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Revo Insurance

Annual Report Mar 17, 2023

4376_10-k_2023-03-17_6c8ec09b-2c86-4646-8989-1adc20e7acac.pdf

Annual Report

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STATEMENTS 2022

FINANCIAL

Improving the future

of businesses, our partners and people

REVO Insurance S.p.A.

Registered office: Viale dell'Agricoltura 7, 37135 Verona Operational headquarters: Via Mecenate 90, 20138 Milan

Tax code/VAT No. and Verona Companies Register No. 05850710962 An insurance company authorised by ISVAP Order No. 2610 of 3 June 2008 entered in the Register of Insurance and Reinsurance Companies with IVASS, Section I, under No. 1.00167; Parent Company of the REVO Insurance group, entered in the IVASS Register of Groups under No. 059

www.revoinsurance.com

Corporate officers and Directors 5
General information 6
Corporate information 7
Report on Operations 9
Market scenario 9
Industry regulations 11
Main corporate events 11
General performance 13
Evolution of the insurance portfolio and the sales network 16
Claims 17
Acquisition expenses and general expenses 19
Foreign business 20
Reinsurance policy 20
Main new products launched on the market21
Investment policy guidelines and profitability achieved22
Remuneration policies and employee information 24
Summary data for 2022 25
Solvency II – Solvency margin 26
Insurance risk management objectives and policy 27
Ongoing disputes 28
Capital and financial transactions with parent companies, associates, affiliates and other related parties 28
Other significant events during the year 29
Main significant events after year-end 29
Business outlook 29
Own shares held and changes in own shares 30
Relations with public authorities and other entities 30
Report on Corporate Governance and Ownership Structure pursuant to Art. 123-bis of Legislative Decree No. 58 of 24
February 1998 30
Proposals to the Shareholders' Meeting 32
Statement of financial position and income statement 34
Statement of financial position 34
Income statement 46
Notes to the financial statements 54
General part 55
Part A – Valuation criteria 56
Assets 56
Liabilities 57
Income statement 59
Part B – Information on the statement of financial position and the income statement 61
Assets 61
Intangible assets 61
Investments 61

Reinsurers' share of technical provisions 62
Receivables 62
Other assets 64
Liabilities 65
Shareholders' equity 65
Subordinated liabilities 66
Technical provisions 66
Provision for risks and charges 67
Deposits received from reinsurers 68
Payables and other liabilities 68
Accrued expenses and deferred income 69
Assets and liabilities relating to Group companies and other investee companies 69
Guarantees, commitments and other memorandum accounts 69
Income statement 71
Technical account of the non-life classes71
Development of class technical items 76
Non-technical account 76
Part C - Other information 80
Revenue or cost elements of exceptional size or impact 80
Agreements not reflected in the statement of financial position 80
Management and coordination activity 80
Information relating to employees, directors and statutory auditors 80
Fees for auditing and services other than auditing 81
Statement of cash flows 82
83
Annexes to the notes 84
Certification of the consolidated financial statements pursuant to Article 81-ter of Consob
Regulation 11971/1999 193 122

Corporate officers and Directors

BOARD OF DIRECTORS

Chairman Antonia Boccadoro

Chief Executive Officer Alberto Minali

Directors

Ezio Bassi Elena Biffi Claudio Giraldi Elena Pistone Ignazio Maria Rocco di Torrepadula

BOARD OF STATUTORY AUDITORS

Chairman Alfredo Michele Malguzzi

Statutory Auditors Rosella Colleoni Alessandro Copparoni

Alternate Auditors

Francesco Rossetti Paola Mazzucchelli

GENERAL MANAGER

Alberto Minali

******

EXTERNAL AUDITOR KPMG S.p.A.

General information

These financial statements have been prepared pursuant to ISVAP Regulation No. 22 of 4 April 2008, as amended and supplemented by IVASS Order No. 53 of 6 December 2016, and have been drafted in accordance with the applicable provisions of law, according to the valuation criteria and accounting principles referred to below and corresponding to the accounting records that reflect the transactions carried out by REVO Insurance S.p.A. (hereinafter also "the Company" or "REVO Insurance") as at 31 December 2022, supplemented by internal management documentation for any amounts not directly recorded in the accounts.

The financial statements consist of the:

  • Statement of financial position;
  • Income statement;
  • Notes to the financial statements;
  • Statement of cash flows.

The notes to the financial statements, in turn, comprise the following parts:

  • A Basis of valuation
  • B Information on the statement of financial position and the income statement
  • C Other information

In accordance with the provisions of Article 4 of the aforementioned ISVAP Regulation No. 22, the following financial statements are also accompanied by the following annexes to the notes:

  • Annex 1 Statement of financial position Non-life operations
  • Annex 3 Table showing the breakdown of net profit for the year between the non-life and life classes
  • Annex 4 Assets Changes during the year in intangible assets (Item B) and land and buildings (Item C.I)
  • Annex 5 Assets Changes during the year in investments in Group companies and other investee companies: shares and quotas (Item C.II.1), bonds (Item C.II.2) and loans (Item C.II.3)
  • Annex 6 Assets Table containing information on investee companies
  • Annex 7 Assets Statement of changes in investments in Group companies and other investee companies: shares and quotas
  • Annex 8 Assets Breakdown based on the use of other financial investments: shares and quotas of companies, units of mutual funds, bonds and other fixed-income securities, units in mutual investments and miscellaneous financial investments (Items C.III.1, 2, 3, 5, 7)
  • Annex 9 Assets Changes during the year in other long-term financial investments: shares and units, units of mutual funds, bonds and other fixed-income securities, units in mutual investments and miscellaneous financial investments (Items C.III.1, 2, 3, 5, 7)
  • Annex 13 Liabilities Changes during the year in components of the premium reserve (Item C.I.1) and the claims
    • reserve (Item C.I.2) of the non-life classes
  • Annex 15 Liabilities Changes during the year in provisions for risks and charges (Item E) and employee severance indemnities (Item G.VII)
  • Annex 16 Detailed statement of assets and liabilities relating to Group companies and other investee companies
  • Annex 17 Details of classes I, II, III and IV of "guarantees, commitments and other memorandum accounts"
  • Annex 19 Summary information relating to the technical account of the non-life classes
  • Annex 21 Investment income (Items II.2 and III.3)
  • Annex 23 Capital and financial expenses (Items II.9 and III.5)
  • Annex 25 Non-life insurance Summary statement of technical accounts by individual class Italian portfolio

  • Annex 26 Summary schedule of the technical account summarising all the non-life classes Italian portfolio
  • Annex 30 Relations with Group companies and other investee companies
  • Annex 31 Summary schedule of premiums written for direct business
  • Annex 32 Schedule of expenses relating to employees, directors and statutory auditors.

Pursuant to Legislative Decree No. 209/2005, the following documents are also attached to the financial statements file:

  • the Directors' Report on Operations;
  • the Board of Statutory Auditors' Report;
  • certification of the financial statements pursuant to Article 81-ter of Consob Regulation No.11971/1999 193;
  • the External Auditor's Report.

Corporate information

REVO Insurance S.p.A. was created by the reverse merger between Elba Assicurazioni S.p.A. and the Parent Company, REVO S.p.A., in November 2022.

The Company operates exclusively in the non-life business, in Italy and abroad, under the freedom to provide services scheme1 , in the following areas of activity2 , as defined in Article 2, paragraph 3 of the Italian Private Insurance Code (Legislative Decree No. 209 of 7 September 2005): 1. Accident, 2. Sickness, 3. Land vehicles (other than railway rolling stock), 4. Railway rolling stock, 5. Aviation hull, 6. Marine hull (sea, lake and river and canal vessels), 7. Goods in transit, 8. Fire and natural forces, 9. Other damage to property, 11. Aviation liability, 12. Marine hull (sea, lake and river and canal vessels), 13. General liability, 14. Credit, 15. Suretyship, 16. Miscellaneous financial loss and 18. Assistance.

REVO Insurance has its registered office at Viale dell'Agricoltura 7, Verona and, as the Parent Company, is part of the REVO Insurance Group, entered in the Register of Insurance Groups under No. 059, and includes the subsidiary Revo Underwriting Sr.l., an insurance brokerage company, operational since July 2022.

At 31 December 2022, the Company held own shares (a total of 140,953 shares), amounting to 0.573% of the share capital, including only ordinary shares, and is listed on the Euronext STAR Milan market and therefore subject to the rules of the Euronext Milan Issuers' Regulation.

The financial statements have been audited by the External Auditor, KPMG S.p.A., engaged to audit the accounts for financial years 2017-2025.

In this file, the financial statements relating to the Company's statement of financial position and income statement data as at 31 December 2022 are compared with the data as at 31 December 2021 shown in the financial statements of Elba Assicurazioni S.p.A. Amounts are shown in thousands of euros, unless expressly specified.

1 It should be noted that since 4 July 2022 the Company has been authorised to operate under the freedom to provide services scheme.

2 It should be noted that authorisation for the Sickness, Land vehicles, Railway rolling stock, Aviation hull, Marine hull, Goods in transit, Aviation liability, Marine liability, Credit and Financial loss classes was obtained from the Supervisory Body on 29 March 2022 and that, on the same date, the Company was authorised to extend its reinsurance activities to the Accident, Fire and natural forces, Other damage to property and General liability classes.

Report on Operations

Report on Operations

Market scenario

Macroeconomic scenario

2022 was marked by dramatic geopolitical events and the continuation of the Covid-19 pandemic in various areas of the globe. In a still fragile macroeconomic environment, the outbreak of war between Russia and Ukraine amplified the rise in commodity prices.

This trend, together with the effects of the fiscal expansion of 2020-2021, changed the paradigms of the financial market, particularly in relation to bond yields, with effects that are likely to persist for the next few years.

February saw the military invasion of Russian troops into Ukrainian territory. As well as its dramatic humanitarian consequences, the conflict had a particularly negative impact on trade flows and commodity prices, at a time when some of the global production chain "bottlenecks" caused by the pandemic seemed to be coming to an end. Further uncertainty was caused by the Chinese government's restriction on industrial and commercial activities in large areas of the country in an effort to curb another surge in Covid-19 cases.

Central banks have been faced with the difficulty of managing an economic scenario characterised by a rapid deterioration in current and forward-looking indicators and a particularly sharp and persistent rise in inflation. While the main activity of central bankers was controlling inflation in the second quarter, prompting expectations of a sharp rise in policy rates, towards the end of June the focus shifted to the risks of recession, due to overly restrictive financial conditions and potential energy rationing. The findings of early autumn price surveys moved the focus to the risk of inflation being too far beyond the central banks' targets and the threats to financial stability posed by the tightening of monetary policy within a particularly short time frame.

In a generally fragile environment, the European Central Bank acted initially with caution, partly in view of the fact that European inflation was being driven more by rising commodity and energy prices than by demand. From July onwards it implemented a number of hikes, bringing the deposit rate to 2% by year-end, with, in conclusion, further increases expected during 2023 as the bond purchase programmes are phased out.

In the period under review, the Federal Reserve progressively increased its key rate from March (eventually reaching 425 basis points overall at year-end), and began reducing the number of bonds held on its balance sheet in an effort to contain the monetary base and its impact on price dynamics.

The growth recorded in 2022 in the main areas of the planet was still remarkably positive, driven by the impetus of postpandemic re-openings and incorporating only partially the impacts of the geopolitical picture described above.

The recessionary effects of the sudden normalisation of rates and the rise in commodity prices affected GDP in the second half of the year and the overall result for 2022. Specifically, Italy recorded growth of 0.2% in the first quarter compared with the previous quarter and 6.4% compared with the same period in 2021. In the second quarter, GDP continued to grow by 1.1% compared with the first quarter and by 5.0% compared with the previous year, while in the third and fourth quarters there were clear signs of a slowdown, with growth of 0.5% compared with June and 2.7% compared with the same period in 2021. Overall, growth is estimated at 3.8% for 2022, while forecasts for subsequent years indicate much lower GDP figures.

Inflation, which had been rising since mid-2021, accelerated strongly during the first half of the year, reaching record levels in both Europe and the United States. Energy and food were the main contributors, but core inflation also rose as the range of goods and services affected by higher prices continued to grow. This upward trend can also be seen in Italian inflation, which rose from +6.0% in the first quarter to +12.5% at the end of the year.

Insurance scenario

In a macroeconomic environment dominated by the war between Russia and Ukraine, higher commodity prices and doubledigit inflation rates, ISTAT estimates have confirmed a positive performance by the Italian economy, with an increase in GDP of 2.7% in the third quarter, compared with the same period in 2021. GDP growth was given a substantial boost by the services sector, while the agricultural and industrial sectors contracted. In the services sector, life and non-life insurers recorded differing performance trends. In particular, new life production declined to its lowest level in eight years, while the non-life segment registered a general increase in premiums.

According to industry studies3 , in the non-life sector, at the end of the third quarter of 2022, total premiums collected by insurance companies and Italian representative offices in the Italian direct portfolio amounted to €29.0 billion, up by 6.3% compared with the end of the same period in 2021, when premiums written totalled €27.2 billion and the sector recorded growth of 2.8%, driven by the post-pandemic recovery. The third quarter of 2022 produced the seventh consecutive positive interim increase, with premium income reaching €30 billion for the first time at the end of the first nine months of the year.

The increase in total non-life premiums was due in particular to growth in the non-motor sector, the Company's core market, which recorded its highest ever increase (+11.6%), compared with a slight decrease (-0.5%) in premiums in the motor sector.

