant growth
perspectives, execute an active strategy to accelerate
such organic growth perspectives by an active acquisition
policy, and are well-managed, translating into recurring
profitability. These investments were made with a view
to commit to the long term, in sectors that show growth
perspectives based on secular trends that shape European
economies.
You will find hereafter a short description of each of these
new investments.
FIRST RESULTS OF THIS REVISED STRATEGY
DIRECT INVESTMENT ACTIVITY
In Direct Investments, the streamlining of the portfolio
is well underway. Alongside our growing investment
activity, we have initiated since 2020 not less than 16
sales processes. All these disposals were realized with
capital gains in line with our long-term IRR objective, and
the vast majority achieved valuations in excess of their
last known book value.
As of December 31, 2019, our Direct Investment portfolio
contained 43 lines
3
. As of December 31, 2021, this number
has been reduced to 33
4
, therein 6 new companies that
have been acquired in line with the above-mentioned
strategy (Enoflex and SNP in 2020, Sogetrel, iMGP,
Pflegebutler and Evariste in 2021).
There is still some streamlining to be performed to reach
our stated target of ca. 20 lines of Direct Investments by
the end of 2023, but a number of sale processes currently
under preparation, as well as one signed sale in February
2022 lead us to believe that this target is achievable.
The average value of our investments is increasing as
well. While at the end of 2019, only 8 portfolio companies
were valued above € 30m, this number has increased to
12 in late 2021.
Besides performing well in terms of financial results,
our portfolio is well balanced in terms of exposure to
industrial sectors, and is increasingly balanced between
our core markets (Belux, DACH and France).
INVESTMENT FUNDS ACTIVITY
The Investment Funds activity also applies its revised
strategy. In 2021, Luxempart has taken € 98.3m
5
of
commitments to new relationships. Only 18% of such new
commitments are to be deployed in Europe, the rest being
mainly in North America, Asia, or on a global scale.
Furthermore, the new commitments relate to 50%
buy-outs, 42% target growth equity investments while 8%
are dedicated to venture funds.
Thus, at the end of 2021, our cumulated commitments
(both invested and un-called) in Europe only represented
78% of total commitments (down from 89% in late 2019).
In terms of strategy, venture and growth funds now
represent 15.6% of cumulated commitments, up from
10.7% in late 2019.
MAIN EVENTS IN 2021
PORTFOLIO PERFORMANCE
Our NAV has shown a significant increase in 2021, by 27.4%
over 2020. Both activities contribute to this increase.
In Direct Investments, the significant increase is mostly
attributed to the strong operational performance of our
portfolio companies. In 2021, our portfolio companies
have grown their key financial aggregates
6
by a strong
31.4%. This growth rate is higher than the overall growth
in our NAV, and shows that the increase stems mainly from
operating performance. Indeed, the average valuation
multiple for the Direct Investment portfolio stands at
10.3x EBITDA 2021, a multiple that can be considered
as reasonable, given the prevailing market environment.
It should be noted that this multiple does not include the
listed lines within this portfolio.
Besides the significant growth in profitability from our
portfolio, such increase has also led to a significant
cashflow generation in the portfolio. Even though some
portfolio companies increase their indebtedness, most
instances can be explained by acquisition opportunities
seized in 2021. A significant majority of our portfolio
companies have reduced their net debt or affected their
cashflow in projects that should allow to seize future
opportunities.
3/ Including 7 companies managed in the Investment Fund activity, but within funds over which Luxempart exercises at least co-control:
Bravo Capital Partners I and ICP
4/ Not counting 2 lines, Marlink and Vivalto, where closing of transaction will only occur in 2022
5/ excluding € 67m taken with Armira and Bravo Capital Partners in the past and which were
contractually formalised in 2021
6/ EBITDA, except for companies in the financial services sector, where the computation is based on operating result
/ 14/ 13
PORTFOLIO
STATEMENT OF GOVERNANCE
FINANCIAL STATEMENTS
STATUTORY ANNUAL ACCOUNTS
MESSAGE TO OUR SHAREHOLDERS
THE YEAR AT A GLANCE
TABLE OF CONTENT
Graphics
ACTIVITY REPORT
HELPING AN OUTSTANDING MANAGEMENT TEAM
GAIN STABILITY AND SUPPORT INTERNATIONAL
EXPANSION
• Sogetrel is a leading French player in the design, building
and maintenance of telecom networks
• In addition to this activity, and based on its core
competencies, it has diversified in fast-growing service
segments centred on electronic security and “smart
city” initiatives
JOIN TWO OUTSTANDING INVESTORS IN A
GLOBAL, FAST-GROWING FINANCIAL SERVICES
COMPANY
• iMGP is a global distribution platform for top-performing
asset management products. It selects entrepreneurial
asset managers and invests in them through minority
stakes
• Then it distributes them on its own platform and increases
their revenues by adding Assets Under Management
SUPPORT AN ENTREPRENEURIAL FAMILY OWNED
COMPANY IN ACHIEVING NATIONAL COVERAGE
AND PREPARE FOR INTERNATIONALISATION
Evariste is a French multi-solutions construction Group
organised as a federation of SMEs. It provides services
related to:
• infrastructure works
• green spaces management
• specialised interim for the construction industry and
• hygiene and cleaning services
INVESTING IN THE NATIONWIDE ROLL-OUT OF A
LEADING REGIONAL CARE OPERATOR
IN GERMANY
• PflegeButler is a leading regional ambulatory care
operator offering an innovative alternative care-model
consisting of serviced living and ambulatory day-care,
all under the same roof
• The model combines high-quality service preserving
self-determined life and highest quality of care normally
offered only in nursing homes
INVESTMENT THESIS
• Strong past growth due to roll-out of fibre optic networks.
Future growth to come from 5G mobile networks
• Significant growth perspectives in diversifications with
important commercial synergies
• Potential for internationalisation through buy-and-build
• Unlock “entrepreneurial motivation” of the management
team that is now majority shareholder in the business
INVESTMENT THESIS
• Asset Management follows secular growth trends
(ageing population, financing of retirement models)
• iMGP has a strongly differentiating business model,
fostered by Eurazeo and Amundi
• Allows to enter into symbiotic relationship: iMGP
increases Assets Under Management of Partner through
distribution capacities and Partner increases iMGP’s top
performing product range
• Target to attract 6-10 Partners over the coming 5 years
and deploy additional capital
INVESTMENT THESIS
• Cyclical business but with strong development
prospects due to large infrastructure projects in France
2024 Olympics, Grand Paris...
• Luxempart’s long term approach particularly suits
such cyclicality
• The group has based its development on federating
SMEs, by offering an alternative to large corporations
if an entrepreneur wants to sell. Long and successful
track record in acquisitions
• Luxempart is to support such strategy and will help
internationalisation through its network
INVESTMENT THESIS
• Grow organically by opening new homes
• Acquire and integrate another competitor and roll-out
PflegeButler business model
• Succeed a roll-out in several German regions
• Luxempart stake: 10.9%
• Luxempart investment: initially € 25m + up to € 15m
additional investment agreed
• Sales 2021: ca. € 850m
• Luxempart stake: 7.2%
• Luxempart investment: initially ca. € 25m + additional
investment for add-ons (ca. € 4m already deployed)
• AuM December 2021: ca. € 34.3 bn
• Luxempart stake : 40.0%
• Luxempart investment : € 86.8m
• Sales 2021 in excess of € 500m
• Luxempart stake: < 10 % (direct and indirect)
• Investment (direct and indirect): € 22m
• Sales 2021: ca. € 69.4m
/ 16/ 15
PORTFOLIO
STATEMENT OF GOVERNANCE
FINANCIAL STATEMENTS
STATUTORY ANNUAL ACCOUNTS
MESSAGE TO OUR SHAREHOLDERS
THE YEAR AT A GLANCE
TABLE OF CONTENT
Graphics
ACTIVITY REPORT
Luxempart has sold 11 companies in 2021, therein 8 totally.
All of these exits have generated capital gains in line if not above with our long-term IRR targets (12-15%). Furthermore,
all companies except one were sold at a positive mark-up towards the NAV recognised in our financial statements as
of December 2020. The only company sold at a lower valuation was done so at a discount of less than € 0.5m
Company Activity
Proceeds
(€m) Comment
ESG Mobility Division
Mobility Division of ESG Elektroniksystem
und Logistik GmbH, designing and
integrating electronic and IT systems in
vehicles
19.5
Sale of a division resulting in
a distribution to Luxempart
Tonies
Designer and manufacturer of Toniebox,
a screenless mobile audio system for
children
9.9
8
Partial exit following sale
to Tonies SE (formerly 468
SPAC). Luxempart remains
shareholder in the listed
entity, both directly and
via the Armira funds. Cash
proceeds equivalent to cost.
Stoll
German manufacturer of front-loaders for
construction and agricultural equipment
confidentiality
restrictions
Total sale to Agrostroj, a
Czech competitor. Additional
potential proceeds of € 2.0m
after end of representations
and warranty period (in
principle within 12 months)
SES
Leading worldwide operator of satellite
broadcasting infrastructure
3.5
Sale of our remaining
position as part of the
portfolio streamlining
process.
Zooplus
Leading European distributor of
pet food and accessories
117.6
Take-over by Hellman &
Friedman and EQT
Kaufman & Broad
Leading French real estate developer
focusing primarily on residential housing
20.1
Total exit as part of the
portfolio streamlining
process.
RTL
RTL
European media group
11.8
Total exit as part of the
portfolio streamlining
process.
Schaltbau
Leading supplier of technology for rolling
stock, rail infrastructure, automotive and
other industrial applications
69.9
Take-over by Carlyle
Investment Funds have taken on new commitments for
€ 98.3m across 9 new relationships
7
, and have deployed
€ 60.8m in 2021 in both existing and new relationships.
These investments were made across 12 funds and one
co-investment alongside a fund with which Luxempart
has a long-standing relationship.
As indicated in our strategy section, such deployments
are still predominantly in Europe, given the legacy
commitments that were solely focusing on Europe, but
over time, investments, and hence NAV will be more
balanced between geographies and investment strategies.
DIVESTMENT ACTIVITY
Both Direct Investments and Investment Funds have
contributed significantly to overall exit proceeds in 2021.
Total revenues from sales of companies in our Direct
Investment portfolio amount to € 284.3m. Investment
Funds is also progressing in the run-off of the ICP portfolio,
which has sold two companies in 2021, generating
proceeds of € 54.9m, and has enjoyed redemptions from
its other portfolio funds amounting to € 54.1m.
Most of the exits summarized in the table below are
related to processes at our own initiative, in the context
of the streamlining of our portfolio detailed hereabove.
However, the two biggest proceeds of the year are the
result of unsolicited offers made on listed companies in
our portfolio:
• In August, Zooplus was the target of a take-over bid by
funds advised by Hellman & Friedman, and subsequently
of a competing bid launched by EQT. In the end, both
bidders combined their efforts. Zooplus did not fit
our strategy anymore, but we felt that the group still
had significant development potential which was not
translated in the share price and were hence prepared
to keep the asset for a longer period. The combined
bid, valuing the company at € 3.8bn, crystallizes such
potential in our view and we thus decided to tender our
shares.
• At approximately the same time, funds advised by the
Carlyle Group approached us about a take-over bid they
wanted to launch on Schaltbau AG. Luxempart was the
largest anchor shareholder in the Group and headed
an acting in concert with two like-minded shareholder
groups. After having negotiated improved terms of the
financial conditions, we decided to tender our shares.
8/ Proceeds related only to our direct co-investment
7/ Excluding € 67m taken with Armira and Bravo Capital Partners in the past and which were contractually formalised only in 2021.
/ 18/ 17
PORTFOLIO
STATEMENT OF GOVERNANCE
FINANCIAL STATEMENTS
STATUTORY ANNUAL ACCOUNTS
MESSAGE TO OUR SHAREHOLDERS
THE YEAR AT A GLANCE
TABLE OF CONTENT
Graphics
ACTIVITY REPORT
Company Activity
Proceeds
(€m) Comment
TCM
Leading Nordic kitchen manufacturer and
distributor
9.2
Partial exit as part of the
portfolio streamlining
process.
NMC
European-wide manufacturer of industrial
goods (building materials, packaging,
consumer goods) based on synthetic
foams
Combined
ICP
proceeds
54,9
Sale of Luxempart stake to
the majority shareholder as
part of our run-off of Indufin
Capital Partners (ICP)
Baobab
Belgian manufacturer of luxury scented
candles and home perfumes, at the
crossroads of interior design and luxury
fragrances
Sale of the company to a
Belgian family office as part
of our run-off of Indufin
Capital Partners. Additional
potential proceeds of € 2.0m
after end of representations
and warranty period
(within 18 months)
In addition to these exits, Luxempart has signed or agreed two sales in the last quarter of 2021, which were, or will
be completed in 2022:
Company Activity
Proceeds
(€m) Comment
Marlink
Service provider in the global satellite
communication industry
confidentiality
restrictions
Sale of this co-investment
(alongside Apax Partners) to
Providence Equity. Closing
expected during first half of
2022.
Vivalto Home
Belgian nursing home operator with
more than 30 facilities
confidentiality
restrictions
Sale of the company
following the exercise of a
right of first offer by one of
our co-shareholders after
all shareholders had taken
the decision to put the
company up for sale. Closing
completed in January 2022.
The valuation of these two companies has been aligned in our accounts on the proposed valuation of the buying entities.
Please note that contrary to our initial publication regarding the sale of Marlink, we have taken the decision to not re-
invest in the new transaction led by Providence Equity. Luxempart was approached by one of its co-shareholders eager
to increase its exposure to Marlink. Since our re-investment would have been below our target investment volume, we
have decided to accommodate this entity. Hence, Luxempart will totally exit from Marlink upon closing of the transaction.
/ 20/ 19
PORTFOLIO
STATEMENT OF GOVERNANCE
FINANCIAL STATEMENTS
STATUTORY ANNUAL ACCOUNTS
MESSAGE TO OUR SHAREHOLDERS
THE YEAR AT A GLANCE
TABLE OF CONTENT
Graphics
ACTIVITY REPORT
ANNUAL
REPORT 2019
GLOBAL PERFORMANCE
Luxempart’s global performance is best measured by
the evolution per share of the total equity position and
the dividend paid to our shareholders. The total equity
position encompasses the accumulated value creation of
our portfolio over the past. The performance per share
includes the dividend of € 1.60 paid in 2021.
In order to compare its performance to the market,
Luxempart refers to the MSCI Europe Mid Cap Net Return
€ index. In order to flatten volatile market behaviour, it
is reasonable to compare the performance over a longer
period, e.g. 4 years. Such performance benchmark is also
applied to define the level of the long-term performance
bonus paid to Luxempart staff. The MSCI Europe Mid Cap
Net Return has been selected in line with the strategy to
invest in mid-cap in Europe with a focus on Continental
Europe. The current Investment Funds portfolio is also
mostly invested in Europe with an expected evolution
towards the US and Asia over the coming years.
13.5%
Annualized net asset
value per share increase
2011-2021
8.9%
Annualized Dividend
increase 2011-2021
15.8%
Annualized share price
increase 2011-2021
3.9%
Outperformance
of the 2018-2021
MSCI index
10%
Performance
2020
29.3%
Performance
2021
13.3%
Annualized Performance
2018-2021
/ 22/ 21
PORTFOLIO
STATEMENT OF GOVERNANCE
FINANCIAL STATEMENTS
STATUTORY ANNUAL ACCOUNTS
MESSAGE TO OUR SHAREHOLDERS
THE YEAR AT A GLANCE
TABLE OF CONTENT
Graphics
ACTIVITY REPORT
MAIN IFRS FINANCIAL INDICATORS
The financial statements of Luxempart have been prepared in compliance with the International Financial Reporting
Standards for the year ending 31 December 2021.
Main IFRS indicators (in € million)
31/12/2021
31/12/2020 Variation
Equity/NAV (group share)
€2,169m
€1,702m 27.4%
Net result
€499m
€157m 218.3%
Equity per share (€)
€107.78
€84.72 27.2%
The Group equity of Luxempart increased due to the
consolidated result of the year ending 31 December 2021
of € 499 m mainly composed of € 513 m from investment
activities (dividends received and capital gains/losses
realised from sales and unrealised increase of the fair
value of the portfolio lines) and € -12 m expenses on
ordinary activities (operating expenses, staff cost…).
In the statutory accounts of Luxempart (established
under Lux GAAP) the equity increased from € 1,131 m as
at 31 December 2020 to € 1,259 m as at 31 December
2021 and the net result increases over the same period
from € 68m to € 159m.
For more details, please refer to the IFRS Financial
Statements and the Statutory annual accounts.
DIVIDEND
The Board of Directors will propose to the Annual General
Meeting on 25 April 2022 to approve the payment of a
gross dividend of € 1.80 per share, compared to a
dividend of € 1.60 in 2020. This increase of dividends of
12.5 % is in line with the dividend policy applied since
1993. Assuming the approval of this proposal, the
dividend will be payable May 2022.
Dividend increase 2022:
12.5%
OWN SHARES
As at 31 December 2021, Luxempart holds a total of
574,735 own shares which corresponds to 2.8% of
the issued share capital for a book value of € 17m.
During the year, Luxempart sold 56,486 own shares for
€ 1.6m, mainly in the context of stock options exercised.
The General Meeting of Shareholders of 26 April 2021 has
authorized to buy back up to 30% of its own shares for
a price up to €100 per share. It expires at the General
Meeting of 25 April 2022 where it will be proposed to
extend the authorization.
STOCK PERFORMANCE
Luxempart’s shares are traded on the Luxembourg stock
exchange. In order to improve liquidity, KBC intervenes
as liquidity provider on an independent but remunerated
basis. It buys and sells Luxempart's shares on the market
in line with the market movements. During 2021, the stock
price increased by 52%.
SUSTAINABILITY
As stated in the Message to our shareholders,
Management and the Board of Directors have laid the
foundations for a clear sustainability policy and action
plan. It will be a journey requiring an assessment phase,
an engagement phase and an action phase. ESG is
becoming a core component of Luxempart’s operations.
Our ambition is not only to monitor and mitigate the risks
linked to climate change and social injustice but also to
enhance value creation through responsible sustainable
and societal behaviour. Our Sustainability framework
has been defined with the help of a consultant and in
a collaborative approach with our stakeholders. The
outcome results in 16 indicators which encompass
the most common and relevant environmental, social,
and governance standards. These indicators define our
priorities in corporate and portfolio ESG actions around
major themes such as planet, people and governance.
The sustainability framework also encompasses a code of
good conduct and an investment exclusion list. It is being
completed with procedures and reporting dashboards.
For more details please refer to the sustainability report
of this annual report.
In order to efficiently accompany this strategic challenge
for our Group, its governance has been adapted through
the creation of a Sustainability Committee. This
Committee gives guidance in terms of ESG strategy,
follows ESG regulatory evolutions and their impact on
Luxempart, follows private equity market adaptations to
ESG, validates the corporate and portfolio ESG action plan
and tracks achievements, reviews the yearly sustainability
report and finally validates all sustainability related
recommendations to the Board of Directors. Moreover, our
organisation has been adapted with resources allocated
to ESG monitoring.
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STATUTORY ANNUAL ACCOUNTS
MESSAGE TO OUR SHAREHOLDERS
THE YEAR AT A GLANCE
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ACTIVITY REPORT
RECENT POST CLOSING EVENTS
During the first months of 2022, Luxempart increased its
holdings in several lines and sold two portfolio companies.
The operations are the following:
• In January 2022 Luxempart sold its 12% stake in Vivalto
Home, a Belgian operator of senior care homes, to Vivalto
Vie, a French operator of senior care homes and realized
an IRR close to 20%.
• On February 28, Luxempart signed an agreement
with funds advised by Quadriga Capital Partners
to sell its 43.8% stake in Novotergum GmbH. The
transaction is expected to be closed before May 2022
but is still subject to approval by German anti-trust
authorities. Total proceeds should amount to 22.5m, in
line with Novotergum’s contribution to our NAV as of
December 31, 2021.
There have been no other significant events since 31
December 2021 that would impact the financial position
and performance of the Group.
IMPACT OF THE RUSSIAN INVASION OF UKRAINE
The invasion of Ukraine is an unbearable tragedy on our
continent and generates misery for millions of people.
The war and the economic sanctions it causes are not
expected to have a direct impact neither on our Company
nor on our portfolio companies as none are significantly
active in that region.
Nevertheless, energy and raw material prices are
expected to increase further. Current levels of inflation
might increase for a longer period. The business climate
might deteriorate and slow down growth. It is for the
time being difficult to measure precisely the effect
on our portfolio companies but it is probable that this
deteriorated environment will impact most businesses.
It has appeared that our companies turned out to be
resilient and well prepared for difficult situations. Indeed,
not all sectors will be impacted similarly by geopolitical
events and the diversity of our portfolio as well as the
strength of our main lines should allow us to resist to the
economic headwind.
OUTLOOK
Recent geopolitical tensions in Europe affecting the
rhythm and intensity of the economic recovery
make a reliable outlook challenging. It is therefore
hazardous to predict how the valuation of our portfolio -
and therefore indirectly our net result - will evolve in the
future.
Luxempart’s significant cash position, its diversified and
long-term oriented portfolio of Direct Investments and
Investment Funds as well as its committed team and
stable shareholder base reinforce resilience in difficult
times.
Our Board of Directors and our Shareholders are attached
to a stable dividend policy with prudent but constant
increase perspectives. Capital proceeds will be reinvested
to generate returns aiming at 15% p.a. over the mid term
reflected in steady increase of our total equity per share
and our share price.