The other classes were positively affected by the recovery in domestic production. All the main insurance classes contributed to the overall growth of the segment (11.6%): the Accident and Sickness classes grew by 5.4% and 14.5% respectively, the Fire class by 7.1% and Other damage to property by 10.6%, while General liability grew by 12.1%.

The non-life business also recorded growth in the Credit class (+30%) and Suretyship (+9.6%). The National Recovery and Resilience Plan (NRRP)'s boost to the procurement sector has also helped to increase insurance premiums in the Suretyship sector, while the growth in Credit premiums was boosted by insurance companies being able to access a €2 billion fund, set up in 2020, which enabled insurers to continue providing cover to businesses experiencing cash flow crises due to the pandemic.

Moreover, in the future, a large majority of operators estimate that requests for insurance cover may increase in the SME segment, driven mainly by increased demand from the services sector, followed by manufacturing.

According to the study "Next Level for Insurance – SME segment" by Crif, the IIA (Italian Insurtech Association) and Nomisma, only 62% of Italian SMEs currently have insurance cover. The entire segment of Italian small and medium-sized enterprises, which includes 4.35 million companies and represents 99.3% of active businesses, playing a strategically important role in the socio-economic fabric of the country, is heavily under-insured: 1,653,000 of these enterprises (or 38% of the total, based on the sample analysed) have no insurance cover. SMEs have a low perception of the risks involved in business and therefore tend to underestimate the impact an event might have on their activities. In fact, as well as being an under-insured segment, there is a widespread tendency to purchase as little as possible: 71% of SMEs have taken out third-party liability cover, 64% have fire cover and 56% theft cover, and only 39% have directors' liability cover. To address this scenario, the response of insurance companies for the next 12 months will be to increase insurance advice, which will become increasingly strategic, to help businesses develop with a greater focus on risk.

With regard to the distribution channel, the main form of brokerage in terms of market share (73%) is still the agency network, which is particularly successful in the Suretyship, General liability, Motor liability, Marine hull and Other damage to property classes. This year, the banking channel topped the brokers' market share (8.7%) for the first time. This percentage reflects the entire volume of premiums that these intermediaries collect but hand over to companies via agencies. If the market share of these premiums were also taken into account, the percentage of agencies would fall to 49.9% and the percentage of the brokers themselves would rise to 31.8%.

According to the S&P Global Ratings Report ("Global Insurance Markets: Inflation Bites"), also in 2023, although inflation and competition in some segments (particularly motor liability and healthcare) are putting the profits of the world-wide insurance industry at risk, it will remain one of the highest-rated sectors at the global level. The decrease in purchasing power due to the increase in the cost of living may slow growth in premiums, while growth in premiums in the non-life

3 Monthly report issued by the industry association, ANIA

segment will be positively affected by the many mandatory types of cover and by the adjustment of premiums for the new levels of inflation.

Industry regulations

Some of the new legislation affecting the insurance sector in 2022 is described below:

  • IVASS Regulation No. 50 of 3 May 2022: the regulation, which lays down provisions relating to the disclosure to IVASS of data and information on non-life premiums collected by companies through individual intermediaries and in the course of management activity, introduces an annual obligation, also for companies operating in the non-life business, to transmit information on insurance activities carried out in Italy in the non-life classes, by compiling the "Intermediaries" section of the document regulated by Article 28-sexies of IVASS Regulation No. 44/2019 for companies operating in the life classes.
  • IVASS Order No. 121 of 7 June 2022: The regulation, published in Official Gazette No. 144 of 22 June 2022, amends and supplements ISVAP Regulation No. 7/2007, mainly concerning IFRS 17 (Insurance Contracts).
  • The IVASS letter to the market of 3 January 2023 regarding "IAS/IFRS consolidated financial statements Information on the transition to IFRS 17 referred to in Annex 4 of Regulation No. 7/2007, as amended by IVASS Order 121/2022".
  • The Joint Communication of the Bank of Italy, Consob and IVASS of 27 October 2022 on "IAS/IFRS financial statements at 31/12/2022 – Information on the transition to IFRS 17 and IFRS 9".
  • ESMA Public Statement No. 32-339-208 of 13 May 2022 regarding "Transparency on implementation of IFRS 17 Insurance Contracts" and relating to the information to be provided in the financial statements on the qualitative and quantitative impacts of the new IFRS 17 standard.

Main corporate events

2022 saw the creation of the REVO Insurance Group, and was marked by a number of significant corporate events. The most significant events during the year were as follows:

  • On 10 January 2022, the Supervisory Authority informed REVO S.p.A., pursuant to IVASS Regulation No. 2, of the establishment of the "Elba Assicurazioni" insurance group entered in the Register of Groups under No. 059;
  • On 19 January 2022, REVO S.p.A. announced that the take-up of options in respect of shares offered with the right of withdrawal to holders of REVO shares who did not approve the amendments to the Articles of Association approved by the Extraordinary Shareholders' Meeting of 4 August 2021, amounted to 259,076 shares. Of these, 45,390 are share options and 213,686 are shares requested under pre-emption rights. The offer closed with subscription for all the shares subject to withdrawal;
  • Further to the notice issued on 26 January 2022 concerning the granting of allotment rights over 22,000,000 ordinary shares of REVO S.p.A., with an allotment ratio of four allotment rights for every ten ordinary shares held, on 2 February 2022, a total of 8,799,989 allotment rights were granted, for a total number of tradable outstanding rights of 11,599,989. These rights also include the rights already allotted during the Subscription Offer and during the conversion of Class B shares into ordinary shares;
  • On 3 March 2022, pursuant to the Issuer's Regulation of Euronext Growth Milan (formerly AIM Italia), REVO S.p.A., implementing the resolution adopted by the Ordinary Shareholders' Meeting of 3 May 2021, launched a programme to purchase its own shares, which may be used by the Company to service potential external growth transactions, to be carried out through an exchange of shares, and incentive plans reserved for company employees;
  • On 15 March 2022, Claudio Costamagna tendered his resignation from the position of Director and Chairman of REVO S.p.A. and of the subsidiary, Elba Assicurazioni S.p.A.;
  • On 29 March 2022, the Supervisory Authority issued, by means of an order, an authorisation to extend the insurance and reinsurance activities to classes 2. Sickness, 3. Land vehicles (other than railway rolling stock), 4.

Railway rolling stock, 5. Aviation hull, 6. Marine hull (sea, lake and river and canal vessels), 7. Goods in transit, 11. Aviation liability, 12. Marine liability (sea, lake and river and canal vessels) (carrier's liability only), 14. Credit and 16. Financial loss, as well as the extension of reinsurance to classes 1. Accident, 8. Fire and natural forces, 9. Other damage to property and 13. General liability, pursuant to Article 2, paragraph 3, of the Insurance Code;

  • On 29 March 2022, the Board of Directors approved the "REVO 2022-2025 Business Plan: Towards the Future!", presented to the financial community and the press on 31 March 2022;
  • On 4 April 2022, the Shareholders' Meeting of Elba Assicurazioni S.p.A. resolved to increase the number of members of the Board of Directors to seven and to appoint, as Directors, Antonia Boccadoro, Claudio Giraldi and Ezio Bassi;
  • On 6 April 2022, the Board of Directors of REVO S.p.A. co-opted Antonia Boccadoro as a Director of the Company and appointed her as Chairman;
  • On 23 April 2022, the Shareholders' Meeting of REVO S.p.A. approved the financial statements as at 31 December 2021 and resolved to appoint a member of the Board of Directors (Antonia Boccadoro) to reform the Board with respect to its original composition of seven members;
  • On 3 May 2022, REVO Underwriting S.p.A. was established to provide insurance brokerage and advisory services. The Elba Assicurazioni Group therefore has an MGA (managing general agency), i.e. an agency authorised to write, issue and manage insurance policies, under licences and authorisations held by the insurance company, as well as its risk capital;
  • On 1 July 2022, the proprietary OverX platform was launched to facilitate recruitment, product structuring and brokerage processes;
  • On 5 July 2022, IVASS announced that the Company was authorised to operate under the freedom to provide services scheme in the territory of the Member States of the European Community, including the States participating in the European Economic Area, presented at the time of prior notification;
  • On 6 July 2022, MGA REVO Underwriting S.r.l. was registered with the Single Register of Insurance and Reinsurance Intermediaries (Registro Unico degli Intermediari Assicurativi e Riassicurativi or RUI) under registration number A000711224;
  • On 27 July 2022, IVASS issued an order authorising the merger by incorporation of REVO into Elba Assicurazioni S.p.A., and on 29 July REVO lodged, pursuant to Article 2501-septies of the Italian Civil Code, both at the Company's registered office at Via Mecenate 90, 20138 Milan and on the company website, the corporate documents relating to the merger plan, also registering it in the Milan Companies Register;
  • On 6 September 2022, the Shareholders' Meeting of REVO S.p.A. approved the merger by incorporation of the Spac, REVO S.p.A. ("REVO") into the subsidiary, Elba Assicurazioni S.p.A. ("Elba Assicurazioni"), and its listing on the Euronext STAR Milan segment of the Italian stock exchange (Borsa Italiana). The merger became effective on the listing date and the new entity resulting from the merger was named REVO Insurance S.p.A.;
  • On 10 November 2022, the deed of merger by incorporation of REVO into Elba Assicurazioni was agreed, following which Elba Assicurazioni took the name REVO Insurance S.p.A. The effectiveness of the merger was subject to the following conditions: (i) the issue by Borsa Italiana S.p.A. of the order for the admission to listing of the ordinary shares and allotment rights of the Issuer on the Euronext Milan market; and (ii) the issue by Consob of the order authorising the publication of the prospectus for the admission to listing of the ordinary shares and allotment rights of the Issuer on the Euronext Milan market. It was also decided that the registered office would relocate to Viale dell'Agricoltura 7, Verona when the merger took effect.
  • On 14 November 2022, Borsa Italiana S.p.A. ("Borsa Italiana"), by Order No. 8898, ordered the admission to listing on the Euronext Milan regulated market, organised and managed by Borsa Italiana ("Euronext Milan"), of the ordinary shares and allotment rights of the Company, which, following the merger by incorporation of REVO into Elba Assicurazioni, took the name REVO Insurance S.p.A., abbreviated to "REVO S.p.A.", with registered office at Viale dell'Agricoltura 7, Verona. The Company also submitted to Borsa Italiana an application for the admission of ordinary shares and allotment rights to trading on the STAR segment of Euronext Milan;
  • On 15 November 2022, the Italian stock market regulator, "Consob" (Commissione Nazionale per le Società e la Borsa) authorised, with Communication No. 0494769/22, the publication of the registration document, and, with

Communication No. 0494770, the publication of the securities information document and summary note (jointly referred to as the "Prospectus") for the admission to trading of the Issuer's ordinary shares and allotment rights on Euronext STAR Milan. Pursuant to the provisions of the deed of merger, when the listing was authorised, the merger also became effective. On 21 November 2022, the merger also resulted in a change in the name of Elba Assicurazioni to REVO Insurance S.p.A. and the relocation of the registered office to Verona;

  • On 16 November 2022, Elba Assicurazioni S.p.A. and REVO S.p.A. filed with Consob the "Prospectus" for the admission to trading of the Issuer's ordinary shares and allotment rights on Euronext Star Milan. On the same date, Borsa Italiana S.p.A. ("Borsa Italiana"), as indicated in Notice No. 44128, ordered the commencement of trading of the ordinary shares and allotment rights of the Issuer on the STAR segment of the Euronext Milan regulated market;
  • On 21 November 2022, trading began in the ordinary shares and stock allotment rights on the Euronext Milan regulated market, STAR segment ("Euronext STAR Milan"), organised and managed by Borsa Italiana S.p.A. ("Borsa Italiana") of REVO Insurance S.p.A., resulting from the merger by incorporation of REVO S.p.A. into Elba Assicurazioni S.p.A. On the same date, 11,599,989 REVO allotment rights (ISIN code IT0005513103), regulated by the "REVO Insurance S.p.A. Allotment Rights" Regulation, were outstanding. (the "Allotment Rights");
  • On 30 November 2022, pursuant to the Regulation, holders of the Allotment Rights were allotted a maximum of up to 2,320,000 (two million three hundred and twenty thousand) total newly issued REVO conversion shares (the "Conversion Shares"), distributed among all holders of Allotment Rights, according to the allotment ratio of 1 (one) Conversion Share for every 5 (five) Allotment Rights held;
  • On 6 December 2022, REVO's Articles of Association were amended to reflect the cancellation of the Allotment Rights and the issue of the new ordinary conversion shares allotted to the holders of Allotment Rights. Following the cancellation of the 11,599,989 REVO Allotment Rights outstanding and the resulting issue of 2,319,985 new ordinary conversion shares, the Company did not record any change in the original amount of share capital;
  • At 31 December 2022, as a result of transactions in its own shares, REVO Insurance held a total of 140,953 treasury shares, amounting to 0.573% of the share capital.

General performance

Operating performance was characterised by the launch and implementation by the Company of the strategic plan presented to the financial community on 31 March 2022, which provides for the further development of the existing insurance business and the broadening of the offer, with the launch of new lines focused on specialty and parametric risks. The financial statements for the year ended 31 December 2022 show a pre-tax loss of €9,087,000. Due to taxes of - €1,805,000, profit amounted to €7,282,000.