MAIN RISKS AND UNCERTAINTIES
Luxempart faces specific risks due to the nature of its
activities. Each of its investments is exposed to particular
risks, mainly due to the business, location, regulation,
customer’s base and strategy decisions. Luxempart
implements governance rules and closely liaises with
the management of the major portfolio investments to
mitigate the risk factors.
A major risk of Luxempart on all levels of the group is the
market risk. All our assets are impacted by the evolution
of financial markets and macroeconomic indicators (stock
markets, comparable transactions of peer companies,
valuation multiples, interest rates…).
The liquidity risk is limited for Luxempart, as the Company
is not an investment fund submitted to exit constraints.
Our Group is a patient investor who is not driven by the
financial markets and its volatility cycles. Our investment
teams and our Audit, Risk, and Compliance Committee
closely follow the evaluation of the portfolio investments.
Investment and divestment decisions depend more on
specific company analysis than financial market or fund
investment cycles.
The financial risks (market, interest rate, foreign exchange,
credit and liquidity risk) are disclosed in the note 25 to
the Financial Statements. The Group management risk
system is described in more detail in the Statement of
governance section of this annual report.
RESEARCH AND DEVELOPMENT
Luxempart does not pursue any research and development
activities.
BRANCHES
Luxempart does not have any branch.
TRANSPARENCY
RESPONSIBILITY OF THE BOARD OF DIRECTORS
The Board of Directors’ responsibilities are determined
by law. In that regard, it is responsible for the true and
fair preparation and presentation of the annual financial
statements in accordance with Luxembourg law. The
Board of Directors considers that it has fully complied
with these obligations.
STATEMENT BY THE RESPONSIBLE PERSONS
Pursuant to the Law of 11 January 2008 regarding
transparency obligations relating to information on
issuers whose transferable securities are admitted for
trading on a regulated market, John Penning and Olaf
Kordes, Managing Directors, hereby certify in the name
and on behalf of the Board of Directors, that, to the best
of their knowledge:
• the financial statements, prepared in accordance with
applicable accounting standards, give a true and fair
view of the assets, liabilities, financial position and profit
or losss of Luxempart and the companies included in the
consolidation;
• the present management report contains a fair review
of the development of the business, the results and the
position of Luxempart and the companies included in the
consolidation, together with a description of the principal
risks and undertainties that they face.
LAW OF 19 DECEMBER 2002
The corporate governance statement required by the Law
of 19 December 2002 concerning the trade and company
register as well as the accounting and annual accounts
of companies (Article 68ter) is included in the dedicated
section of the present report.
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ACTIVITY REPORT
INFORMATION REGARDING PUBLIC TAKEOVER
OFFERS PURSUANT TO THE LAW OF 19 MAY 2006
Luxempart share capital amounts to € 51,750,000
represented by 20,700,000 fully paid-up ordinary
shares with no determined par value. There are no other
categories of shares, or options, or preferential rights
granting entitlement to the issue of shares in another
category that may have a dilutive effect on the number
of shares issued. The shares issued all enjoy the same
rights, in terms of their voting rights at Ordinary and
Extraordinary General Meetings, as well as of the dividend
voted by the shareholders at General Meetings. There are
no restrictions on the transfer of securities, or any special
rights of control granted to some holders of the securities.
No shareholders’ agreement that may entail restrictions
on the transfer of securities or on voting rights has been
entered into.
The Company’s shares are listed on the Luxembourg
Stock Exchange. Foyer Finance S.A., an unlisted financial
investment company, which represents the largest group
of companies of which the Company is a member, is the
beneficial owner of 10,434,240 shares in the Company,
or 50.4% out of a total of 20,700,000 shares issued.
Luxempart has arranged for a “Stock Option Plan” for the
members of the Management Committee and different
staff members. The Company freely decides whether
there are grounds to allot option rights every year. The
allotment of options is subject to a flat-rate tax model
when the options are granted. Where applicable, the option
rights are allotted annually depending on each individual’s
years of service and achievement of performance targets.
The option rights are subject to a lock-up period of four
years and must be exercised within a period of ten years
as from their allotment. The “Stock Option Plan” for the
members of the Management Committee is based on the
treasury shares held in the portfolio, in such a way that
no shares that would dilute shareholders’ interests are
issued.
The members of the Board of Directors are appointed
by the General Meeting of Shareholders, on the
recommendation of the Board of Directors, and once
the Board of Directors has gathered the opinion of the
Nomination and Remuneration Committee. They are
appointed for a maximum term of six years. The term
of office for Luxempart Directors is usually three years
and the expiry periods are staggered, in such a way
that roughly one third of the offices are renewed every
year. The Directors’ offices are renewable. In principle,
a Director’s office ends following the Annual General
Meeting of Shareholders that appoints their replacement.
The General Meeting of Shareholders may dismiss the
Directors at any time. In the event that a Director’s office
falls vacant, the Board of Directors may arrange for their
replacement, while nonetheless complying with the rules
governing the appointment of Directors. The shareholders
decide on the definitive appointment, in principle for the
remaining term of office of the Director who has been
replaced, at the next General Meeting of shareholders.
The Board of Directors, which is the body responsible for
the management of Luxempart, has the powers to take any
decisions and perform any measures that are necessary
or useful for the achievement of the Company’s corporate
purpose, except for the powers exclusively reserved for
the General Meeting of Shareholders by the law or the
Articles of Association. The Board of Directors’ task is to
ensure the long-term success of the Company and of its
business activities in the interests of the shareholders,
while considering the interests of other stakeholders
in the community in which the Company operates. The
Board of Directors is first and foremost responsible for the
strategic management of the Company and for monitoring
the conduct of its business affairs.
An Extraordinary General Meeting must be convened
in order to vote on any amendment to the Articles of
Association, as well as on any increase or decrease in the
share capital, except if the shareholders have previously
authorised the Board of Directors to increase the share
capital under determined conditions, which is the case for
Luxempart, where the authorised share capital amounts
to € 90 million. As at 31 December 2021, the authorised
capital amounts € 90 million. This authorisation will
expire on 24 April 2022.It is proposed to be renewed at
that date.
There is no agreement to which Luxempart may be party
that would be substantially amended, or even terminated
in the event that a public takeover offer occurs. Likewise,
no agreement has been entered into by the Company and
members of its Board of Directors or its staff providing
for compensation in the event of resignation or dismissal
without valid grounds, or in the event that their job is
terminated as the result of a public takeover offer.
ANNUAL
REPORT 2019
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FINANCIAL STATEMENTS
Alain Huberty
"e overall good business evolution of our portfolio
lines and investment nds as well as several successl
exits in our listed portfolio during 2021 allow us to
present an exceptional performance of 29% for our
shareholders. e nancial statements show the strong
evolution of all our key nancial indicators such as the
consolidated equi now exceeding the € 2bn mark"
CONSOLIDATED
FINANCIAL
STATEMENTS
at 31 December 2021
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FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
FOR THE YEAR ENDED 31 DECEMBER 2021
in thousands of €
Notes 31/12/2021 31/12/2020
Dividends income 6 50,179 47,364
Net gains / (losses) on financial assets 10 462,780 120,490
Profit on investments activities 512,959 167,854
Services / recovery of services 2,148 2,433
Staff costs 5 -7,528 -6,311
Operating expenses 4 -6,569 -6,362
Depreciation and amortisation of non-current assets 9 -99 -923
Impairment of current assets - -544
Profit from operating activities 500,910 156,146
Financial income 7 471 1,207
Financial expenses 7 -1,667 -635
Profit before tax 499,715 156,718
Tax expenses 8 -988 -24
Profit for the year 498,727 156,695
Attributable to the owners of the Company 498,727 156,695
Earnings per share attributable to the owners of the Company
Basic weighted average number of shares 15 20,100,894 20,084,332
Diluted number of shares 20,587,857 20,609,400
Earnings per share -
attributable to the owners of the Company (in €)
Basic 24.81 7.80
Diluted 24.22 7.60
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2021
in thousands of €
Notes 31/12/2021 31/12/2020
Consolidated profit for the year 498,727 156,695
Items that could be reclassified subsequently to profit or loss : - -
Total comprehensive income 498,727 156,695
Attributable to the owners of the Company 498,727 156,695
Comprehensive income attributable to the owners of the Company
Basic weighted average number of shares 15 20,100,894 20,084,332
Diluted number of shares 20,587,857 20,609,400
Comprehensive income per share attributable
to the owners of the Company (in €)
Basic 24.81 7.80
Diluted 24.22 7.60
The accompanying notes are an integral part of these consolidated financial statements. The accompanying notes are an integral part of these consolidated financial statements.
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FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AT 31 DECEMBER 2021
ASSETS
in thousands of €
Notes 31/12/2021 31/12/2020
Non-current assets
Financial assets at fair value through profit and loss 10 2,015,795 1,599,666
Loans and receivables 11 62 62
Bank deposits 13 35,000 55,000
Intangible and tangible assets 9 368 382
Total non-current assets 2,051,224 1,655,110
Current assets
Loans and receivables 12 19,356 5,212
Bank deposits 13 - 30,000
Cash and cash equivalents 13 107,599 38,978
Total current assets 126,955 74,190
Total assets 2,178,179 1,729,299
EQUITY AND LIABILITIES
in thousands of €
Notes 31/12/2021 31/12/2020
Equity attributable to the owners of the Company
Capital and share premium 14 66,860 66,860
Reserves 15 1,603,533 1,478,509
Profit for the year attributable to the owners of the Company 498,727 156,695
Total equity attributable to the owners of the Company 2,169,120 1,702,064
Total equity 2,169,120 1,702,064
Non-current liabilities
Non-current provisions 18 4,193 3,308
Bank borrowings 17 - 19,169
Total non-current liabilities 4,193 22,477
Current liabilities
Trade and other payables 19 4,866 4,758
Total current liabilities 4,866 4,758
Total liabilities 9,059 27,235
Total equity and liabilities 2,178,179 1,729,299
The accompanying notes are an integral part of these consolidated financial statements. The accompanying notes are an integral part of these consolidated financial statements.
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FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF CASH FLOW
FOR THE YEAR ENDED 31 DECEMBER 2021
in thousands of €
Notes 31/12/2021 31/12/2020
Profit for the year 498,727 156,695
Adjustments for :
Depreciation and amortisation of non-current assets 99 124
Net gains / (losses) on financial assets 10 -462,780 -120,490
36,046 36,328
Acquisition of financial assets 10 -257,447 -169,154
Disposal of financial assets 10 304,099 148,603
Net change in loans and receivables -14,144 -2,301
Net change in borrowings and debts 993 -497
Bank borrowing 17 -19,169 8,990
Other changes 686 -
Net cash flows from operating activities 51,064 21,969
Including :
Taxes paid -143 -27
Interest paid -300 -344
Interest received 10 13
Acquisitions / disposals of tangible and intangible assets 9 -85 -46
Net cash flows from investing activities -85 -46
Transfer from / (to) deposits accounts 13 50,000 -5,000
Disposals / acquisitions of own shares 15 -190 414
Dividends paid 16 -32,168 -29,725
Net cash flows from financing activities 17,642 -34,311
Net increase/ (decrease) in cash 68,621 -12,388
Cash at the beginning of the year 13 38,978 51,366
Cash at the end of the year 13 107,599 38,978
Net increase / (decrease) in cash 68,621 -12,388
The accompanying notes are an integral part of these consolidated financial statements.

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FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEARS ENDED 31 DECEMBER 2020 AND 2021
in thousands of € Notes
Capital and
Share premium
Own
shares
Legal
Reserve
Other
reserves
Profit for
the year
Total equity
attributable
to owners of
the Company
Equity at 31/12/2019 66,860 -17,218 5,989 1,311,600 207,449 1,574,680
Dividends paid by the Company
16 - - - -29,725 - -29,725
Allocation of profit - - - 207,449 -207,449 -
Legal reserve reduction - - -814 814 - -
Operations on own shares 15 - 380 - 34 - 414
Comprehensive income for the year - - - - 156,695 156,695
Equity at 31/12/2020 66,860 -16,838 5,175 1,490,172 156,695 1,702,064
Dividends paid by the Company
16 - - - -32,168 - -32,168
Allocation of profit - - - 156,695 -156,695 -
Operations on own shares 15 - 306 - 190 - 497
Comprehensive income for the year - - - - 498,727 498,727
Equity at 31/12/2021 66,860 -16,531 5,175 1,614,889 498,727 2,169,120
The accompanying notes are an integral part of these consolidated financial statements.
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FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
AT 31 DECEMBER 2021
NOTE 1 - GENERAL INFORMATION
Luxempart S.A. ("the Company" or "Luxempart") is an investment company whose registered office is located at 12,
rue Léon Laval, L-3372 in Leudelange. The Company was founded on 25 April 1988 in Luxembourg, under the name
BIL Participations. The Annual General Meeting held on 15 September 1992 decided to change the Company's name
to Luxempart S.A. The consolidated financial statements for the financial years ending on 31 December 2020 and 31
December 2021 incorporate the financial statements of the Company and its subsidiaries ("the Group") and the Group's
share in associates. The Company is listed on the Luxembourg Stock Exchange and registered on the trade register
under no. B27846.
Luxempart is primarily active in Benelux, DACH Region, France and Italy; it actively manages a portfolio of listed and
non-listed companies.
On 23 March 2022, the Board of Directors approved the consolidated financial statements as at 31 December 2021.
The consolidated financial statements will be submitted for approval and publication authorisation during the Annual
General Meeting to be held on 25 April 2022.
NOTE 2 - CONSOLIDATION PRINCIPLES, VALUATION RULES, AND
ACCOUNTING STANDARDS
DECLARATION OF CONFORMITY
The consolidated annual financial statements are prepared in accordance with International Financial Reporting
Standards (IFRS) as adopted by the European Union.
FRAMEWORK FOR PREPARATION AND PRESENTATION OF FINANCIAL STATEMENTS
The consolidated financial statements are presented in thousands of euros (€). The functional currency is the euro (€).
The consolidated financial statements are prepared based on the historical cost, with the exception of financial assets at
fair value through profit and loss and financial assets held for trading, which are measured at fair value.
The valuation principles, methods and techniques are applied consistently within the Group.
The consolidated financial statements have been prepared for the accounting periods ended 31 December 2020 and 31
December 2021 and are presented before allocation of the Company’s profit. The allocation of profit for the year 2021
will be proposed at the Annual General Meeting on 25 April 2022.
SIGNIFICANT MANAGEMENT JUDGMENTS
Qualification as an "investment entity"
Luxempart’s management has made significant judgments when determining that Luxempart qualifies as an investment
entity. Luxempart has the following characteristics of an investment entity:
• It has more than one investment;
• It has more than one investor;
• Being listed, Luxempart has investors that are not related parties;
• It has ownership in form of equity or similar interests, mostly shares in the portfolio companies.
Luxempart’s purpose is to invest its capital solely for returns from capital appreciation and investment income. To meet
this objective, Luxempart has built a strategy on two pillars: the direct investments and the investment funds. The direct
investments are made with a medium to long-term perspective to ensure to our portfolio companies to enjoy sufficient
time to implement their strategy, execute their business plan and develop their potential. Each of our pillars has an exit
strategy designed by the Board of directors, who is composed by a majority of independent members and who will take
the decision in the best interest of Luxempart.
Valuation of Investments
In preparing the financial statements, the application of the accounting principles and methods described hereafter
requires Luxempart’s management to make assumptions and estimates that may have an impact on the amounts
recognised in the statement of profit or loss, on the valuation of assets and liabilities, on the statement of financial
position, and on the information presented in the accompanying notes. Management makes these estimates and
assumptions based on the information available on the date on which the consolidated financial statements are drawn
up and may be required to exercise its judgment. By nature, valuations based on these estimates are subject to a number
of risks and uncertainties before their future realisation. Consequently, the actual results of the operations in question
may differ from these estimates and therefore have a material impact on the consolidated financial statements.
CONSOLIDATION PRINCIPLES
Qualifying as an investment entity, Luxempart does not consolidate its subsidiaries and does not apply IFRS 3 when it
acquires control over another entity.
There is one exception to this treatment for subsidiaries providing services that relate to Luxempart’s investment
activities. These subsidiaries are fully consolidated.
Investments in subsidiaries not providing services that relate to Luxempart’s investment activities and investments
where Luxempart has significant influence or joint control are classified as Financial assets at fair value through profit
and loss, in accordance with IFRS 9.
A list of non-consolidated subsidiaries is set out in note 20.
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FINANCIAL STATEMENTS
SUBSIDIARIES THAT PROVIDE INVESTMENT-RELATED SERVICES (FULLY CONSOLIDATED)
A subsidiary providing investment-related services is a company over which Luxempart has control. The Company has
control when it:
• has power over the entity,
• is exposed, or has rights, to variable returns from its involvement with the entity,
• has the ability to use its power over the entity to affect the amount of its returns.
These companies are fully consolidated as from the date the Group obtains the control and ceases when this control
is lost.
Non-controlling interests are presented in equity on the consolidated statement of financial position, separately from
"Equity attributable to the owners of the Company", and classified under "Non-controlling interests". Non-controlling
interests in the Group's profit are also indicated separately on the consolidated statement of profit or loss and classified
under "Non-controlling interests".
Expenses, income, assets, and liabilities of subsidiaries are fully incorporated into the consolidated financial statements.
Transactions between companies of the Group, intercompany accounts, and unrealised profits on intragroup transactions
are fully eliminated.
A list of the Group’s subsidiaries is presented in note 20.
TRANSACTIONS IN FOREIGN CURRENCIES
Transactions carried out in foreign currencies are converted into the functional currency at the exchange rate in force as
at the transaction date. At the end of each reporting period, the monetary items in foreign currencies are converted at
the rate of the last day of the financial year. Losses or profits from the realisation or conversion of monetary elements
denominated in foreign currencies are recognised in the statement of profit or loss.
The following exchange rates were used for conversion of the consolidated financial statements. As at 31 December
2021, one euro is equal to:
US Dollar 1.13727 USD
Pound Sterling 0.84079 GBP
Swiss Franc 1.03616 CHF
Danish Crown 7.43757 DKK
INTANGIBLE ASSETS WITH A FINITE USEFUL LIFE
Intangible assets with a finite useful life are valued at cost less accumulated amortisation and accumulated impairment
losses. Amortisation is applied according to the straight-line method based on an estimate of the fixed asset's useful life
and its possible residual value.
Intangible assets are not subject to revaluations. The useful life is as follows:
Acquired software 3 years
TANGIBLE ASSETS
Tangible assets are measured at cost (including transaction costs) less accumulated amortisation and accumulated
impairment losses. Depreciation is applied according to the straight-line method based on an estimate of the useful life
of the said asset. Costs related to maintenance are recognised in the statement of profit or loss.
Tangible assets are not subject to revaluations.
The estimated useful lives are as follows:
Facilities and transport equipment 3 - 5 years
Other tangible assets, furnishings 10 years
PRINCIPLE OF IMPAIRMENT OF TANGIBLE AND INTANGIBLE ASSETS
At the end of each reporting period, the Group reviews the carrying amount of tangible and intangible assets in order
to determine whether there is any indication that those assets have suffered an impairment loss. If such indication
exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. The
recoverable amount is the higher value between the asset's fair value less costs to sell and its value in use. The value in
use is the discounted value of estimated future cash flows expected from continued use of the asset.
FINANCIAL ASSETS
Financial assets at fair value through profit and loss
Financial assets at fair value through profit and loss (“AFVPL”) are initially measured at their acquisition cost.
They are stated at fair value and measured at the end of each reporting period. Unrealised capital gains and losses are
recognised in the consolidated statement of profit or loss.
In the event of sale of an AFVPL, the difference between the net proceeds from the sale and the carrying amount is
recognised in the consolidated statement of profit or loss under “Net gains/(losses) on financial assets”. The transaction
is recognised as at the settlement date.
Financial assets held for trading
Financial assets held for trading classified in current assets are assets acquired mainly with a view to be sold in the
short term.
They are stated at fair value and measured at the end of each reporting period. Changes in fair value are recognised in
the consolidated statement of profit or loss under “Net gains/(losses) on financial assets”
In the event of disposal of a financial asset held for trading, the difference between the net proceeds from the sale and
the carrying amount is recognised in the consolidated statement of profit or loss under “Net gains/(losses) on financial
assets”. The transaction is recognised as at the settlement date.
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FINANCIAL STATEMENTS
Loans and receivables
Loans and receivables are assets not listed on the stock exchange and repayable with fixed maturity. They originate
when the Group either makes funds, assets, or services available. They are part of current assets insofar as their
maturity does not exceed twelve months after the end of the reporting period (short term). Otherwise, they are part of
non-current assets (long-term).
Loans and receivables are measured at amortised cost according to the effective interest rate method. In the event of a
significant loss in value, loans and receivables are impaired through the consolidated statement of profit or loss. Loans
and receivables are considered to be held within a held-to-collect business model consistent with the Group's continuing
recognition of the receivables. Loans and receivables have contractual terms that give rise to cash flows that are solely
payments of principal and interest on the principal amount outstanding. Any gain or loss on derecognition is recognized
in profit or loss.
Cash and cash equivalents, Bank deposits
Cash and cash equivalents include liquidities, sight deposits, and short-term deposits of less than three months, as well
as highly liquid, easily convertible investments.
Cash deposits having a term above three months are presented under “Bank deposits” in the consolidated statement of
financial position.
Cash and cash equivalents and Bank deposits are measured at fair value.