This result was strongly affected by one-off costs incurred, inter alia, for the listing on Euronext STAR Milan, the merger and the implementation of the new IFRS 17 accounting standard (€2,864,000), the amortisation of goodwill recognised at the time of acquisition of Elba Assicurazioni S.p.A. (€8,904,000) and by market performance, which resulted, due to a general increase in interest rates, in capital losses on the valuation of investments of €9,224,000. The summary income statement of REVO Insurance S.p.A. is provided below:

(amounts in thousands of euro) REVO Insurance 31.12.2022 Elba Assicurazioni 31.12.2021 Net earned premiums 55,410 40,825 Other technical income 866 1,750 Claims-related expenses -14,010 -5,901 Equalisation reserve -92 0 Profit-sharing -58 0 Operating expenses -32,592 -12,799 Other technical expenses -2,128 -3,548 Share of profit transferred from non-technical account 0 585

RESULT OF THE TECHNICAL ACCOUNT 7,396 20,912
Investment income 4,077 1,672
Capital and financial expenses -10,307 -483
Share of profit transferred to technical account 0 -585
Other income 55 988
Other expenses -10,752 -1,963
Extraordinary income 1,126 105
Extraordinary expenses -682 -85
RESULT BEFORE TAX -9,087 20,561
Taxes -1,805 6,253
RESULT FOR THE PERIOD -7,282 14,308

At the end of the year, adjusted operating profit was €13,350,000. This figure is subject to the following adjustments compared with the operating result:

  • includes investment income and expenses, exclusively related to accrued coupons and issue and trading differences (and therefore, recoveries and value adjustments and gains/losses on disposals are excluded, as they are non-recurring);
  • excludes the depreciation of tangible assets over the period;
  • excludes costs relating to payment of the agency severance indemnity provision, which are typically non-recurring;
  • excludes extraordinary costs incurred for one-off projects, including the merger, the translisting on Euronext STAR Milan and the introduction of the new IFRS 17 accounting standard;
  • It excludes any costs for financial payables (not present at that date).

The table below summarises the data for the adjusted operating result as at 31 December 2022:

Adjusted operating profit 31.12.2022
Net premiums 55,410
Equalisation/profit-sharing reserve -150
Claims-related expenses -14,010
Operating expenses -32,592
Other technical expenses -2,128
Other technical income 866
Technical result 7,396
Costs of financial debt 0
Investment income/expenses 2,928
Listing and other one-off costs 2,864
Depreciation of tangible assets 134
Payment to agencies 29
Adjusted operating profit 13,350

For the sake of completeness, adjusted net profit as at 31 December 2022 is shown below, including the same adjustments made to the operating profit shown above and adjusted for the goodwill amortisation portion recorded during the year:

Adjusted net profit 31.12.2022
Net result -7,282
Capital gain/loss on disposals -66
Capital gain/loss on valuation 9,224
Listing and other one-off costs 2,864
Depreciation of tangible assets 134

Amortisation of goodwill 8,904
Tax adjustment -3,746
Adjusted net profit 10,031

The technical performance of the insurance portfolio during the year was characterised by:

  • A significant increase in gross premiums written (+69.5% compared with 31 December 2021), due to:
    • the strengthening of the teams with the recruitment of 35 staff, all on the underwriting team;
    • the extension of the business lines with receipt of authorisation from IVASS to operate in new non-life classes (as reported in the section entitled "Main corporate events");
    • new product launches, details of which can be found in the dedicated paragraph entitled "Main new products launched on the market";
    • the expansion of the distribution network, which is described in the following section ("Evolution of the insurance portfolio and the sales network").
  • A total loss ratio net of reinsurance at 31 December 2022 of 25.3% compared with 14.5% in 2021, with an increase in claims-related expenses of €8,109,000 (€14,010,000 at 31 December 2022 compared with €5,901,000 in 2021) mainly attributable to the increase in the claims reserve of €5,375,000 and in claims paid of €2,734,000.

At 31 December 2022, the new management strengthened the claims reserve, setting aside a greater IBNR of €1,190,000 compared with 2021, with €192,000 ceded to reinsurance.

In particular, it should be noted that the claims reserve increased due to ten large claims relating to cover taken out in the years prior to 2022, with a total negative impact of €2,281,000 net of reinsurance. Four large claims (amounting to more than €200,000) relate to policies taken out in 2022, with a net impact of €821,000, the effect of which has been reduced thanks to the activation of the new reinsurance policy.

The technical balance for reinsurance of €9,572,000 (€5,358,000 at 31 December 2021), following the amendment and streamlining of reinsurance agreements, a slight reduction in the portion ceded in the existing quota share treaty, and the activation of non-proportional cover to better protect the technical result and the soundness of the Company.

The business development project, in 2022, entailed the following main costs:

  • Higher costs of €9,021,000 incurred for employees compared with 2021, due to the recruitment plan implemented from December 2021 to strengthen the management team in view of implementation of the project. Specifically 35 new staff were recruited, all in the underwriting area;
  • Higher costs of €2,864,000 relating to extraordinary components such as merger support activities, the translisting of REVO to the Euronext Growth Milan regulated market and the adoption of the new IFRS 17 accounting standard;
  • Amortisation of new intangible assets totalling €10,432,000, relating in particular to the amortisation of goodwill, as shown above, of €8,904,000, with the remainder being amortisation for software expenses incurred during the year to modify the accounting system, also in view of the adoption of the new international accounting standard (IFRS 17) and the proprietary OverX platform;
  • Acquisition costs, in the commissions and other direct and indirect business acquisition expenses component, amounted to €41,319,000, up by €24,679,000 on 31 December 2022, which is, however, consistent with the strong growth in premiums recorded in the period. Commissions received from reinsurers amounted to €26,197,000 (€18,732,000 at 31 December 2021), thanks to the growth of business volumes and the amendment of existing agreements.

Due to the above performance, the adjusted COR (combined operating ratio) gross of reinsurance was 82.6% (at 31 December 2021, equal to 61.7%) and amounted to 86.7% net of reinsurance (47.8% at 31 December 2021). The adjusted

COR (combined operating ratio)4 was 82.6% gross of reinsurance (61.7% at 31 December 2021) and 86.7% net of reinsurance (47.8% at 31 December 2021).

The effects of the reinsurance policy on the COR are mainly caused by the amendment of the treaties, which entailed an extension of the business covered by reinsurance and, at the same time, a decrease in the percentage ceded under quota share treaties.

The financial result, which was negative by €6,230,000 (positive by €1,189,000 at 31 December 2021), reflected value adjustments to investments amounting to €9,224,000 at year-end. These adjustments reflected the sharp rise in policy rates, mainly due to expectations of restrictions by the central banks and the context of a general rise in inflation and uncertainty over military escalation in Ukraine. The negative effect of the capital losses on valuation was in any case partially offset by the increase in financial income, amounting to €4,077,000, a marked improvement compared with the same period in the previous year (€1,672,000), due to the implementation of a careful investment policy that aims both to seize the opportunities offered by the context of higher interest rates and to increase decorrelation from the performance of the financial markets, with a consequent decrease in overall volatility.

Evolution of the insurance portfolio and the sales network

Premiums written, gross of reinsurance and net of current year cancellations, totalled €131,388,000 in 2022, a significant increase compared with the €77,526,000 recorded at 31 December 2021 (an increase of 69.5%). Direct and indirect premium income is reported in the following table by class:

Gross premiums 31.12.2022 % 31.12.2021 % Change
1 Accident 973 0.7% 265 0.3% 267.3%
2 Sickness 15 0.0% - 0.0% -
5 Aviation hull 261 0.2% - 0.0% -
6 Marine hull (sea, lake and river and canal vessels) 2,205 1.7% - 0.0% -
7 Goods in transit 2,008 1.5% - 0.0% -
8 Fire and natural forces 14,730 11.2% 631 0.8% 2234.4%
9 Other damage to property 15,918 12.1% 12,231 15.8% 30.1%
11 Aviation liability 99 0.1% - 0.0% -
12 Marine liability (sea, lake and river and canal vessels) 70 0.1% - 0.0% -
13 General liability 20,977 16.0% 4,714 6.1% 345.0%
14 Credit 289 0.2% - 0.0% -
15 Suretyship 73,229 55.7% 59,674 77.0% 22.7%
16 Financial loss 602 0.5% - 0.0% -
18 Assistance 10 0.0% 11 0.0% -6.5%
Total 131,388 100.0% 77,526 100.0% 69.5%

In this regard, it should be noted that during the period there was a significant increase not only in Suretyship (+22.7% compared with 2021), which remained the main business class, but also in other classes historically managed by the Company (Other damage to property, General liability and Fire), mainly due to the impetus provided by the expansion of the product range and the distribution network.

At the end of the year, the insurance portfolio was more diversified, with a 55.7% impact on the total premiums of the Suretyship class (77.0% at 31 December 2021), due to greater exposure to other classes, the proportion of which increased from 23.0% at 31 December 2021 to 44.3% at 31 December 2022.

In addition to the description of premium income for the year, the breakdown of premium income by geographical area is shown below:

Geographical area 31.12.2022 31.12.2021 % incr.
North 91,811 40,089 129.0%

4 It should be noted that the calculation of the adjusted COR for 2021 did not take into account the cost deriving from payment of the agency severance indemnity, totalling €985,000, which was included in "Other acquisition costs". This cost was, in fact, offset by the use of the relevant provision, allocated in previous years and included in the non-technical account under "Other income". The effect on the result for the period was therefore nil.

Centre 25,118 16,434 52.8%
South and Islands 14,082 21,003 -33.0%
Abroad 377 - -
Total 131,388 77,526 69.5%

In 2022, the Company continued to implement measures to increase the number of agency mandates and the number of free collaboration agreements with brokers, in order to develop both overall production and the productivity of individual intermediaries.

At 31 December 2022, the sales network consisted of 116 multi-firm agents (100 at 31 December 2021) and 53 brokers (16 at 31 December 2021).

During the 2022 financial year, as part of a process designed to strengthen its commercial structure, the Company embarked on a path of harmonisation of the agency network that entailed the assignment of 18 new agency mandates, 37 new free collaboration agreements with brokers and the withdrawal of 2 agency mandates, the results of which were not in line with expectations.

The distribution of agencies (including brokers) and the average premiums written at 31 December 2022 by geographical area are as follows:

GEOGRAPHICAL AREA No. of agencies/brokers
by geographical area
Overall
premiums
Average premiums
per Agency/Broker
2022
Average premiums
per Agency/Broker
2021
North 76 91,811 1,208 978
Centre 47 25,118 534 483
South and Islands 46 14,082 306 512
Total 169 131,011 775 668

NO. AGENCIES/BROKERS BY GEOGRAPHICAL AREA

Claims

Claims-related expenses for direct and indirect business at 31 December 2022 amounted, respectively, to €20,395 gross of reinsurance (€9,969,000 at 31 December 2021) and €14,010,000 net of reinsurance (€5,901,000). The following tables show the breakdown by item, both gross and net of reinsurance:

Gross claims-related expenses 31.12.2022 31.12.2021 Change
Change in claims reserve 11,755 3,317 254%

Amounts paid 16,170 13,845 17%
Change in recoveries -7,530 -7,193 5%
Total 20,395 9,969 105%
Net claims-related expenses 31.12.2022 31.12.2021 Change
Change in claims reserve 7,849 2,059 281%
Amounts paid 9,947 7,453 33%
Change in recoveries -3,786 -3,611 5%
Total 14,010 5,901 137%

The overall performance of net claims-related expenses at 31 December 2022, measured in terms of loss ratio, was, although it increased, appropriate for the development of production, standing at 25.3%, compared with 14.5% in 2021. In absolute terms, claims-related expenses increased by €8,109,000, mainly due to the effect of Class 9-Other damage to property (€3,506,000) and Class 13-General liability (€2,316,000). For Class 6-Marine hull and Class 7-Goods in transit, which were not present in the previous year, total net expenses of €842,000 were recorded.

The following tables show the breakdown by class, respectively gross and net of reinsurance:

Gross claims-related expenses 31.12.2022 31.12.2021 Change
1 Accident 224 25 199
6 Marine hull (sea, lake and river and canal vessels) 891 - 891
7 Goods in transit 511 - 511
8 Fire and natural forces 1,568 213 1,355
9 Other damage to property 5,127 1,151 3,976
13 General liability 4,280 1,523 2,757
15 Suretyship 7,795 7,057 738
Gross claims-related expenses 20,395 9,969 10,426
Net claims-related expenses 31.12.2022 31.12.2021 Change
1 Accident 190 25 165
6 Marine hull (sea, lake and river and canal vessels) 540 - 540
7 Goods in transit 302 - 302
8 Fire and natural forces 843 93 750
9 Other damage to property 4,657 1,151 3,506
13 General liability 3,212 896 2,316
15 Suretyship 4,266 3,736 530
Net claims-related expenses 14,010 5,901 8,109

The total claims ratio, gross of reinsurance, was 20.9%, compared with 14.3% at 31 December 2021. The claims ratio net of reinsurance was 25.3%, compared with 14.5% for the same period in 2021.

As shown above, the increase in claims-related expenses mainly reflects the increase in the change in the claims reserve of €5,789,000 and, to a lesser extent, higher claims paid of €2,494,000.

The claims reserve was strengthened by setting aside higher IBNR, net of reinsurance, of €998,000, resulting from a physiological trend of increased overall business. Taking into account the most significant claims, with an impact of more than €200,000, there was an increase in the claims reserve due to ten claims relating to cover taken out in previous years (two relating to Class 9-Other damage to property of €705,000, three relating to Class 13-General liability of €912,000 and five relating to Class 15-Suretyship of €665,000), with a total negative impact of €2,281,000 net of reinsurance, and four claims relating to policies taken out in 2022 with a net impact of €821,000 (one relating to Class 13-General liability of €314,000, one to Class 8-Fire of €171,000 and two relating to Class 6-Marine hull of €336,000).

Suretyship class

The technical performance in 2022, due to the Company's particular focus on customer retention and risk assessment during the underwriting phase, once again proved extremely profitable.

The ratio, gross of reinsurance, of claims paid and reserved, net of recoveries, to earned premiums, was 12.6% (13.1% at 31 December 2021), and 13.4% net of reinsurance, compared with 14.1% at 31 December 2021.

Net claims for the year increased by €530,000 compared with 31 December 2021, due to the increase in claims paid and reserved (€693,000) versus the positive change in recoveries (€163,000).

A large claim was reported, adequately covered by collateral, which had been constituted as usual in order to protect against this type of risk and which led to a reduction in the amount enforced.

Other classes

In the other non-life insurance classes, the ratio, gross of reinsurance, of claims paid and reserved net of recoveries (including an IBNR provision of €1,640,000, up from €450,000 in 2021) to earned premiums was 35.3% overall (18.6% at 31 December 2021).

Of the IBNR provisioned in the financial statements, €192,000 was ceded to reinsurance. The overall ratio of the other classes, net of reinsurance, was 41.4%, compared with 15.2% in 2021.

The increase in this ratio in 2022 was mainly due to the following trends:

  • Other damage to property: in absolute values, gross claims for the year amounted to €5,127,000, an increase of €3,979,000 compared with the same period in 2021. In 2022, following the introduction of the new management team, IBNR totalling €760,000 was provisioned (€250,000 in 2021). Finally, mention should be made of the reporting and consequent reserving of two large claims, both relating to cover taken out in previous years, totalling €705,000 net of reinsurance, as well as the allocation of €386,000 to additional outgoing reserves calculated in accordance with IVASS Regulation No. 16. The ratio of claims to gross premiums was 34.7%, compared with 10.7% in 2021, while the loss ratio net of reinsurance was 36.6% compared with 11.7% in 2021. Not taking into account components not included in the 2021 numbers (IBNR increase and large claims), the net loss ratio would be 27.0%;
  • General liability: in absolute values, the increase in gross claims for the year was €2,757,000, the result of IBNR provisions totalling €880,000 (€200,000 in 2021) and three significant claims with a total impact of €1,272,000 (€725,000 net of cession to reinsurance). A large late claim totalling €650,000 was also recorded (€500,000 net of reinsurance). The net loss ratio was 52.6%, compared with 23.8% in 2021. Without taking into account the IBNR components and significant claims, the loss ratio would have been 24.5%;
  • Fire: during the year, an increase of €750,000 was recorded in net claims-related expenses, almost exclusively attributable to two claims for €314,000 net, with a consequent increase in the ratio of claims to net premiums (24.6%, compared with 18.8% in 2021). Without taking into account the claims presented above, the net loss ratio would have been 15.4%;
  • Goods in transit and Marine hull: for these classes, the claims to premiums ratio gross of reinsurance was 62.4% (98.1% net of reinsurance, due to premiums ceded under non-proportional contracts). These classes were not present in 2021.

Acquisition expenses and general expenses

Total operating expenses at 31 December 2022 came to €58,789,000 gross of reinsurance and €32,592,000 net of reinsurance, an increase compared with the same period of 2021 and in line with the increase in business volume. A detailed summary schedule is provided below:

Operating expenses 31.12.2022 31.12.2021
a. Acquisition commissions 30,705 18,110
b. Other acquisition expenses 10,614 6,569
d. Collection commissions 60 60
e. Other administrative expenses 17,410 6,792
f. (-) Commissions and share of profits received from reinsurers 26,197 18,732

Operating expenses 32,592 12,799

The overall impact of acquisition expenses, including other acquisition expenses relating to payroll costs in the technical and commercial areas (€7,975,000, up by €4,460,000 compared with 2021) and directly attributable general expenses (€1,508,000), was 31.4% of premiums written, down slightly from 31.8% at 31 December 2021. The net impact, taking into account the fees received from reinsurers and premiums ceded, was 19.5%, compared with 13.0% in 2021.

Acquisition commissions as a percentage of gross premiums written were 23.4%, in line with the figures at 31 December 2021 (23.4%). Similarly, other acquisition expenses as a percentage of gross premiums written were 8.1% (8.5% at 31 December 2021).

Fees received from reinsurers as a percentage of premiums ceded were 48.7%, compared with 59.3% in 2021. The decrease mainly reflects the difference in the mix of the ceded portfolio: in 2022 there were more optional cessions as well as the activation of excess of loss and quota share cessions in classes other than Suretyship.

Other administrative expenses as a percentage of gross premiums written, mainly due to the cost of the remaining employees, general expenses not directly attributable and depreciation of tangible assets, amounted to 13.3% (8.8% at 31 December 2021). In this context, the following should be noted:

  • the increase in payroll expenses due to the recruitment plan for the launch of the REVO development project (an increase of €4,018,000);
  • listing and other one-off expenses of €2,864,000 and advisory expenses of €1,226,000, mainly relating to the adoption of the new IFRS 17 accounting standard;
  • costs relating to rent on the new building in Verona, not applicable last year, of €180,000;
  • additional costs for EDP (electronic data processing) services of €750,000;
  • other expenses of €1,464,000, due to the increase in business and the workforce, as well as the various projects launched during the year (e.g. legal and notarial expenses, fees payable to Directors, Statutory Auditors and External Auditor, advertising and telephone expenses).

Overall, at 31 December 2022, total operating expenses as a percentage of gross premiums written were 44.7%, and 42.0% net of reinsurance (in the previous year these percentages were 40.7% and 27.9%, respectively), most of which arose from the increase in payroll expenses due to the implementation of the development plan and one-off expenses incurred for the listing, the merger and the Company's implementation of the new IFRS 17 accounting standard.

Foreign business

During the year, the Company carried out insurance activities under the freedom to provide services scheme in the territory of the Member States of the European Community, including States in the European Economic Area, following the authorisation received from IVASS on 4 July 2022.

The following table sets out the breakdown of technical items relating to foreign business:

31.12.2022
reserve 2,259
Change in premium reserve 1,002
Operating expenses 575
Total 682

Reinsurance policy

The Company's reinsurance policy in 2022 was based on entering into contracts designed to optimise its overall risk profile, protecting the Company against unexpected/sudden events such as "large" claims, including catastrophe claims, and increasing its ability to fulfil its obligations to policyholders.

Treaties continued to be signed with leading reinsurance companies, significantly reducing the Group's counterparty risk. The minimum rating of the companies included in the panel was greater than or equal to an A- rating from Standard & Poor's and an A- rating from A.M. Best.

Quota and excess of loss treaties were agreed for Suretyship policies (as in previous years) and quota and excess of loss treaties for other non-life policies, except for Assistance and Fine art policies, for which quota share treaties were signed, and for Engineering policies, for which it was decided to maintain only excess of loss cover.

The following table sets out the breakdown of the technical reinsurance balance compared with the previous year:

Technical reinsurance account 31.12.2022 31.12.2021 Change
Premiums ceded -53,823 -31,590 -22,233
Change in ceded premium reserve 11,835 2,868 8,967
Reinsurers' share of claims 6,223 6,392 -169
Reinsurers' share of change in recoveries -3,744 -3,582 -162
Reinsurers' share of change in claims reserve 3,906 1,258 2,648
Commissions received from reinsurers 26,197 18,732 7,465
Technical income and expenses ceded -166 563 -729
Total -9,572 -5,358 -4,214

Premiums ceded increased as a result of both new production and the new proportional, non-proportional and optional treaties signed in 2022.

Earned premiums ceded to reinsurance increased, mainly due to the new reinsurance policy, which involved the signing of new quota share treaties, as well as a reduction in the percentage ceded of the Suretyship quota share treaty (from 50% in 2021 to 40% in 2022).

Ceded claims for the year also increased by a total of €2,318,000, due to the cession of the classes related to the new quota share treaties and three new claims ceded with excess of loss treaties for the Other damage to property and General liability classes, totalling €602,000.

Main new products launched on the market

In 2022, the product range was extended to include property, technological risks, corporate civil liability and accidents. In particular, after obtaining authorisation from IVASS to operate in new regulatory classes, the Company further extended its insurance offering through:

  • agricultural cover (policies to insure against adverse weather conditions resulting in shortfalls in crop yields (qualitative and/or quantitative)), both traditional and parametric. With regard to parametric insurance, the cover relates to various areas, including table grapes (to cover botrytis disease), the harvesting of pear trees (to cover damage caused by the marmorated stink bug), aquaculture (cover focused on rising temperatures and the associated change in the quality of marine waters) and fodder (to cover drought damage);
  • parametric cover to protect business assets, in particular against the effects of rain, for those sectors more likely to be affected, such as spa and beach resorts, restaurants and event organisation companies;
  • new liability cover for industrial and construction companies and miscellaneous risks, covering damage to third parties (death or personal injury), damage to property, employee accidents and damage due to defective products;
  • new cover for professionals, designed to protect their assets against claims for compensation due to errors made as they conduct their business (professional indemnity or PI);
  • new cover to protect the personal assets of company managers and to protect these companies' assets (directors' and officers' or D&O insurance);
  • new hull insurance solutions for pleasure craft;
  • new tailored insurance solutions in the area of "cyber risk" to cover expenses incurred by the policyholder and compensation for damages following cyber attacks, for data restoration, data theft and privacy breaches, and to cover other risks relating to the classes subject to authorisation by the Supervisory Authority in March 2022.

OverX

In June REVO Insurance S.p.A. also launched the new proprietary technological platform, OverX, a fundamental tool for the structuring and creation of new insurance products, capable of significantly simplifying underwriting processes (use of a common database) and distribution (flexibility and ease of connection to intermediaries).

OverX is a highly innovative information system concerning of flexibility, level of service, response times, efficiency, and the possibility of customizing products, allowing you to easily create the interface with the operating systems of the main intermediaries, guaranteeing a high level of integration with their systems. During 2022, the new specialty lines and parametric products were progressively implemented within the platform with the aim of simplifying the risk analysis processes (so-called underwriting) through the automated reading of communications with the intermediary, the collection and organization of the information necessary for risk assessment, also by external databases, as well as the preparation of insurance contracts.

OverX was developed and created in the Cloud environment, using the most modern technologies, such as Artificial Intelligence, application programming interface (API), advanced security systems, an innovative process automation system and a text recognition system, with a simple and efficient data structure, which facilitates the collection of information by intermediaries.

Investment policy guidelines and profitability achieved

In 2022, the Company's investment policy was based on prudent criteria. The guidelines also take into account the framework resolution referred to in Article 8 of IVASS Regulation No. 24/2016, which was updated by the Board of Directors on 24 November 2022. It should be noted that updates to the framework resolution are designed to ensure both greater flexibility in investments in securities and greater diversification of portfolio instruments.

In 2022, in particular, foreign government securities with high credit ratings were purchased, including from Germany, the Netherlands, France and Belgium. In the first half of the year, corporate bonds were purchased, mainly from foreign issuers with high ratings, and one open-ended alternative investment fund was subscribed to a limited extent. In the second half of the year, domestic 5-year government bonds of €8,545,000 were included in fixed assets, in accordance with statutory accounting principles, taking advantage of particularly favourable market conditions.

The asset portfolio has a particularly low duration of approximately two years and an excellent level of liquidity. All portfolio positions are denominated in euro.

The Company's prudent policy in terms of investments and issuer quality serves to protect it from market risk and liquidity risk, despite the current fragile economic scenario. The increased diversification in terms of asset class and issuers is intended to make the portfolio more resistant to market fluctuations and increased volatility in domestic government bond spreads.

Total investments at 31 December 2022 amounted to €185,440,000 (€121,290,000 at 31 December 2021), including €182,114,000 in bonds and other listed fixed-rate securities (including 53.9% in Italian government securities,31.0% in foreign government securities, 12.4% foreign other bonds and 2.7% Italian other bonds), in addition to €2,620,000 relating to units in bond mutual funds. Shares and quotas of companies included €556,000 for the equity investment in Mangrovia Blockchain Solutions S.r.l., which is not subject to significant influence on the part of REVO and is therefore not considered an associate, and €150,000 for the equity investment in the subsidiary, REVO Underwriting S.r.l.

At 31 December 2022, cash and cash equivalents amounted to €4,445,000 (€4,007,000 at 31 December 2021). The following table sets out the breakdown of investments compared with the previous year:

Investments by type 31.12.2022 31.12.2021
Shares and quotas 706 -
Foreign corporate bonds 22,579 8,357
Italian corporate bonds 4,924 1,044
Italian government bonds 98,226 106,144
Foreign state/government bonds 56,385 4,997

Mutual fund units 2,620 748
Cash at bank and in hand 4,445 4,007
Total investments (including cash and cash equivalents) 189,885 125,297

Remuneration policies and employee information

At 31 December 2022, the internal structure consisted of 151 employees, in addition to 6 external contractors and 1 intern (at 31 December 2021, there were 98 employees, plus 1 external contractor).

The substantial increase compared with 2021 (+53 resources) is mainly due to the recruitment of new staff to develop the Company's new business lines, authorised by IVASS at the end of March 2022, and the launch of the development project, with the simultaneous strengthening of staff structures and key functions.

The internal structure by area of expertise breaks down as follows:

31.12.2022 31.12.2021
CEO/GM 1 1
Specialty Insurance Solutions 92 59
Operations 19 14
Finance Planning and Control 11 7
Legal & Corporate Affairs 10 7
Parametric Insurance Solutions 6 4
Risk Management 3 1
Human Resources and Organisation (HR) 3 2
Compliance 2 1
Staff 2 0
Actuarial 1 1
Internal Audit 1 1
Total 151 98

During the year, the training of employees continued in order to promote professional and managerial growth, with a particular focus on new hires.