FAIR VALUE OF FINANCIAL ASSETS
Fair value measurements
IFRS 13 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants, on the principal or most advantageous market, at the measurement date.
Financial assets are measured at their fair value at the end of each reporting period.
Listed shares are measured based on their market price on the closing date.
Non-listed financial assets are measured based on valuation methods in line with the requirements of the International
Private Equity and Venture Capital Valuation (IPEV). During the measurement of the fair value of the financial assets in
non-listed companies, Luxempart adopts a multi-criteria approach and applies one or several of the methods described
in the table hereafter.
Discounts may be applied to the values obtained by using each of these methods (discounts for illiquidity, for small
company, etc.).
Assets categorised as level 3 assets are valued by Luxempart’s investment managers. The valuations are based on
information received from the portfolio companies’ management or by external evaluators and on IFRS compliant
market data (mainly market multiples) that are provided by Capital IQ. The investment managers perform a calibration
exercise at entry date to determine the valuation models used to assess the fair value of the portfolio companies.
The unaudited information used in the valuations are back tested at each reporting date, when audited information is
available. After being reviewed in detail by the business controller and /or CFO, these valuations are submitted to the
Group Executive Committee for approval. Finally, they are submitted to the Audit, Compliance and Risks Committee,
which conducts a detailed analysis of the methods and assumptions used. The Management and Audit, Compliance and
Risks Committee review and analyse the changes in fair value measurement at each period end. The Board of Directors
ultimately approves the fair value measurement of the financial assets when it approves the financial statements.
Fair value hierarchy
The Group uses a fair value hierarchy that reflects the significance of the data allowing valuations to be established.
•Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities;
•Level 2: Data other than quoted market prices included within level 1 that are observable for the asset or liability,
either directly (for example, prices) or indirectly (for example, elements derived from prices);
•Level 3: Data about the asset or liability not based directly on observable market data.
When a level 1 asset is no longer listed, it is reclassified as a level 3 asset as soon as it is delisted. When data on a level
2 asset is no longer observable on a market, that asset is reclassified as a level 3 asset at the period-end.
CAPITAL
Issued shares are considered to be representative of the share capital. Issued equity is recognised at the proceed net
of direct issue costs.
When a company of the Group acquires shares of the parent company, the price paid and the related incurred costs are
recognised and deducted directly in equity at the moment when these shares are cancelled or transferred. When shares
are transferred, the transfer price net of expenses incurred during this transaction and net of taxes is added to the equity.
BANK BORROWINGS
Bank borrowings bearing interest are recognised at the amount of the cash obtained after deducting any direct expenses.
Transaction expenses (if they are material) are amortised over the remaining life of the debt.
SHARE-BASED PAYMENT ARRANGEMENTS
The stock option plan has been granted to the Management and some employees. Each option entitles at exercise either
to receive one Luxempart’s share (equity-settlement) or to a cash settlement, corresponding to the difference between
the stock price and the strike price. The fair value of the amount payable to employees in respect of the stock-option plan,
is recognised as an expense with the corresponding increase in liabilities, over the period during which the employees
become unconditionally entitled to payment. The liability is remeasured at each reporting date and at settlement date
based on the fair value, with the Black and Scholes model. Any changes in the liability are recognised in the consolidated
statement of profit or loss.
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CURRENT AND DEFERRED TAXES
Income taxes are calculated according to the legal requirements. Advances paid are recognised as receivable and
income tax expense (corporate income tax and municipal business tax) is estimated and recognised as provision.
Deferred taxes originate when a temporary difference appears between the taxable base of an asset or liability and the
value at which it appears on the consolidated statement of financial position. Deferred tax is calculated by applying the
tax rate as well as the provisions of the law in force at the time of the calculation.
Deferred tax assets are recognised for all deductible temporary differences (on tax loss carry forwards or other
temporary differences) to the extent that it is probable that taxable profits will be available, against which those
deductible temporary differences can be utilised, or when compensation is possible with existing deferred tax liabilities.
PROVISIONS AND OTHER LIABILITIES
Provisions are recognised once the Group has an actual obligation (legal or implied) resulting from past events that will
probably generate an outflow of resources representative of economic benefits at an amount that can be reasonably
estimated.
Other liabilities are recognised at their nominal value.
SEGMENT INFORMATION
Operating segments are the components of the Group whose results are regularly reviewed by the Group Executive
Committee to make decisions about resources to be allocated to the segment and assess its performance.
The segmental information follows Luxempart’s investment strategy built on two pillars:
• The “direct investments” that consists in taking direct participations in companies in the target geographical regions,
which primarily consist of the Benelux Region (Belgium, Luxembourg), France, DACH Region (German, Austria, Swiss)
and Italy.
• The “investment funds” that consists in the acquisition of shares in investment funds mainly active in private equity
and venture capital.
The Group Executive Committee monitors the performance of the Group based on reportings disclosing these segments.
A geographical segmentation is considered not relevant for Luxempart but presented in note 3 in application
of IFRS 8.33.
INCOME FROM ORDINARY ACTIVITIES
Luxempart and some of its subsidiaries provide services to other entities within the Group. These services are defined in
a service agreement between the entities involved and are recognised based on the degree of progress.
DIVIDENDS INCOME
The Group recognises dividends when they are received or when the right to receive payment is established. They result
from the distribution of profits to holders of equity instruments in proportion to the rights that they hold in a category of
securities making up the capital.
CONSOLIDATED STATEMENT OF CASH FLOWS
Luxempart is a company whose purpose is the acquisition, holding and sale of shareholdings. The cash flows associated
with this activity are classified as net cash flows from operating activities. Dividends received are included in the net
income.
Net cash flows from investing activities are composed of flows related to tangible and intangible assets.
Net cash flows from financing activities are composed of transactions on equity ( e.g., dividends paid to the shareholders,
transactions on own shares, capital increase and decrease...) and flows from and to bank deposits.
CHANGES IN ACCOUNTING METHODS
The new IAS/IFRS and their interpretations listed below, which entered into force in 2021, had no impact on the Group’s
financial statements.
• Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16: Interest Rate Benchmark Reform, Phase II
• Amendments to IFRS 16 Leases: Covid-19 Related Rent Concessions beyond 30 June 2021
Some standards, interpretations and amendments to standards published by the International Accounting Standards
Board (IASB) but have not yet been applied within the European Union as at 31 December 2021. The Group has not early
adopted these new or amended standards in preparing these consolidated financial statements.
These standards are:
• Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current
• Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2: Disclosure of Accounting policies
• Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates
• Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction.
• Amendments to IFRS 17 Insurance contracts: Initial Application of IFRS 17 and IFRS 9 - Comparative Information
• IFRS 17 Insurance Contracts including Amendments to IFRS 17
The Group doesn’t anticipate a significant impact on the financial statements.
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FINANCIAL STATEMENTS
NOTE 3 - SEGMENT INFORMATION
Strategy segmentation
The segmental information follows Luxempart’s investment strategy built on two pillars:
• The “direct investments” that consists in taking direct participations in companies in the target geographical regions,
which primarily consist of the Beneluxregion (Belgium, Luxembourg), France, DACH region (Germany, Austria, Swiss)
and Italy.
• The “investment funds” that consists in the acquisition of shares in investment funds mainly active in private equity and
venture capital.
A description of the activities, including returns generated by these investment activities and the allocation of resources,
is given in the Management report under Investment Strategy.
CONSOLIDATED STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2021
Profit or loss
in thousands of € Direct investments Investment funds Others(*) 31/12/2021
Dividends income 48,483 1,696 - 50,179
Net gains / (losses) on financial assets 298,818 159,039 4,924 462,780
Profit on investments activities 347,301 160,734 4,924 512,959
Services / recovery of services - - 2,148 2,148
Staff costs - - -7,528 -7,528
Operating expenses - - -6,569 -6,569
Depreciation and amortisation of
non-current assets
- - -99 -99
Profit from operating activities 347,301 160,734 -7,125 500,910
Financial income - - 471 471
Financial expenses - - -1,667 -1,667
Profit before tax 347,301 160,734 -8,320 499,715
Tax expense - - -988 -988
Profit for the year 347,301 160,734 -9,308 498,727
(*) All assets, liabilities, income and expenses that are not directly allocated to a segment are presented in “Others”
The investment in Foyer represents an important part of the section “Dividends income” and “Net gains / (losses) on
financial assets”. The investment in Foyer represents more than 10% of the total of profit on investments activities.
Assets
in thousands of € Direct investments Investment funds Others(*) 31/12/2021
Financial assets at fair value through
profit and loss
1,434,191 384,008 197,597 2,015,795
Bank deposits, loans and receivables 62 - 35,000 35,062
Intangible and tangible assets - - 368 368
Total non-current assets 1,434,253 384,008 232,965 2,051,224
Total current assets
- -
126,955 126,955
Total assets 1,434,253 384,008 359,920 2,178,179
Equity and liabilities
in thousands of € Direct investments Investment funds Others(*) 31/12/2021
Total equity
- -
2,169,121 2,169,121
Total liabilities -
-
9,059 9,059
Total equity and liabilities - - 2,178,179 2,178,179
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Assets
in thousands of € Direct investments Investment funds Others(*) 31/12/2020
Financial assets at fair value through
profit and loss
1,187,615 377,668 34,383 1,599,666
Bank deposits, loans and receivables 62 - 55,000 55,062
Intangible and tangible assets - - 382 382
Total non-current assets 1,187,677 377,668 89,765 1,655,110
Total current assets
- -
74,190 74,190
Total assets 1,187,677 377,668 163,955 1,729,299
Equity and liabilities
in thousands of € Direct investments Investment funds Others(*) 31/12/2020
Total equity
- -
1,702,064 1,702,064
Total liabilities 19,169
-
8,066 27,235
Total equity and liabilities 19,169 - 1,710,130 1,729,299
CONSOLIDATED STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020
Profit or loss
in thousands of € Direct investments Investment funds Others(*) 31/12/2020
Dividends income 47,308 55 - 47,364
Net gains / (losses) on financial assets 101,779 21,200 -2,489 120,490
Profit on investments activities 149,088 21,255 -2,489 167,854
Services / recovery of services - - 2,433 2,433
Staff costs - - -6,311 -6,311
Operating expenses - - -6,362 -6,362
Depreciation and amortisation of
non-current assets
- - -923 -923
Impairment of current assets - - -544 -544
Profit from operating activities 149,088 21,255 -14,196 156,146
Financial income - - 1,207 1,207
Financial expenses - - -635 -635
Profit before tax 149,088 21,255 -13,625 156,718
Tax expenses - - -24 -24
Profit for the year 149,088 21,255 -13,648 156,695
(*) All assets, liabilities, income and expenses that are not directly allocated to a segment are presented in “Others”
The investment in Foyer represents an important part of the section “Dividends income” and “Net gains / (losses)
on financial assets”. The investment in Foyer represents more than 10% of the total of profit on investments activities.
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Geographic segmentation
The following table provides details on segmentation information based on country incorporation.
CONSOLIDATED STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2021
Profit or loss
in thousands of € Benelux DACH France Italy Others 31/12/2021
Dividends income 23,694 23,289 553 929 1,714 50,179
Net gains / (losses) on financial
assets
157,304 215,326 70,030 31,328 -11,209 462,780
Profit on investments activities 180,998 238,615 70,583 32,257 -9,494 512,959
Services / recovery of services 1,968 180 - - - 2,148
Staff costs -7,528 - - - - -7,528
Operating expenses -6,569 - - - - -6,569
Depreciation and amortisation of
non-current assets
-99 - - - - -99
Profit from operating activities 168,770 238,795 70,583 32,257 -9,494 500,910
Financial income 471 - - - - 471
Financial expenses -1,667 - - - - -1,667
Profit before tax 167,574 238,795 70,583 32,257 -9,494 499,715
Tax expense -988 - - - - -988
Profit for the year 166,587 238,795 70,583 32,257 -9,494 498,727
Assets
in thousands of € Benelux DACH France Italy Others 31/12/2021
Financial assets at fair value
through profit and loss
917,147 483,151 384,896 170,218 60,383 2,015,795
Bank deposits, loans and receivables 35,000 - - - 62 35,062
Intangible and tangible assets 368 - - - - 368
Total non-current assets 952,515 483,151 384,896 170,218 60,445 2,051,224
Total current assets 121,699 4,807 - 23 426 126,955
Total assets 1,074,214 487,959 384,896 170,241 60,871 2,178,179
Equity and liabilities
in thousands of € Benelux DACH France Italy Others 31/12/2021
Total equity 2,169,121
- - - -
2,169,121
Total liabilities 8,716 311 20 - 13 9,059
Total equity and liabilities 2,177,837 311 20 - 13 2,178,179
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CONSOLIDATED STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020
Profit or loss
in thousands of € Benelux DACH France Italy Others 31/12/2020
Dividends income 7,801 38,530 1,033 - - 47,364
Net gains / (losses)
on financial assets
30,355 47,181 24,093 10,539 8,322 120,490
Profit on investments activities 38,155 85,711 25,126 10,539 8,322 167,854
Services / recovery of services 2,237 196 - - - 2,433
Staff costs -6,311 - - - - -6,311
Operating expenses -6,362 - - - - -6,362
Depreciation and amortisation of
non-current assets
-923 - - - - -923
Impairment of current assets - -544 - - - -544
Profit from operating activities 26,796 85,363 25,126 10,539 8,322 156,146
Financial income 1,207 - - - - 1,207
Financial expenses -635 - - - - -635
Profit before tax 27,368 85,363 25,126 10,539 8,322 156,718
Tax expense -24 - - - - -24
Profit for the year 27,344 85,363 25,126 10,539 8,322 156,695
Assets
in thousands of € Benelux DACH France Italy Others 31/12/2020
Financial assets at fair value
through profit and loss
761,664 431,338 209,459 134,370 62,835 1,599,666
Bank deposits, loans and receivables 55,000 - - - 62 55,062
Intangible and tangible assets 382 - - - - 382
Total non-current assets 817,046 431,338 209,459 134,370 62,897 1,655,110
Total current assets 70,397 3,549 - 23 222 74,190
Total assets 887,443 434,887 209,459 134,393 63,118 1,729,299
Equity and liabilities
in thousands of € Benelux DACH France Italy Others 31/12/2020
Total equity
1,702,064 - - - -
1,702,064
Total liabilities 27,090
-
53 - 93 27,235
Total equity and liabilities 1,729,154 - 53 - 93 1,729,299
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NOTE 4 - OPERATING EXPENSES
The following table provides details on operating expenses:
in thousands of €
2021 2020
External advisors and other similar fees 3,611 3,151
Taxes other than income tax 848 583
Directors allowances 859 808
Administrative expenses and other operating expenses 719 1,261
Rental expenses 453 471
Insurance premiums 79 88
Total 6,569 6,362
All expenses are recognised in the consolidated statement of profit or loss at the time of the transaction.
NOTE 5 - STAFF COSTS
The following table provides details of staff costs and benefits:
in thousands of €
2021 2020
Remuneration, wages and bonuses 6,908 5,793
Social security contributions 306 308
Supplementary pension plan 314 210
Total 7,528 6,311
Pension plan
The Group has opted for a defined-contribution pension plan and pays annual contributions to a separate entity (Foyer
Vie). The Group will have no legal or implied obligation to pay additional contributions if said entity does not have enough
assets to cover the benefits corresponding to the services rendered by staff members during the current and prior
periods.
Premiums are paid annually and recognised directly in the consolidated statement of profit or loss.
The Group offers defined-contribution pension plans to its employees. Luxempart pays contributions corresponding to a
percentage of the payroll expenses into the retirement scheme in order to fund these benefits. The only obligation with
regard to the retirement scheme involves paying these contributions which are recognised in staff costs.
Number of employees
The following table indicates the average number of employees over the year:
Category 2021 2020
Managers 5 6
Staff 19 13
Total 24 19
NOTE 6 - DIVIDENDS INCOME
The following table breaks down the dividends received during the year:
in thousands of €
2021 2020
Foyer 21,585 5,648
Kaufman & Broad - 1,033
Atenor 1,816 1,387
ESG/Enoflex/Stoll 21,276 38,530
SES 175 593
Others 5,327 173
Total 50,179 47,364
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B. RECONCILIATION OF INCOME TAX EXPENSES TO THE ACCOUNTING PROFIT
in thousands of €
2021 2020
Profit before tax 499,715 156,718
Company’s average tax rate 25.69% 26.76%
Theoretical tax expense 128,377 41,938
Effect of non-taxable capital gains -117,799 -32,131
Effect of non-taxable dividends -12,891 -12,674
Other tax adjustments 2,323 2,868
Total tax expense 10 0
NOTE 7 - FINANCIAL INCOME AND EXPENSES
A. FINANCIAL INCOME
Interest and similar income are mainly composed of interests received on deposit accounts with credit institutions
(€ 9 thousand) and on coupons received (€ 462 thousand). As at 31 December 2021, they amount to € 471 thousand
(2020: € 1,207 thousand).
B. FINANCIAL EXPENSES
in thousands of €
2021 2020
Bank expenses and interest expenses 664 478
Other expenses 1,003 157
Total 1,667 635
Bank expenses and interest expenses primarily include interests paid on short-term cash advances and negative interests
paid on cash at bank. The other expenses primarily include foreign exchange losses on current assets.
NOTE 8 - CURRENT TAX EXPENSES
The Group recognises the current tax expenses on the corporate profits as follows:
A. DETAIL OF TAXES
in thousands of €
2021 2020
Corporate income tax (IRC) 10 -
Subtotal income tax expenses (b) 10 0
Wealth tax 978 24
Total 988 24
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NOTE 9 - INTANGIBLE AND TANGIBLE ASSETS
The movements in intangible and tangible assets that occurred during financial years 2020 and 2021
are as follows:
Cost
in thousands of € Software
Office and
computer
equipment Vehicles Total
as at 31/12/2019 49 519 244 812
Acquisitions 12 33 - 46
as at 31/12/2020 61 552 244 857
Acquisitions - 85 - 85
Disposals - -17 -115 -131
as at 31/12/2021 61 620 129 810
Depreciation
in thousands of € Software
Office and
computer
equipment Vehicles Total
as at 31/12/2019 26 161 166 353
Depreciation 5 63 56 124
as at 31/12/2020 31 224 222 477
Depreciation 7 69 22 98
Disposals - -17 -115 -131
as at 31/12/2021 38 276 129 443
Carrying amount
in thousands of € Software
Office and
computer
equipment Vehicles Total
as at 31/12/2020 31 328 22 382
as at 31/12/2021 23 345 0 368
NOTE 10 - FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT AND LOSS
The following tables provide details of changes in financial assets at fair value through profit and loss in 2020 and 2021.
in thousands of €
Financial assets at fair value
through profit and loss
Fair value as at 31/12/2019 1,458,625
Acquisitions 249,388
Disposals -228,838
Net gains/(losses) on financial assets 120,490
Fair value as at 31/12/2020 1,599,666
Acquisitions 257,447
Disposals -304,099
Net gains/(losses) on financial assets 462,780
Fair value as at 31/12/2021 2,015,794
Financial assets at fair value through profit and loss (“AFVPL”) are classified into two segments, direct investments and
investment funds. During the 2021 financial year, the Group invested:
• € 124,146 thousand in the direct investments mainly in Evariste, IMGP, Sogetrel, Pflegebutler and including € 46,320
thousand in listed assets.
• € 133,301 thousand in the investment funds activity, Capital at Work and new bonds portfolio.
The Group sold:
• its shares in listed companies for € 232,109 thousand mainly in Zooplus, Schaltbau, TCM and Kaufman and Broad
generating a realised gain of € 108,123 thousand.
• its bonds portfolio for € 28,183 thousand generating a realised gain of € 3,081 thousand.
These net capital gains realised in 2021 correspond to the value increase since 31 December 2020.
Assets at fair value through profit and loss are categorised as level 1 and level 3 assets
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FAIR VALUE HIERARCHY OF FINANCIAL ASSETS
in thousands of € Level1 Level2 Level3 Total
Fair value as at 31/12/2019 235,223 109,592 1,113,810 1,458,625
Level transfer - 6,493 -6,493 -
Acquisitions 155,090 - 94,298 249,388
Disposals -105,132 -83,715 -39,990 -228,838
Net gains/(losses) on financial assets 67,221 -27,810 81,079 120,490
Fair value as at 31/12/2020 352,402 4,560 1,242,704 1,599,666
Acquisitions 78,126 - 179,322 257,447
Disposals -260,292 -4,150 -39,656 -304,099
Net gains/(losses) on financial assets 109,653 -410 353,537 462,780
Fair value as at 31/12/2021 279,889 - 1,735,906 2,015,795
There was one transfer between levels of fair value in 2020.
Level 1: Financial assets consist of listed investments, mainly in Atenor, Technotrans, SNP, Ascom and Capital at Work,
totalling € 279,889 thousand.
Level 2: Financial assets consist of holding companies holding listed investments. The position was sold in 2021.
Level 3: Financial assets consist of private-equity investments, mainly in Foyer, Armira Holding, Mehler, ESG and
Luxempart Capital Partners SICAR SA.
LEVEL 3 FINANCIAL ASSETS RISK ANALYSIS
The following table sets out the impacts of changes in non-observable data on the fair value of financial assets. The
information on the methods used to determine the fair value of these assets (including the valuation techniques and
input data used) is provided in note 2.
in thousands of € Level 3 for financial assets
Valuation techniques Significant unobservable inputs Fair value Impact -10% Impact +10%
Market multiple Discount for illiquidity and/or minority 795,442 -40,667 40,667
Revalued net asset
The net asset value
communicated to the Group
940,464 -93,749 93,749
Total 1,735,906 -134,415 134,415
At 31 December 2021, the valuation methods have not significantly changed since 2020.