In April 2022, the Smart Working tool was introduced and adopted through the signing of individual agreements with all company employees.

Last but not least, the Company decided to identify new headquarters in Milan, with collaborative workspaces and a strong sustainability footprint. These new operational headquarters were identified at Via Monterosa 91, Milan (entry is scheduled for April 2023).

Total labour costs, including the reimbursement of expenses (employees and contractors on project-based contracts) in 2022 were €15,746,000 (€6,726,000 in 2021). The substantial change compared with 2021 mainly reflects the increase in total remuneration due to the recruitment of a further 53 resources during 2022.

Remuneration policies

At the Shareholders' Meeting of 4 April 2022, the Company adopted a remuneration policy in accordance with the provisions of the legislation applicable to listed companies and in compliance with the specific provisions in this regard set out in IVASS Regulation No. 38.

The management remuneration system comprises the following main elements:

  • an annual incentive system in formalised MbO form for the entire corporate population, which aims to increase their involvement in the achievement of annual corporate objectives;
  • a long-term incentive system (2022-2024 Performance Share Plan) for the Chief Executive Officer/General Manager, key persons and additional beneficiaries:
  • a welfare plan for the entire corporate population.

In particular, the remuneration system for top management, in addition to the Chief Executive Officer and employees of the Company who perform managerial roles or functions, consists of a fixed and a variable component, the latter with an annual component and a deferred long-term incentive plan, in line with best practice at national and international level.

MbO system

The annual variable component consists of the "MbO" system, which provides for the payment of a cash bonus, subject to the achievement of predetermined annual objectives - both quantitative (operating result and premium income) and qualitative - on a personalised basis that are commensurate with the specific role and activities performed by the individual beneficiary.

2022-2024 Performance Share Plan

On 4 April 2022, the Company's Shareholders' Meeting also approved a performance share plan called the "2022-2024 Performance Share Plan" (hereinafter, the "Plan"), the regulations of which were drawn up and approved by the Board of Directors on 26 May 2022.

The Plan is a valid tool for retaining and motivating individuals who play a key role in achieving the Company's objectives, and for aligning the interests of key company resources with those of other stakeholders, with a view to long-term sustainable development.

Code of Ethics

Employees and contractors are required to scrupulously observe the rules of conduct established in the Code of Ethics adopted by REVO Insurance S.p.A. by resolution of the Board of Directors of 21 March 2022.

This document establishes the specific rules and procedures of conduct which, in line with principles of a commitment to fairness and consistency of approach, must be observed by employees and contractors in multiple relationships with policyholders, agents, suppliers, service providers and any other company or entity, whether public or private, that comes into contact with the Company.

No cases of non-compliance in this regard were reported or discovered during 2022.

Summary data for 2022

Further to the above, the summary figures are presented below, in thousands of euro, for the year ended 31 December 2022 compared with the previous year:

Assets 31.12.2022 31.12.2021
Intangible assets 89,093 2,339
Equity investments 706 -
Investments 184,734 121,290
Reinsurers' share of technical provisions 68,216 51,742
Receivables 72,963 28,641
Other assets 4,936 4,351
Accruals and deferrals 2,669 2,431
Total assets 423,317 210,794
Shareholders' equity and liabilities 31.12.2022 31.12.2021
Shareholders' equity 209,896 73,670
Technical provisions 166,653 120,759
Provisions for risks and charges 2,923 3,607
Deposits received from reinsurers 1,600 1,251
Payables and other liabilities 42,245 11,507
Accruals and deferrals - -
Total liabilities and shareholders' equity 423,317 210,794
Income statement 31.12.2022 31.12.2021
Gross premiums written 131,388 77,526

Premiums ceded to reinsurance -53,823 -31,590
Change in gross amount of premium reserve -33,990 -7,979
Change in reinsurers' share of premium reserve 11,835 2,868
Earned premiums 55,410 40,825
Share of profit from investments transferred from non-technical account 0 585
Other technical income 866 1,750
Claims-related expenses 14,010 5,901
Change in equalisation reserve 92 -
Reversals and profit-sharing 58 -
Operating expenses 32,592 12,799
Other technical expenses 2,128 3,548
Result of the technical account 7,396 20,912
Investment income 4,077 1,672
Capital and financial expenses 10,307 483
Share of profit from investments transferred to technical account 0 -585
Other income 55 988
Other expenses 10,752 1,963
Extraordinary income 1,126 105
Extraordinary expenses 682 85
Result before tax -9,087 20,561
Taxes for the year -1,805 6,253
Net result -7,282 14,308

Solvency II – Solvency margin

Information on the Solvency II solvency margin recorded in the fourth quarter of 2022, based on the information available at the date, compared with the 2021 annual data, is provided below:

Information on the solvency margin - Solvency II 31.12.2022 31.12.2021
Solvency Capital Requirement 52,897 40,829
Eligible Own Funds to meet the SCR (Tier 1) 142,703 87,792
Solvency Ratio 269.8% 215%
Minimum capital requirement 14,652 10,521
MCR Coverage Ratio 974.0% 835%

The results obtained show the high level of Solvency II coverage available to the Company.

The Solvency II Ratio of 258.3% at 31 December 2022 benefited from the capital received from REVO S.p.A. following the merger and is in line with the solidity and risk appetite objectives contained in the Business Plan.

It should be noted that the Solvency II Ratio also takes into account the organisational provision of €8 million to cover startup expenses (set aside in response to the authorisation to operate in the new insurance classes), which has to be excluded from the calculation of own funds for the first three financial years.

The Solvency Ratio will be subject to specific disclosure to the market and to the Supervisory Authority within the terms established by current legislation in the context of the publication of the Solvency and Financial Condition Report (SFCR).

Insurance risk management objectives and policy

Revo Insurance's risk management is designed to comply with regulatory provisions, including constant monitoring according to the provisions of IVASS Regulation No. 24/20216. The Company has defined and implemented its risk assumption, measurement and management policies, taking an integrated view of its assets and liabilities in accordance with European Solvency II rules.

Since May 2022, the Risk Management function has been entrusted to Linda Tso, who, for those areas within her remit, has taken part in the activities planned for Solvency II reporting.

With regard to liquidity, underwriting and counterparty risks, ordinary monitoring activities continue to be overseen at all times, in order to continuously ensure the Company's ability to meet its commitments. Furthermore, with reference to the internal solvency objective established in Article 18 of IVASS Regulation No. 38/18, the current assessments have not brought to light any critical issues that require specific action.

The Company, also throughout 2022, was required by the Supervisory Authority to monitor its solvency position on a monthly basis, pursuant to the communication dated 17 March 2020. The results of these monthly assessments demonstrate an high and constant capital solvency level.

The Company underwent an organisational enhancement during the year, following the merger in November 2022. The Risk Management function was strengthened with new resources (internal and outsourced) and a system of risk oversight tools was created that includes the new risk management policies, Risk Appetite Framework (RAF) and Own Risk and Solvency Assessment (ORSA), as well as a more structured and effective Risk Register.

The Risk Officer's report to the Board of Directors does not highlight any critical issues and notes that the control processes implemented emphasise the commitment to timely compliance with the reference provisions and regulations, to safeguard and protect the activity performed.

Based on the risk mapping, the highest-intensity risk to which REVO Insurance S.p.A. is exposed is its underwriting risk. In particular, the following should be noted:

Underwriting risks

Revo Insurance takes a conservative approach to underwriting risk, prioritising the financial security of its customers, in order to avoid assumptions that could undermine the Company's solvency or constitute a serious obstacle to the achievement of its objectives.

The main techniques used by the Company to mitigate underwriting risk are:

  • underwriting techniques;
  • reinsurance techniques.

With regard to the assumption of risks in the Suretyship class, which is the Company's core business, policies are written following careful technical investigations to establish both the nature and characteristics of the risks to be covered and the soundness in terms of capital, income and cash flow , as well as the reliability, of the obligated entities, depending on the activities they carry out, to which the cover applies.

With regard to reinsurance techniques, quota and excess of loss treaties were entered into for both Suretyship policies and policies for other classes, with the exception of Assistance and Fine art policies, for which specific quota share transfer treaties are in place, and Engineering policies, for which excess of loss cover is in place.

Market risk

REVO Insurance has a portfolio of assets mainly consisting of government and corporate bonds. Liquid assets are managed to ensure that sufficient resources are always available for normal claims payment.

The Company's prudent policy in terms of investments and issuer quality serves to protect it from market risk and liquidity risk, despite the current economic environment.

All investments are denominated in euro and therefore no currency risk exists.

With regard to concentration risk, there is a significant percentage in the Italian Republic, which at 31 December 2022 amounted to 53.2% of the Group's overall portfolio (approximately 84.7% at 31 December 2021).

Credit risk

Counterparty risk arising from reinsurance contracts is managed through a careful process of selecting reinsurers that takes adequate account, inter alia, of a minimum rating level for both initial selection and maintenance of existing relationships.

Liquidity risk

Liquidity risk is the risk of not being able to meet obligations to policyholders and other creditors due to the difficulty of converting investments into cash without suffering losses; this risk is monitored through stress scenarios based on shortand medium-term cash flow planning.

Operational risk

Operational risk is the risk of losses due to inefficiencies in human resources, processes and systems, including those used for distance selling, or to external events, such as fraud or the actions of service providers; this definition includes legal risk but not strategic or reputational risk.

In the procedures currently in force, operational risk is also quantified in the context of the solvency requirement calculated using the standard formula.

In addition to this quantitative support, "residual" risk is measured, at least once a year, on the basis of the probability of occurrence of the negative event and the severity of its impact, the scale of which is determined using a qualitative and quantitative methodological approach that helps management in mapping risks in order to adequately identify the most exposed areas and to prioritise when implementing action/mitigation plans.

These assessments enable the Company to ascertain the consistency of the results with the Risk Appetite Framework (RAF), outlined by the Company in its risk appetite policy.

Ongoing disputes

There are no disputes pending, except for claims-related insurance disputes and disputes relating to recourse or recovery of receivables actions.

With regard to insurance disputes, it should be noted that in 2022, the Company received an update from its legal counsel concerning a payment order for approximately €250,000, relating to a counterfeit suretyship policy. As of 31 December 2022 the dispute is still ongoing, and as a precautionary measure it was decided to set aside a portion of the contested amount.

Eleven claims were instigated during 2022, of which three were admitted, two were settled and six dismissed. At the date of preparation of this Report (31 December 2022), there were no claims at the investigation stage.

Internal Audit reports on the above claims were issued and the relevant assessments were carried out by the Board of Statutory Auditors and the Board of Directors and, according to the procedures in force, were notified to the Supervisory Authority.

Capital and financial transactions with parent companies, associates, affiliates and other related parties

Subsidiaries and controlled entities

Pursuant to Article 2497 et seq. of the Italian Civil Code REVO Insurance S.p.A. exercises management and coordination activities over REVO Underwriting S.r.l.

At 31 December 2022, we report the following transactions between REVO Underwriting S.r.l. and REVO Insurance S.p.A.:

costs for seconded staff of €28,000;

  • revenues from commission income of €67,000;
  • receivables for commission income of €107,000;
  • payables for insured sums collected of €155,000;
  • payables for seconded staff of €28,000.

Associates, companies under joint control and other related parties

The Related Party Transactions Procedure (the "RPT Procedure"), approved by the Issuer's Board of Directors on 26 May 2022 after it obtained a favourable opinion from the independent directors in office on that date, is intended to: (i) regulate procedures for identifying related parties, defining procedures and timescales for preparing and updating the list of related parties and identifying the corporate functions competent for this purpose; (ii) establish rules for identifying transactions with related parties before these are entered into; (iii) regulate procedures for the carrying out of related party transactions by the Company, including through subsidiaries pursuant to Article 93 of the TUF or in any case companies subject to management and coordination; and (iv) establish procedures and timescales for the fulfilment of reporting obligations to the corporate bodies and to the market.

The Procedure is published in the "corporate-governance/corporate-documents/related party transactions" section of the REVO Insurance website (www.revoinsurance.com).

During the year, no transactions were settled down with companies subject to common control and other related parties.

It should be noted that, as at 31 December 2022, no natural person or legal entity holds, directly or indirectly, a number of shares such as to have a controlling stake in the Company. In view of this, REVO Insurance is not subject to the management and coordination of any entity or company.

Other significant events during the year

No other significant events occurred during the year, other than those reported in the initial introductory section.

Main significant events after year-end

No significant events occurred after year-end.

Business outlook

In terms of business outlook, it should be noted that following the completion of the reverse merger on 21 November 2022 and the simultaneous listing on the Euronext STAR Milan segment of Borsa Italiana, no further changes to the corporate structure are currently planned.

As part of the project development, REVO will continue to implement its business plan in accordance with the strategic guidelines outlined, aiming to further develop its existing business and to expand its offering with the consolidation of new business lines focused on specialty and parametric risks.

In this regard, REVO approved, during the Board of Directors' meeting of 25 January 2023, a rolling plan for 2023-2026, which confirms the scale of the projections announced in the 2022-2025 plan.

The current environment of macroeconomic and geopolitical uncertainty has not had a material impact on REVO's production or margins, partly due to the presence in the business of automatic inflation protection mechanisms for specialty lines products, as well as the flexibility granted to underwriters when policies are written, with the possibility of adapting pricing to changing market conditions. Moreover, in 2023 the Company believes that there will be a gradual

easing of inflation which, in the context of a less critical geopolitical situation than in 2022, is expected to continue to have no effects on operations.

From a financial perspective, the higher volatility than in the recent past continued in the second half, with average growth in policy rates and bond yields. In view of this, REVO has adopted an investment policy that focuses on greater diversification, significantly reducing the overall level of risk in the managed portfolio, partly thanks to the high level of liquidity available for investments. In the short and medium term, the Company expects to benefit from the higher yields offered by the market by maintaining overall low investment durations and pursuing its policy of diversification and decorrelation from the Italy risk.

It should also be noted that on 17 October, REVO applied to IVASS for authorisation to extend both its insurance and reinsurance activities to the Legal expenses class, which, if authorisation is obtained, will enable the further expansion of services offered to small and medium-sized enterprises.

Own shares held and changes in own shares

Regarding the disclosure requirements set forth in Article 2428, paragraphs 3(3) and (4) of the Italian Civil Code, the Company hereby informs you that:

  • As at 31 December 2022, it holds a total of 140,953 own shares, equal to 0.573% of the share capital, consisting solely of ordinary shares;
  • In 2022, it purchased a total of 140,953 own shares, amounting to around 0.573% of the share capital, consisting solely of ordinary shares;
  • It did not dispose of any own shares in the first half of 2022.

The programme to purchase own shares implemented during the 2022 financial year, for €1,247,111 including fees, was launched in implementation of the resolution adopted by the Ordinary Shareholders' Meeting of 3 May 2021, with the aim of making REVO shares available for any external growth transactions to be carried out through an exchange of shares and for incentive plans reserved for the corporate population.

Relations with public authorities and other entities

Pursuant to the regulatory provisions on the transparency of relations with public authorities introduced by Law No. 124/2017, it should be noted that in 2022, REVO Insurance S.p.A. received payments of €48,000 relating to employee training costs. The companies have not received any further subsidies, contributions or economic benefits of any kind from public authorities or from other entities indicated in Article 1, paragraph 125 of the said law, with the exception of the above.

For the purposes of full disclosure, although these contributions are excluded from the transparency obligations established in the aforementioned legislation, it should be noted that the National Register of State Aid, publicly available in the section on transparency on the relevant website, publishes the aid measures and the relevant individual aid granted and recorded in the system by the granting authorities for the direct or indirect benefit of each of the Group companies.

Report on Corporate Governance and Ownership Structure pursuant to Art. 123-bis of Legislative Decree No. 58 of 24 February 1998

The information prescribed by Article 123-bis of Legislative Decree No. 58 of 24 February 1998 as amended is contained in the Report on Corporate Governance and Ownership Structure, approved by the Board of Directors and published

jointly with the Report on Operations. The Report on Corporate Governance and Ownership Structure is available on the Company's website (www.revoinsurance.com), in the "Corporate Governance/Corporate Documents" section.

Proposals to the Shareholders' Meeting

Dear Shareholders,

We trust that this provides a comprehensive picture of the management of corporate activities and the financial statements that we are presenting to you.

The management body is at your disposal to provide further information in this regard.

Dividends to be paid -

We therefore invite you:

  • to approve the 2022 financial statements, consisting of the statement of financial position, income statement, statement of cash flows, notes to the financial statements and this Report on Operations;
  • to resolve to cover the loss for the year, amounting to €7,282,329, as detailed in the following table:
amounts in euro
Loss for the year 7,282,329
of which:
Other reserves 7,282,329

By approving and implementing our proposal, the Company's shareholders' equity will amount to a total of €209,896,150. The following table (in euro units) sets out, separately for each item of shareholders' equity, the changes determined by the proposed allocation of the loss for the year presented to shareholders:

amount in euro 31.12.2022 Capital
increases
Allocation of result
for the year
Other
changes
Final amount
Share capital 6,680,000 6,680,000
Share premium reserve 170,000 170,000
Legal reserve 1,385,187 1,385,187
Other reserves 210,190,403 -7,282,329 202,908,074
Retained earnings/Losses carried forward - -
Net result for the year -7,282,329 7,282,329 -
Negative reserve for own shares -1,247,111 -1,247,111
Total 209,896,150 0 0 0 209,896,150

REVO Insurance S.p.A. Chief Executive Officer (Alberto Minali)

  • -

Statement of financial position and Income statement

33 TABLE OF CONTENTS | Notes to the financial statements

Statement of financial position and income

statement

Statement of financial position

ASSETS
Values for the year
A RECEIVABLES FROM SHAREHOLDERS FOR SUBSCRIBED SHARE CAPITAL NOT
PAID UP
0
1
of which called capital 2 0
B. INTANGIBLE ASSETS
1. Acquisition commissions to be amortised
a) life classes 3 0
b) non-life classes 4 0 5 0
2. Other acquisition expenses 6 0
3. Start-up and expansion costs 7 11,797
4. Goodwill 8 80,134,229
5. Other multi-year costs 9 8,947,280 89,093,36
10
C. INVESTMENTS
I
- Land and buildings
1. Property intended for company use 11 0
2. Property for third-party use 12 0
3. Other property 13 0
4. Other rights in rem 14 0
5. Assets under construction and advances 15 0 16
0
II
- Investments in Group companies and other investee companies
1. Shares and quotas of companies:
a) parent companies 17 0
b) subsidiaries 18 150,000
c) affiliates 19 0
d) associates 20 0
e) other 21 556,418 22 706,418
2. Bonds issued by companies:
a) parent companies 23 0
b) subsidiaries 24 0
c) affiliates 25 0
d) associates 26 0
e) other 27 0 28 0
3. Loans to companies:
a) parent companies 29 0
b) subsidiaries 30 0
c) affiliates 31 0
d) associates 32 0
e) other
0
33
34
0 35
706,418
to be carried forward 89,093,36

Values for the previous year
0
2
0
1
0
0
0
5
0
6
0
7
0
8
2,338,544
2,338,544
9
0
11
0
10
12
0
13
0
14
15
0 16
0
0
0
0
0
0
0
0
0
0
22
0
0
0
0
0
28
0
0
0
34
to be carried forward
0 35
0
2,338,544

ASSETS

Values for the year
carried
forward 89,093,306
C. INVESTMENTS (continued)
III - Other financial investments
1. Shares and quotas
a) Listed shares 0
36
b) Unlisted shares 0
37
c) Units 0
38
39 0
2. Mutual fund units 40 2,619,761
3. Bonds and other fixed-income securities
a) listed 182,113,
786
41
b) unlisted 0
42
c) convertible bonds 0
43
44 182,113,786
4. Loans
a) collaterised loans 0
45
b) loans on policies 0
46
c) other loans 0
47
48 0
5. Units in mutual investments 49 0
6. Deposits with credit institutions 50 0
7. Miscellaneous financial investments 51 0 52
184,733,547
IV - Deposits with ceding companies 53 0 54
185,439,965
D INVESTMENTS FOR THE BENEFIT OF LIFE INSURANCE POLICYHOLDERS WHO BEAR
THE ASSOCIATED RISK AND INVESTMENTS ARISING FROM PENSION FUND
MANAGEMENT
I - Investments relating to the performance of investment funds and market indices 0
55
II - Investments arising from pension fund management 56 0 57
0
D-bis. REINSURERS' SHARE OF TECHNICAL PROVISIONS
I - NON-LIFE CLASSES
1. Premium reserve 58 52,932,479
2. Claims reserve 59 15,282,839
3. Profit-sharing and reversals reserve 60 0
4. Other technical provisions 61 0 62
68,215,318
II - LIFE CLASSES
1. Mathematical reserves 63 0
2. Supplementary insurance premium reserve 64 0
3. Reserve for amounts payable 65 0
4. Profit-sharing and reversals reserve 66 0
5. Other technical provisions 67 0
6. Technical provisions where the investment risk
is borne by policyholders and reserves arising from
pension fund management 68 to be carried 0 69 0 70
68,215,318
forward 342,748,589

Values for the previous year
carried forward 2,338,544
0
0
0 0
39
747,727
40
120,542,173
0
0 120,542,173
44
0
0
0 0
48
0
49
0
50
51 0 52
121,289,900
53 0 54
121,289,900
0
55
56 0 57
0
40,365,562
58
11,376,535
59
0
60
61 0 62
51,742,097
0
63
0
64
0
65
0
66
0
67
68 0 69 0 70
51,742,097
to be carried forward 175,370,541

ASSETS

Values for the year
carried
forward
342,748,589
E. RECEIVABLES
I - Receivables, arising from direct insurance operations, in respect of:
1. Policyholders
a) for premiums for the year
36,438,488
71
b) for premiums for previous years
0
72
36,438,488
73
2. Insurance intermediaries 3,911,863
74
3. Company current accounts 0
75
4. Policyholders and third parties for amounts to be recovered 5,316,336 77
76
45,666,686
II - Receivables, arising from reinsurance operations, in respect of:
1. Insurance and reinsurance companies 968,807
78
2. Reinsurance intermediaries 79 0 80
968,807
III - Other receivables 26,327,719 82
81
72,963,212
F. OTHER ASSETS
I - Tangible assets and stocks:
1. Furniture, office machinery and internal means of transport
2. Movable property entered in public
454,365.5
83
registers 10,300.0
84
3. Plant and equipment 10,801.2
85
4. Miscellaneous stocks and goods 86 0 87
475,467
II - Cash and cash equivalents
1. Bank and postal current account deposits 4,443,782
88
2. Cheques and cash balances 669 90
89
4,444,451
IV - Other assets
1. Reinsurance transition accounts 0
92
2. Miscellaneous assets 15,596 94
93
15,596 95 4,935,514
G
ACCRUALS AND DEFERRALS
1. For interest 551,998
96
2. For rent 0
97
3. Other accruals and deferrals 2,117,260 99
98
2,669,259
TOTAL ASSETS 423,316,574
100

Values for the previous year
carried forward 175,370,541
7,971,712
0 7,971,712
73
4,855,030
74
0
75
3,701,641 77
76
16,528,383
86,962
78
79 0 80
86,962
12,025,837 82
81
28,641,183
242,991.3
83
86,225.0
84
14,625.6
85
86
0 87
343,842
4,006,416
88
629 90
89
4,007,045
0
92
93 0 94 0 95
4,350,887
174,419
96
0
97
2,256,724 99
98
2,431,143
TOTAL ASSETS 210,793,753
100

LIABILITIES AND SHAREHOLDERS' EQUITY

Values for the year
A NET LIABILITIES
I - Subscribed share capital or equivalent provision 6,680,000
101
II - Share premium reserve 170,000
102
III - Revaluation reserves 0
103
IV - Legal reserve 1,385,187
104
V - Statutory reserves 0
105
VI - Reserves for parent company shares 0
400
VII - Other reserves 210,190,403
107
VIII - Retained earnings (losses carried forward) 0.0
108
IX - Profit (loss) for the year -7,282,329
109
X - Negative reserve for own shares -1,247,111 110
401
209,896,150
B. SUBORDINATED LIABILITIES 0
111
C. TECHNICAL PROVISIONS
I - NON-LIFE CLASSES
1. Premium reserve 128,495,832
112
2. Claims reserve 38,007,331
113
3. Profit-sharing and reversals reserve 57,909
114
4. Other technical provisions 0
115
5. Equalisation reserves 91,731 117
116
166,652,803
II - LIFE CLASSES
1. Mathematical reserves 0
118
2. Supplementary insurance premium reserve 0
119
3. Reserve for amounts payable 0
120
4. Profit-sharing and reversals reserve 0
121
5. Other technical provisions 122 0 123 0 124
166,652,803
D
TECHNICAL PROVISIONS WHERE THE INVESTMENT RISK IS BORNE
BY POLICYHOLDERS AND RESERVES ARISING FROM PENSION FUND
MANAGEMENT
I - Reserves relating to contracts whose performance is connected to
investment funds and market indices 0
125
II - Reserves arising from pension fund management 126 0 127
0
to be
carried
forward 376,548,953

Values for the previous year
6,680,000
101
170,000
102
0
103
1,385,187
104
0
105
0
400
51,126,451
107
0.0
108
14,308,088
109
401 0 110
73,669,726
0
111
94,505,755
112
26,252,609
113
0
114
0
115
116 0 117
120,758,364
0
118
0
119
0
120
0
121
122 0 123 0 124
120,758,364
0
125
126 0 127
0
to be carried forward 194,428,090

LIABILITIES AND SHAREHOLDERS' EQUITY

Values for the year

carried
forward
376,548,953
E. PROVISIONS FOR RISKS AND CHARGES
1. Provisions for retirement benefits and similar obligations 128 2,603,386
2. Provisions for taxes 129 0
3. Other provisions 130 320,000 131 2,923,386
F. DEPOSITS RECEIVED FROM REINSURERS 132 1,599,677
G. PAYABLES AND OTHER LIABILITIES
I - Payables, arising from direct insurance operations, to:
1. Insurance intermediaries 0
133
2. Company current accounts 0
134
3. Policyholders for security deposits and premiums 0
135
4. Guarantee funds for policyholders 136 0 137 0
II - Payables, arising from reinsurance operations, in respect of:
1. Insurance and reinsurance companies 11,716,878
138
2. Reinsurance intermediaries 139 0 140 11,716,878
III - Bonds 141 0
IV - Payables to banks and financial institutions 142 0
V - Collateralised payables 143 0
VI - Misc. loans and other financial debts 144 0
VII - Employee severance indemnity 145 579,155
VIII - Other payables
1. For taxes payable by policyholders 1,578,791
146
2. Misc. tax charges 741,467
147
3. To social security and pension institutions 519,268
148
4. Miscellaneous payables 17,764,834 150
149
20,604,360
IX - Other liabilities
1. Reinsurance transition accounts 0
151
2. Commissions for premiums in the process of collection 6,925,489
152
3. Misc. liabilities 2,418,677 154
153
9,344,166 155 42,244,558
to be
carried
forward 423,316,574