Level 3 fair value valuation techniques used
The following table provides information on the methods used according to IFRS 13 to determine the fair value of
financial assets in private equity, as well as the valuation techniques and inputs used.
Valuation techniques Use of the technique
Significant
unobservable inputs
Relationship of unobservable
inputs to fair value
Market multiple
Primary valuation
technique used by
Luxempart (in absence
of recent transactions
involving an identical or
similar asset)
Discount for illiquidity
and/or minority between
0% and 41%
The higher the discount, the lower
the fair value
Revalued net asset
For private equity funds
and any similar struc-
tures as well as mature
companies with assets
recognised at fair value
The net asset value
communicated to the
Group
The higher the net asset value,
the higher the fair value
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FINANCIAL STATEMENTS
in thousands of €
2021 2020
CURRENT ASSETS
Bank deposits - 30,000
Cash and cash equivalents 107,599 38,978
Total 107,599 68,978
Bank deposits of the Group are placed on accounts with a maturity less than three months.
Deposits bear interest at variable rates in force on the market. An analysis of the liquidity risk is provided in note 25.
NOTE 14 - CAPITAL AND SHARE PREMIUM
A. CAPITAL AND SHARE PREMIUM
in thousands of €
2021 2020
Subscribed capital 51,750 51,750
Share premium 15,110 15,110
Total 66,860 66,860
The authorised capital amounts to € 90,000 thousand.
B. CAPITAL MANAGEMENT
As at 31 December 2021, subscribed capital amounts to € 51,750,000 and is represented by 20,700,000 fully paid-up
shares without designation of nominal value. Each share entitles the holder to a dividend and a vote during General
Meetings.
There are no other share classes or options or pre-emptive rights entitling holders to the issuance of shares of another
class that could have a dilutive effect on the number of shares issued.
The Company's share capital may be increased from its current amount to € 90,000,000 through the creation and
issuance of new shares without designation of nominal value, with the same rights and benefits as existing shares.
The Board of Directors has the authorisation, until the 2022 Annual General Meeting, to buy back own shares. The
accounting par value of the shares bought back, including own shares already previously acquired, may not exceed
30% of the subscribed capital. This own share buyback policy is intended to improve the security's liquidity on the stock
exchange, grant shares to managers, cancel the own shares through a decision of the Extraordinary General Meeting, or
transfer these shares to a new shareholder.
In view of the Group's liquidity, all new investments are funded only from the Company's equity. For investments in
private equity, external debt may be used at the level of the investment.
NOTE 11 - NON-CURRENT LOANS AND RECEIVABLES
The non-current loans and receivables consist of a loan receivable of a maturity of in more than one year granted to a
portfolio company. As at 31 December 2021, it amounts to € 62 thousand (2020: € 62 thousand). The fair value of the
non-current loans and receivables does not differ significantly from their carrying amount.
NOTE 12 - CURRENT LOANS AND RECEIVABLES
The following table provides details of the current loans and receivables:
in thousands of €
2021 2020
Receivable from subsidiary
12,730
50
Tax receivables 5,222 3,816
Trade receivables 1,136 1,092
Accrued interest not yet due 242 237
Other receivables 27 18
Total 19,356 5,212
As at 31 December 2021, Luxempart has a claim of € 4,687 thousand against the German tax authorities.
The fair value of short-term receivables does not differ significantly from their carrying amount. The maturity of current
loans and receivables is less than one year.
NOTE 13 - BANK DEPOSITS, CASH AND CASH EQUIVALENTS
The following table provides details of the bank deposits, cash and cash equivalents:
in thousands of €
2021 2020
NON-CURRENT ASSETS
Bank deposits 35,000 55,000
Total 35,000 55,000
Bank deposits of the Group are placed on accounts with a maturity between 3 to 36 months. Deposits bear interest at
variable rates in force on the market. An analysis of the liquidity risk is provided in Note 25.
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NOTE 15 - RESERVES AND OWN SHARES
A. LEGAL RESERVE
From the net profit of the statutory accounts under Luxembourg GAAP, 5% must be deducted annually to build up the
reserve fund required by Luxembourg law. This deduction will no longer be mandatory when the reserve fund reaches
one-tenth of the share capital.
The legal reserve may not be distributed to the shareholders except in case of dissolution of the Company.
As at 31 December 2021, the legal reserve amounts to € 5,175 thousand (2020: € 5,175 thousand).
B. OTHER RESERVES
in thousands of €
2021 2020
Consolidated reserves 1,605,443 1,480,726
Special reserve 9,446 9,446
Total 1,614,889 1,490,172
Consolidated reserves
The consolidated reserves are composed of the income accumulated by the subsidiaries since their first consolidation,
as well as some movements related to consolidation entries. These reserves also include the IFRS adjustments of
companies within the consolidation scope.
Special reserve
As at 31 December 2021, the special reserve includes the untaxed capital gains from disposal on participations. These
capital gains, recognised in the equity, result from application of Article 54 of the income tax law and are to be reinvested
within two years following the financial year of the disposal. If these gains are not reinvested within this two-year
period, they will be reversed through the consolidated statement of profit or loss and subject to tax.
C. OWN SHARES AND RESERVE FOR OWN SHARES
Number of
shares issued
Number of
own shares
Number of
outstanding shares
As at 31/12/2019 20,700,000 623,428 20,076,572
Acquisitions and disposals - -13,750 13,750
As at 31/12/2020 20,700,000 609,678 20,090,322
Acquisitions and disposals - -34,943 34,943
As at 31/12/2021 20,700,000 574,735 20,125,265
As at 31 December 2021, Luxempart holds 574,735 own shares (2020: 609,678 own shares), with the reserve for own
shares amounting to € -16,531 thousand (2020: € -16,838 thousand).
They were excluded from the diluted weighted-average number of ordinary shares calculation because their effect would
have been anti-dilutive. The weighted average number of shares outstanding as at 31 December 2021 is 20,100,894
(2020: 20,084,332).
NOTE 16 - DIVIDENDS PAID
A dividend of € 1.60 gross per share was paid during the first half of 2021 in respect of the 2020 financial year, giving a
total dividend of € 32,168,065 (2020: € 1.48 gross per share, giving a total dividend of € 29,725,167).
The consolidated financial statements as at 31 December 2021 do not include the dividend that will be proposed to
the Annual General Meeting of 25 April 2022. It was not recognised as a liability in the 2021 consolidated financial
statements.
The Board of Directors proposes an ordinary dividend of € 1.80 gross per share. The payment terms of the dividend will
be communicated during the Annual General Meeting of 25 April 2022.
NOTE 17 - BANK BORROWINGS
As at 31 December 2021, the bank borrowings have been repaid (2020: € 19,169 thousand). Borrowings resulted from
the acquisition of shares in an investment company in CHF and were contracted to hedge currency fluctuations.
NOTE 18 - NON-CURRENT PROVISIONS
The following table provides details of the non-current provisions:
in thousands of €
2021 2020
Tax provisions 3,045 2,221
Other provisions 1,148 1,087
Total 4,193 3,308
The tax provisions relate to income taxes, municipal business taxes and wealth tax for 2021 and previous years.
The “Other provisions” item includes the € 1,061 thousand provision for stock options (2020: € 1,061 thousand). The
characteristics of the stock option plan are detailed below.
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NOTE 19 - CURRENT LIABILITIES
in thousands of €
2021 2020
Tax and social debts 473 588
Trade liabilities 4,000 3,982
Other debts 393 188
Total 4,866 4,758
Tax and social debts include amounts owed to the tax authorities for social security contributions. Trade liabilities and
other debts are mainly composed of amounts due to the Group's suppliers and service providers, as part of its activities.
They also include a debt for bonus.
The fair value of current liabilities does not differ significantly from their carrying amount.
NOTE 20 - LIST OF SUBSIDIARIES
A. SUBSIDIARIES PROVIDING INVESTMENT RELATED SERVICES, FULLY CONSOLIDATED
The following table lists all subsidiaries providing fully consolidated investment related services to the Company:
Subsidiary Place of incorporation
Percentage held in
31/12/2021
Percentage held in
31/12/2020
Luxempart Invest S.à r.l. Luxembourg 100.00% 100.00%
Luxempart Ireland Limited Dublin liquidation liquidation
Luxempart Management S.à r.l. Luxembourg 100.00% 100.00%
Bravo Capital S.A. Luxembourg 80.00% 80.00%
Given that Luxempart meets the criteria laid down in Article 70 of the Luxembourg Law of 19 December 2002, its
Luxembourgish subsidiaries are exempt from the requirements relating to the publication of statutory annual accounts.
Stock option plan for management
In 2009, Luxempart established a stock option plan for members of management and some employees. No new options
have been granted during financial year 2021.
The fair value of the options is calculated according to the Black and Scholes model. The Monte-Carlo model was used
previously. It has been replaced by the Black and Scholes because the Monte-Carlo model is not accepted by the tax
administration.
No expense has been recognised in the consolidated statement of profit or loss for 2021.
The table below summarises the movements of the year:
Total
Number of options issued as at 01/01/2021 519,078
Options exercised in 2021 -56,486
Options issued in 2021 -
Number of options issued as at 31/12/2021 462,592
The average exercise price of options exercised in 2021 is € 27.61.
The table below provides the plan's characteristics:
Tranche Year Exercise price Exercise period
Share price
when allotted
Tranche 1 2009 21.20 May 2012 - May 2019 22.00
Tranche 2 2010 23.99 May 2013 - May 2020 22.51
Tranche 3 2011 23.64 May 2014 - May 2021 22.84
Tranche 4 2012 22.50 May 2015 - May 2022 24.94
Tranche 5 2013 27.40 Sept 2017 - Sept 2021 27.80
Tranche 6 2014 31.20 Dec 2018 - Dec 2022 31.51
Tranche 7 2015 34.51 Jul 2019 - Jul 2023 33.79
Tranche 8 2016 33.99 Oct 2020 - Oct 2024 39.78
Tranche 9 2017 52.61 Aug 2021 - Aug 2025 50.00
Tranche 10 2018 56.50 June 2022 - June 2026 47.80
Tranche 11 2019 52.50 May 2023 - May 2027 53.00
Tranche 12 2020 47.73 April 2024 - April 2028 49.00
Tranche 13 2020 46.00 January 2025 - January 2029 49.00
Dividend growth 8.00%
Historical volatility of share price 24.20%
Discount rate
-0.33%
As at 31 December 2021, 116,792 options can be exercised.
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Subsidiary
Place of
incorporation
Percentage held in
31/12/2021
Percentage held in
31/12/2020
Luxempart Capital Partners SICAR S.A. ** Luxembourg 100.00% 100.00%
Quip Holding GmbH Germany 51.00% 51.00%
Bravo Microfiber Luxembourg 61.97% -
Bravo Capital Partners SCA RAIF** Luxembourg 100.00% 100.00%
Arbo S.p.a Italy 40.00% 40.00%
Metalworks S.p.a Italy 53.30% 60.00%
Bravo Luxury S.à.r.l (Vesta) Italy 100.00% 70.00%
Luxempart German Investments S.A.** Luxembourg 100.00% 100.00%
EduPRO GmbH Austria 60.00% 60.00%
Arwe Mobility Holding Germany 50.00% 50.00%
Rimed AG Switzerland 27.77% 29.30%
Rattay Group GmbH Germany 39.90% 39.90%
WDS GmbH Germany 44.00% 44.00%
Luxempart German Investments II S.à r.l. Luxembourg 100.00% 100.00%
Novotergum GmbH Germany 43.80% 43.80%
Luxempart French Investment S.à r.l. ** Luxembourg 100.00% 100.00%
D’Alba Invest S.à.r.l ** Luxembourg 99.22% 99.22%
Indufin Capital Partners S.A. SICAR ** Belgium 50.00% 50.00%
Decoscent S.A. (Baobab)* Belgium - 61.50%
Axithon S.A. (Axi)* Belgium 51.40% 51.59%
This table lists all entities under the Company’s control or significant influence which are measured at fair value through
profit or loss (note 10), as well as their own controlled or under influence subsidiaries. Luxempart neither provided nor
committed to provide financial or other support to any of its non-consolidated subsidiaries.
B. NON-CONSOLIDATED ENTITIES
Subsidiary Place of incorporation
Percentage held in
31/12/2021
Percentage held in
31/12/2020
Indufin NV Belgium 40.00% 40.00%
M-Sicherheitsholding GmbH (Mehler) Germany 30.00% 30.00%
Pescahold S.A. Luxembourg 100.00% 100.00%
Pryco GmbH (Prym) Germany 55.60% 55.60%
Foyer S.A. Luxembourg 31.03% 27.94%
E-Sicherheitsholding GmbH (ESG) Germany 27.60% 27.60%
ForAtenoR S.A. Belgium - 25.00%
DMB2 GmbH & Co (Stoll) Germany 32.80% 32.80%
Assmann Holding GmbH Germany 49.01% 50.00%
Evariste Holding SAS France 40.00% -
LuxCo Invest S.à r.l.** Luxembourg 80.53% 83.33%
* The percentages indicated are the percentages of ownership by Indufin Capital Partners, which is held at 50% by Luxempart Capital Partners SICAR.
** These entities are investments entities, such as defined by IFRS 10.
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NOTE 21 - MAIN OFF-BALANCE SHEET RIGHTS AND COMMITMENTS
As at 31 December 2021, Luxempart has a total remaining commitment of € 249,336 thousand (2020: € 167,705
thousand):
• The Group has invested in investment funds through its subsidiary Luxempart Capital Partners SICAR. As at 31
December 2021, € 145,081 thousand remain uncalled. These funds are mainly Ekkio funds (€ 21,898 thousand),
Quadrille Technologies funds (€ 10,035 thousand), FASO (€ 9,070 thousand), Apax (€ 13,875 thousand), Committed
Advisors (€ 6,525 thousand), General Atlantic (€ 18,313 thousand), Blackstone Asia (€ 17,586 thousand)...
• Bravo Capital Partners RAIF I and II have recognised an uncalled capital amounting to € 59,801 thousand to be paid
by Luxempart Capital Partners SICAR.
• The remaining commitment for Armira I and Armira II is € 44,454 thousand.
NOTE 22 – DIRECTORS’ ALLOWANCES AND EXECUTIVE MANAGEMENT
REMUNERATION
in thousands of €
2021 2020
Directors allowances and attendance fees 1,049 986
Management remuneration 5,157 3,743
Total 6,207 4,729
Directors’ allowances and attendance fees as well as executive management remuneration for 2021 is recognised in
"Operating expenses" (note 4) and in “Staff costs” (note 5). The remuneration of executive officers includes a provision
for bonus payable in 2022, relating to 2021.
NOTE 23 - REMUNERATION OF THE RÉVISEUR D’ENTREPRISES AGRÉÉ
The following table shows fees paid to the Réviseur d’entreprises agréé. Audit fees cover the review of the interim
consolidated financial statements as at 30 June and the audits of the statutory and consolidated financial statements as
at 31 December. They do not cover work on subsidiaries’ financial statements, which, where applicable, are audited by
other auditors. The audit fees are recognised in “Operating expenses” (note 4).
in thousands of €
2021 2020
Audit services 87 82
Audit-related services 29 28
Tax services 9 5
Total 125 115
The Réviseur d’entreprises agréé of the Company is also the Réviseur d’entreprises agréé of some subsidiaries (Luxempart
Capital Partners, Indufin Capital Partners, and Bravo Capital Partners. The remuneration of the Réviseur d'entreprises
agréé for these subsidiaries is € 78 thousand (2020: € 92 thousand).
NOTE 24 - RELATED PARTIES
Income resulting from services provided recognised in the statement of profit or loss exclusively comes from services
provided by Luxempart and billed to its subsidiaries and investments.
The Foyer Assurances group invoices, on a quarterly basis, office rental expenses and other related expenses, insurance
expenses, and miscellaneous services for a total of € 631 thousand (2020: € 614 thousand).
One member of Luxempart’s Group Executive Committee invoiced consulting fees to Luxempart and Luxempart Capital
Partners until March 2021, date at which he transformed his consultancy contract into an employment contract.
Moreover, a former Group Executive Committee member was entitled to a bonus payment relating to 2020. The total
fees amount to € 250 thousand for 2021 (2020: 550 thousand).
Transaction fees paid to Capital at Work, a subsidiary of Foyer Group, amount to € 27 thousand (2020: € 20 thousand)
and are included in “Interest and similar expenses” (note 7).
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NOTE 25 - FINANCIAL RISKS
MANAGEMENT OF MARKET RISK
The Group's major risk is the exposure of its financial assets to market risk. The risk management policy is established and
controlled by the Group Executive Committee, the Board of Directors, and the Audit, Compliance and Risks Committee.
Market risk is the risk of loss in value of financial assets. The main risks and uncertainties to which the Group is exposed
relate to the performance of the financial markets (stock markets, comparable transactions, market multiples, etc.).
Luxempart does not systematically sell its participations based on financial market volatility. In principle, the Group
does not use market risk hedging instruments. It nevertheless regularly monitors changes in the value of its investments.
The investments in companies listed on the stock exchange (mainly stock exchange of Luxembourg, Brussels, and
Frankfurt) represent 12.9% as at 31 December 2021 of the Net Asset Value (2020: 20.7%).
MANAGEMENT OF INTEREST RATE RISK
Interest risk is the risk that the interest flow on the financial debt and the gross cash may be affected by an unfavourable
change in interest rates.
As at 31 December 2021, the risk is limited due to the small account of receivables and payables and by the absence of
financial debt.
MANAGEMENT OF FOREIGN EXCHANGE RISK
The Group invests mainly in positions in the Group's functional currency (EUR).
The portfolio of Luxempart is composed of 2 investments that are designated in foreign currency for € 2,016 thousand.
No reasonable change in currency would have an impact on the accounts of Luxempart, as these investments represent
1.4% of the financial assets at fair value through profit or loss.
The portfolio of Luxempart Capital Partners is composed of investments in USD which represent 3.2% of the value of its
total financial assets. No reasonable change in currency would have an impact on the accounts of Luxempart. Therefore,
these investments are not hedged against foreign exchange risk because it is not significant.
MANAGEMENT OF CREDIT RISK
Luxempart granted loans to companies of the Group totalling € 62 thousand as at 31 December 2021 (2020: € 62
thousand).
Luxempart has also receivables from its subsidiaries for an amount of € 12,730 thousand (2020 : € 50 thousand).
Credit risk is the risk that contracted third parties to not meet their commitments towards the Group during transactions
with it. Credit risk lies not at Luxempart level but at the level of the investments, which are responsible for managing
their credit risk according to the specific terms appropriate for their situation.
If necessary, Luxempart may grant guarantees to companies in which it has invested.
Luxempart minimises its risk exposure by entering into commitments with financial institutions with a high rating
between Aa2 and A-. In order to minimise any concentration risk, Luxempart diversifies its exposure by several banking
institutions, with a maximum to 5% of equity
In 2021, there was no significant change in relation to the credit risk management.
MANAGEMENT OF LIQUIDITY RISK
Luxempart has € 249,336 thousand open commitments resulting from its investments in the funds (note 21). The
Management follows the commitments and capital calls on a quaterly basis in order to make further cash available if
necessary. As at 31 December 2021, Luxempart has a high level of cash at bank and bank deposits (€ 142,599 thousand)
and liquid security portfolios (€ 106,404 thousand) that are available to face its commitments. Given this high level of
liquidity, the risk of Luxempart is low.
CLIMATE-RELATED AND OTHER ESG RISK
The Group is not directly exposed to significant climate-related or other environmental risks. Luxempart acknowledges
that ESG factors are having an increasing impact on its business environment. The Management is working on a
Sustainability policy that will enable the Group to assess, monitor, and manage the ESG risk in general and the
climate-related risks in particular. Luxempart is currently developing a framework as well as a risk management
system in order to limit the ESG risk and to seize ESG opportunities to create value. Until the full implementation of this
risk management system, the Management continues to closely monitor the portfolio companies and to support their
sustainability initiatives.
The Board of Directors will create a Substainability Committee that will follow sustainability laws and regulations and
their impact on Luxempart, to validate corporate and portfolio sustainability action plans and to review the sustainability
report, including the assessment of ESG risks.
The Audit, Compliance and Risk Committee together with the Management ensures that the Group is compliant with all
the applicable ESG laws and regulations.
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NOTE 26 - POST CLOSING EVENTS
During the first months of 2022, Luxempart increased its holdings in several lines and sold two portfolio companies.
The operations are the following:
• In January 2022 Luxempart sold its 12% stake in VivaltoHome, a Belgian operator of senior care homes, to Vivalto Vie,
a French operator of senior care homes and realized an IRR close to 20%.
• On February 28, Luxempart signed an agreement with funds advised by Quadriga Capital Partners to sell its 43.8%
stake in Novotergum GmbH. The transaction is expected to be closed in before May 2022 but is still subject to approval
by German anti-trust authorities. Total proceeds should amount to € 22.5m, in line with Novotergum’s contribution to
our NAV as of December 31, 2021.
There were no other significant events since 31 December 2021 that would impact the financial position and performance
of the Group.
ANNUAL
REPORT 2019
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ANNUAL
REPORT 2019
Address
12 Rue Léon Laval
L-3372 Leudelange
Contact
Phone: +352 437 43 51 01
Fax: +352 42 54 62
luxempart@luxempart.lu
luxempart.lu
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