Values for the previous year
carried forward 194,428,090
3,606,540
128
0
129
130 0 131
3,606,540
1,251,518
132
0
133
0
134
0
135
136 0 137
0
2,639,306
138
139 0 140
2,639,306
0
141
0
142
0
143
0
144
454,322
145
1,133,158.3
146
1,321,163
147
353,838
148
3,867,979 150
149
6,676,139
0
151
1,733,926
152
3,913 154
153
1,737,839 155 11,507,606
to be carried forward 210,793,753

LIABILITIES AND SHAREHOLDERS' EQUITY

Values for the year
carried forward 423,316,574
H. ACCRUALS AND DEFERRALS
1. For interest
2. For rent
0
156
0
157
3. Other accruals and deferrals 158 0 159 0
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 160 423,316,574

Values for the previous year
carried forward 210,793,753
0
156
0
157
158 0 159
0
210,793,753
160

Income statement

I. TECHNICAL ACCOUNT OF THE NON-LIFE CLASSES
1. EARNED PREMIUMS, NET OF REINSURANCE
a) Gross premiums written 1 131,388,093
b) (-) Premiums ceded to reinsurance 2 53,822,910
c) Change in gross amount of premium reserve 3 33,990,077
d) Change in reinsurers' share of premium reserve 4 11,834,672 55,409,777
5
2. (+) SHARE OF PROFIT FROM INVESTMENTS TRANSFERRED FROM NON-TECHNICAL ACCOUNT (ITEM III. 6) 6
3. OTHER TECHNICAL INCOME, NET OF REINSURANCE 866,058
7
4. CLAIMS-RELATED EXPENSES, NET OF RECOVERIES AND REINSURANCE
a) Amounts paid
aa) Gross amount 8 16,170,285
bb) (-) reinsurers' share 9 6,223,088 10 9,947,197
b) Change in recoveries net of reinsurers' share
aa) Gross amount 11 7,529,800
bb) (-) reinsurers' share 12 3,743,814 13 3,785,986
c) Change in claims reserve
aa) Gross amount 14 11,754,723
bb) (-) reinsurers' share 15 3,906,304 16 7,848,419 17 14,009,630
5. CHANGE IN OTHER TECHNICAL PROVISIONS, NET OF REINSURANCE 18
6. REVERSALS AND PROFIT-SHARING, NET OF REINSURANCE 57,909
19
7. OPERATING EXPENSES:
a) Acquisition commissions 20 30,704,992
b) Other acquisition expenses 21 10,613,642
c) Change in commissions and other acquisition expenses
to be amortised 22
d) Collection commissions 23 60,000
e) Other administrative expenses 24 17,410,324
f) (-) Commissions and share of profits received from reinsurers 25 26,197,039 26 32,591,918
8. OTHER TECHNICAL EXPENSES, NET OF REINSURANCE 2,128,203
27
9. CHANGE IN EQUALISATION RESERVES 91,731
28
10. RESULT OF THE TECHNICAL ACCOUNT OF THE NON-LIFE CLASSES (Item III. 1) 7,396,444
29

Values for the previous year

111 77,526,187
112 31,589,532
113 7,979,366
114 2,867,871 40,825,160
115
584,972
116
1,749,715
117
118 13,845,063
119 6,391,938 120 7,453,125
121 7,193,286
122 3,582,050 123 3,611,236
124
125
3,316,671
1,257,689
126 2,058,982 5,900,871
127
0
128
0
129
130 18,110,075
131 6,569,439
132 0
133 60,000
134 6,791,487
135 18,732,299 12,798,702
136
3,548,349
137
0
138
20,911,925
139

FINANCIAL STATEMENTS 2022
CONTO ECONOMICO
Valori dell'esercizio
II. CONTO TECNICO DEI RAMI VITA
1.
a)
PREMI DELL'ESERCIZIO, AL NETTO DELLE CESSIONI IN RIASSICURAZIONE:
Premi lordi contabilizzati
30
b) (-) premi ceduti in riassicurazione 31 32
2.
PROVENTI DA INVESTIMENTI:
a) Proventi derivanti da azioni e quote 33
(di cui: provenienti da imprese del gruppo e da altre partecipate )
34
b) Proventi derivanti da altri investimenti:
aa) da terreni e fabbricati 35
bb) da altri investimenti 36 37
(di cui: provenienti da imprese del gruppo )
38
c) Riprese di rettifiche di valore sugli investimenti 39
d) Profitti sul realizzo di investimenti 40
(di cui: provenienti da imprese del gruppo e da altre partecipate )
41
42
3. PROVENTI E PLUSVALENZE NON REALIZZATE RELATIVI A INVESTIMENTI A BENEFICIO DI ASSICURATI
I QUALI NE SOPPORTANO IL RISCHIO E A INVESTIMENTI DERIVANTI DALLA GESTIONE DEI FONDI PENSIONE
43
4. ALTRI PROVENTI TECNICI, AL NETTO DELLE CESSIONI IN RIASSICURAZIONE 44
5. ONERI RELATIVI AI SINISTRI, AL NETTO DELLE CESSIONI IN RIASSICURAZIONE:
a) Somme pagate
aa) Importo lordo
45
bb) (-) Quote a carico dei riassicuratori 46 47
b) Variazione della riserva per somme da pagare
aa) Importo lordo 48
bb) (-) Quote a carico dei riassicuratori 49 50 51
6. VARIAZIONE DELLE RISERVE MATEMATICHE E DELLE ALTRE RISERVE TECNICHE,
AL NETTO DELLE CESSIONI IN RIASSICURAZIONE
a) Riserve matematiche:
aa) Importo lordo bb) (-) Quote a carico dei riassicuratori 52
53
54
aa) Importo lordo b) Riserva premi delle assicurazioni complementari: 55
bb) (-) Quote a carico dei riassicuratori 56 57
c) Altre riserve tecniche
aa) Importo lordo
58
bb) (-) Quote a carico dei riassicuratori 59 60
aa) Importo lordo d) Riserve tecniche allorché il rischio dell'investimento è sopportato
dagli assicurati e derivanti dalla gestione dei fondi pensione
61
bb) (-) Quote a carico dei riassicuratori 62 63 64

FINANCIAL STATEMENTS 2022
Pag. 2
Valori dell'esercizio precedente
140
141 142
143
(di cui: provenienti da imprese del gruppo e da altre partecipate 144 )
145
146 147
(di cui: provenienti da imprese del gruppo 148
149
)
150
(di cui: provenienti da imprese del gruppo e da altre partecipate 151 )
152
153
154
155
156 157
158
159 160 161
162
163 164
165
166 167
168
169
170
171
172 173 174

INCOME STATEMENT

Values for the year
7. REVERSALS AND PROFIT-SHARING, NET OF REINSURANCE 0
65
8. OPERATING
EXPENSES:
a) Acquisition commissions 0
b) Other acquisition expenses 66
0
c) Change in commissions and other acquisition expenses 67
to be amortised 0
d) Collection
commissions
68
0
69
e) Other administrative expenses
f) (-) Commissions and share of profits received from reinsurers
0
70
0
71
0
72
9. CAPITAL AND FINANCIAL EXPENSES:
a) Investment management expenses and interest expenses 0
73
b) Value adjustments on investments 0
74
c) Losses on investment disposals 0
75
0
76
10. CAPITAL AND FINANCIAL EXPENSES AND UNREALISED CAPITAL LOSSES RELATING TO INVESTMENTS
FOR THE BENEFIT OF POLICYHOLDERS WHO BEAR THE ASSOCIATED RISK AND INVESTMENTS ARISING FROM
PENSION FUND MANAGEMENT 0
77
11. OTHER TECHNICAL EXPENSES, NET OF REINSURANCE 0
78
12. (-) SHARE OF PROFIT FROM INVESTMENTS TRANSFERRED TO NON-TECHNICAL ACCOUNT (Item III. 4) 0
79
13. RESULT OF THE TECHNICAL ACCOUNT OF THE LIFE CLASSES (Item III. 2) 0
80
III. NON
TECHNICAL
ACCOUNT
1. RESULT OF THE TECHNICAL ACCOUNT OF THE NON-LIFE CLASSES (Item I. 10) 7,396,444
81
2. RESULT OF THE TECHNICAL ACCOUNT OF THE LIFE CLASSES (Item II. 13) 0
82
3. INVESTMENT INCOME IN THE NON-LIFE CLASSES:
a) Income from shares and quotas 2,561
83
(of which from Group companies
and other investee companies 0 )
84
b) Income from other investments:
aa) from land and buildings 0
85
bb) from other
investments
(of which: from Group companies
3,374,315
86
3,374,315
87
0 )
88
c) Write-backs of value adjustments on investments 0
89
d) Gains on investment disposals 700,049
90
(of which from Group companies and
other investee companies 0 )
91
4,076,925
92

Values for the previous year
175
176
177
178
179
180
181 182
183
184
185
186
187
188
189
190
191 20,911,925
192
(of which from Group companies and other investee companies 193
)
194
195
1,145,168
196
197 1,145,168
(of which: from Group companies )
198
2,106
199
524,520
200
(of which from Group companies and other investee companies )
201
1,671,794
202

------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
4. (+) SHARE OF PROFIT FROM INVESTMENTS TRANSFERRED
FROM
THE TECHNICAL ACCOUNT OF THE LIFE
CLASSES (Item II. 12)
93
5. CAPITAL AND FINANCIAL EXPENSES OF THE NON-LIFE
CLASSES:
a) Investment management expenses and interest expenses 94 449,175
b) Value adjustments on investments 95 9,223,607
c) Losses on investment disposals 96 634,555 97 10,307,337
6. (-) SHARE OF PROFIT FROM INVESTMENTS TRANSFERRED TO THE TECHNICAL ACCOUNT OF THE
NON-LIFE CLASSES (Item I. 2)
98
7. OTHER INCOME 99 54,561
8. OTHER EXPENSES 100 10,751,864
9. RESULT FROM ORDINARY OPERATIONS 101 -9,531,271
10. EXTRAORDINARY INCOME 102 1,126,066
11. EXTRAORDINARY EXPENSES 103 682,117
12. RESULT FROM EXTRAORDINARY
OPERATIONS
104 443,949
13. RESULT BEFORE TAX 105 -9,087,322
14. INCOME TAX FOR THE YEAR 106 -1,804,993
15. PROFIT (LOSS) FOR THE YEAR 107 -7,282,329

0
203
73,989
204
292,953
205
116,253
206
483,195
207
584,972
208
988,028
209
1,962,963
210
20,540,617
211
104,902
212
84,380
213
20,522
214
20,561,139
215
6,253,051
216
14,308,088
217

Values for the previous year

Notes to the financial statements

54 TABLE OF CONTENTS | Notes to the financial statements

Notes to the financial statements

General part

REVO Insurance S.p.A. is a newly incorporated insurance stock company created by the reverse merger between REVO S.p.A. (SPAC – special purpose acquisition company) and Elba Assicurazioni S.p.A., having its registered office at Via dell'Agricoltura 7, Verona, VAT No. 05850710962 and entered in the Verona Companies Register.

REVO was created by the merger by incorporation on 21 November 2022 of REVO SPAC and Elba Assicurazioni S.p.A., an insurance company operating in the insurance market since 2008.

Since that date, the Company has been listed on the Euronext STAR market organised and managed by Borsa Italiana S.p.A.

These financial statements have been prepared in accordance with the general principles provided in Article 2423-bis of the Italian Civil Code, as laid down by Legislative Decree No. 209/2005, as well as ISVAP Regulation No. 22 of 4 April 2008, as amended and supplemented by IVASS Order No. 53 of 6 December 2016; the other provisions of the Italian Civil Code and the circulars and other orders issued by IVASS have also been complied with; lastly, account has been taken of the accounting principles issued by the Italian accounting standards organisation, OIC.

They have been prepared on a going concern basis, with the agreement of the Board of Statutory Auditors for the cases provided for by law. They have also been prepared according to the accounting standards applied in the previous year, by Elba Assicurazioni S.p.A., which was merged with REVO on 30 November 2022, to ensure the comparability of the data.

The aforementioned accounting principles and valuation criteria are also based on the general criteria of prudence and accrual, in order to give a true and fair view of the financial position, cash flows and results of operations.

It should be noted that the right provided for by IVASS Regulation No. 52 of 30 August 2022 concerning the implementation of provisions on the temporary suspension of capital losses on short-term securities, pursuant to Legislative Decree No. 73 of 21 June 2022, was not applied by the Company at 31 December 2022.

The statement of financial position and income statement schedules comply with the models provided for by ISVAP Regulation No. 22 of 4 April 2008, as amended and supplemented by IVASS Order No. 53 of 6 December 2016, and contain amounts denominated in euros rounded up or down to the nearest unit. The sum of the differences from rounding has been recognised in items F.IV) Other assets or G.IX) Other liabilities for the statement of financial position, or items III.11) Extraordinary expenses or III.10) Extraordinary income for the income statement.

Pursuant to Article 4 of the aforementioned ISVAP Regulation No. 22, all amounts presented in these notes are expressed in thousands of euro, unless otherwise indicated.

These financial statements for the year ended 31 December 2022 have been audited by the External Auditor, KPMG. S.p.A.

The reference valuation criteria are set out below.

Part A – Valuation criteria

REVO Insurance S.p.A. was created by the reverse merger by incorporation of REVO S.p.A. and Elba Assicurazioni S.p.A. on 21 November 2022.

For the purposes of comparability of the data set out in the tables and annexes to these financial statements, data from the 2021 financial year of Elba Assicurazioni S.p.A. are also presented.

Assets

Intangible assets

Set-up costs and other multi-year directly attributable costs are recognised in the statement of financial position at purchase cost and are amortised, with the consent of the Board of Statutory Auditors, over five years on a straight-line basis according to their expected useful lives; for incremental expenses on third-party assets, the amortisation rate is 15%. For costs incurred during the year, the annual percentage is reduced by half.

Goodwill acquired for consideration is recorded under assets at cost, as it is included in the consideration paid for the acquisition, and is amortised on the basis of useful life for a period not exceeding ten years. The account also includes intangible assets under construction and advances paid for the acquisition of intangible assets, although they cannot be amortised.

Investments

There are no land or buildings.

Investments in Group companies and other investee companies

Investments in Group companies and other investee companies mainly consist of long-term investments such as controlling interests and investments in other companies. These equity investments are recognised at purchase or subscription cost or at a value lower than cost in cases where the investee companies have incurred impairment losses based on qualitative and quantitative data.

Other long-term financial investments

Securities that are long-term investments and therefore intended to remain in the Company's portfolio are recognised at purchase cost, calculated according to the weighted average cost method. This cost is adjusted by the positive or negative difference between the purchase cost and the redemption value of the security, amortised on a pro-rata basis in the period between the purchase date and the maturity date. Securities denominated in foreign currencies are measured at the exchange rate prevailing at period-end.

For securities traded on regulated markets, the market value, used as the first indicator of impairment, is determined on the basis of the arithmetic average of the prices recorded in the last reference month; for unlisted securities, the prices of similar securities are used as a reference.

The original cost of previously impaired securities is restored when the reasons for the reduction in the realisable value no longer apply.

Other short-term financial investments

These securities are valued at the lower of cost and market value.

Cost is determined using the weighted average cost method, adjusted by the difference between the issue cost and the redemption value of the security, amortised on a pro-rata basis in the period between the purchase date and the maturity date. Securities denominated in foreign currencies are measured at the exchange rate prevailing at period-end.

For securities traded on regulated markets, the market value is determined on the basis of the arithmetic average of the prices recorded in December on the reference stock exchange. For unlisted securities, the quotation of similar securities is used as a reference.

The original cost of previously impaired securities is restored when the reasons for the reduction in the realisable value no longer apply.

Regarding this category of securities, it should be noted that the right provided for by IVASS Regulation No. 52 of 30 August 2022 concerning the implementation of provisions on the temporary suspension of capital losses on short-term securities, was not applied by the Company at 31 December 2022.

Reinsurers' share of technical provisions

The reinsurers' share of technical provisions is determined on the basis of the gross amounts of technical provisions for direct business, in accordance with reinsurance contractual agreements.

In particular, with regard to the reinsurers' share of the premium reserve, the same criterion used to calculate the premium reserve recognised in liabilities is applied. Please refer to this note for the analysis of valuation criteria.

Receivables

Receivables are recognised in the financial statements at their estimated realisable value, or at their nominal value, and are adjusted by the provision for doubtful accounts to reflect the risk of non-collection.

Other assets

Tangible assets

These are recognised at purchase cost, including ancillary costs, and are shown net of accumulated depreciation.

They are depreciated according to the rates below, which are considered appropriate to represent the remaining useful life of the assets, in line with the Ministerial Decree of 1988.

The depreciation rates used are as follows:

Rate
Furniture and fixtures 12%
Plant 15%
Other equipment 20%
Electronic machinery 20%
Movable property entered in public registers 25%

For purchases made in 2022, the relevant rate was reduced by 50%. Ordinary maintenance and repair costs are expensed in the year in which they are incurred.

Cash and cash equivalents

These are stated at nominal value.

Accruals and deferrals

These are determined on an accrual basis, whether under assets or liabilities.

Liabilities

Shareholders' equity

The share capital and the organisational start-up provision, fully paid up, and other reserves are recognised at nominal value.

Technical provisions

Technical provisions are determined on the basis of the provisions contained in ISVAP Regulation No. 16 of 4 March 2008 and ISVAP Regulation No. 22 of 4 April 2008, as amended by IVASS Order No. 53 of 6 December 2016.

The general rules lay down the principle whereby the amount of provisions must always be sufficient to enable companies to meet, as far as is reasonably foreseeable, their commitments under insurance contracts.

Premium reserve

The unearned premiums reserve is calculated on a pro-rata temporis basis according to taxable premiums written, minus acquisition commissions and other directly attributable acquisition expenses.

For the Suretyship class, the unearned premiums reserve is supplemented in accordance with the provisions of Articles 13 and 14 of ISVAP Regulation No. 16 of 4 March 2008 and Annex No. 15 to ISVAP Regulation No. 22 of 4 April 2008, as amended by IVASS Order No. 53 of 6 December 2016.

For the other classes, the unearned premiums reserve is supplemented in accordance with the provisions of Articles 15 and 16 of ISVAP Regulation No. 16 of 4 March 2008 and Annex No. 15 to ISVAP Regulation No. 22 of 4 April 2008, as amended by IVASS Order No. 53 of 6 December 2016.

The reserve for outstanding risks is valued on the basis of the empirical method established by ISVAP Regulation No. 22 of 4 April 2008, which uses as its reference the loss ratio of generation for the current year appropriately assessed in a forward-looking manner. The amount of this reserve is equal to the amount by which the expenses relating to indemnities and expenses arising from current insurance contracts exceed the unearned premiums reserve.

Claims reserve

The claims reserve is determined, in accordance with the provisions of ISVAP Regulation No. 16 of 4 March 2008 and Annex No. 15 to ISVAP Regulation No. 22 of 4 April 2008, as amended by IVASS Order No. 53 of 6 December 2016, on the basis of an analytical estimate of the individual cases based on a prudent and objective assessment of the documentation received regarding claims that occurred in the year or in previous years and were not yet paid, by estimating the provision for late claims on the basis of an analysis of the information available.

The total amount set aside is deemed appropriate to meet the future payment of claims, direct expenses and settlement expenses.

Profit-sharing and reversals reserve

Pursuant to Annex 15 of ISVAP Regulation No. 22, the profit-sharing and reversals reserve includes the amounts payable to policyholders or beneficiaries of contracts for technical profit-sharing and reversals, provided that such amounts have not already been allocated to policyholders.

Equalisation reserves

Pursuant to Annex 15 of ISVAP Regulation No. 22, companies carrying on insurance activities in the non-life classes create equalisation reserves in accordance with the law; these reserves include all amounts set aside to smooth out fluctuations in the claims rate in future years or to cover particular risks.

Provision for risks and charges

This item does not have an asset adjustment function and includes provisions for risks and charges intended to cover losses and payables of a specific nature, the existence of which is certain or probable, but the amount or date of occurrence of which is uncertain at year-end.

Payables and other liabilities

Payables and other liabilities are measured at their nominal value, which corresponds to their estimated settlement value. The severance indemnity is calculated in accordance with applicable laws and employment contracts.

Current and deferred taxation

Current and deferred taxes are recognised in accordance with current tax legislation. The amount deriving from the calculation of deferred tax assets is considered in its entirety in relation to future taxable income borne by the Company, taking into account the budget and the business plan approved by the Board of Directors.

Income statement

Earned premiums net of reinsurance

Gross premiums written include premiums acquired in Italy or abroad under the freedom to provide services scheme and are recognised, pursuant to Article 45 of Legislative Decree No. 173/1997 and ISVAP Regulation No. 22 of 4 April 2008, as amended and supplemented by IVASS Order No. 53 of 6 December 2016, at the time of their accrual, regardless of the date on which they are actually collected and net of taxes payable by policyholders and cancellations due to technical reversals relating to securities issued during the year.

Accrual is ensured by the establishment of the premium reserve.

Premiums ceded to reinsurance include amounts due to reinsurers in accordance with the reinsurance treaties entered into.

Claims-related expenses

This item includes gross amounts paid by way of compensation and the associated expenses. It also includes:

  • the reinsurers' share of claims paid on the basis of contractual agreements;
  • changes in recoveries net of the reinsurers' share;
  • changes in the claims reserve, both gross and net of the reinsurers' share.

Operating expenses

This item includes:

  • acquisition commissions understood as fees for the acquisition and renewal, including the automatic renewal, of contracts and production premiums commensurate with the achievement of productivity targets;
  • other acquisition expenses, understood as directly and indirectly attributable costs;
  • collection commissions;
  • other administrative expenses, understood for the portion not attributable to expenses relating to acquisition, claims settlement and investments expenses incurred for the management of reinsurance relationships, payroll expenses and depreciation of movable property;
  • commissions and shares of profits received from reinsurers.

Other technical expenses

This item includes, inter alia, write-downs due to the non-collectibility of receivables from policyholders for premiums for the year and for previous years, as well as the technical cancellations of receivables from policyholders for premiums for previous years, and the reversal of commissions relating to premiums ceded to reinsurance and cancelled.

Share of profit from investments transferred to the technical account of the non-life classes

Pursuant to Article 22 of ISVAP Regulation No. 22 of 4 April 2008, as amended and supplemented by IVASS Order No. 53 of 6 December 2016, this item includes a portion of the profits from investments to be transferred to the technical account. This portion is calculated according to the methods indicated in Article 22, paragraph 1(b) and (c) of the above Regulation, in relation to the amount of the initial and final mandatory technical provisions net of reinsurance for the year and the amount of initial and final shareholders' equity.

Other income

This item includes non-technical income from ordinary operations related to activities other than those classified as investments.

Other expenses

This item includes non-technical expenses from ordinary operations, including amortisation amounts for intangible assets other than acquisition commissions and other acquisition expenses.

Taxes

This item includes taxes set aside on an accrual basis according to the best estimate of taxable income, pursuant to current tax legislation, taking into account applicable exemptions and non-deductible costs.

OIC accounting standard No. 25, which describes the tax treatment of income taxes, requires deferred and prepaid taxes to be recognised in the financial statements on the total amount of the temporary differences between the value of assets and liabilities determined according to statutory criteria and the corresponding tax value.

Deferred tax assets and benefits associated with any tax losses are recognised in the accounts to the extent that there is a reasonable certainty of taxable income against which the deductible temporary differences and carryforward losses can be used.

Deferred tax liabilities are not recognised when there is little chance that the relevant payable will arise.

Part B – Information on the statement of financial position and the income statement

Assets

Intangible assets

B. Intangible assets 31/12/2022 31/12/2021 Change
3. Start-up and expansion costs 12 - 12
4. Goodwill 80,134 - 80,134
5. Other multi-year costs 8,947 2,339 6,608
Intangible assets 89,093 2,339 86,754

Intangible assets totalled €89,093,000 (€2,339,000 at 31 December 2021), net of amortisation for the year.

The increase compared with the previous year mainly reflected the recognition, with the consent of the Board of Statutory Auditors, of the goodwill from the acquisition, in November 2021, of Elba Assicurazioni S.p.A. by REVO S.p.A., which was subsequently the subject of a reverse merger in November 2022.

Other multi-year costs include multi-year costs incurred for the preparation and implementation of software relating to company information systems of €7,692,000 (€1,995,000 at 31 December 2021), incremental expenses on third-party assets of €1,202,000 incurred to adapt the offices at the headquarters at Via Mecenate and Via Monte Rosa in Milan (€302,000 at 31 December 2021), advance payments on intangible assets of €42,000 (€42,000 at 31 December 2021) and trademarks, patents and similar rights of €11,000.

The increase in the item relating to information systems was specifically due to the implementation of the strategic development plan, which provides for substantial IT investments to support and sustain the Company during the business development phase, in particular the change in the accounting management system in view of the introduction of the new IFRS 17 accounting standard and the development of the OverX platform, designed to streamline and facilitate underwriting processes.

No indicators for potential write-downs were found.

For details of movements during the year, please see Annex 4 to these notes.

Investments

C. Investments 31/12/2022 31/12/2021 Change
II. Investments in Group companies and other investee companies 706 - 706
III. Other financial investments 184,734 121,290 63,444
Investments 185,440 121,290 64,150

Financial investments in Group companies and other investee companies amounted to €706,000 and included the equity investment in subsidiary REVO Underwriting S.r.l. (the Group's MGA) of €150,000 and the strategic stake in Mangrovia Blockchain Solutions S.r.l. of €556,000. Following qualitative and quantitative assessments, management decided to write down 50% of the equity investment in Mangrovia.

Changes in Item C.II during the year are shown in Annex 5 to these notes.

The breakdown of other financial investments is set out below:

III. Other financial investments 31/12/2022 31/12/2021 Change
2. Mutual fund units 2,620 748 1,872
3. Bonds and other fixed-income securities 182,114 120,542 61,572
Other financial investments 184,734 121,290 63,444

Other financial investments amounted to €184,734,000, compared with €121,290,000 at 31 December 2021, and consisted of €182,114,000 in bonds and other listed fixed-income securities (made up of 12.4% foreign corporate bonds, 53.9% Italian government bonds, 31.0% foreign government bonds and 2.7% Italian corporate bonds) and €2,620,000 in mutual fund units.

During the year, a portion of the Italian 5-year government bonds, amounting to €8,545,000, was recognised in "fixed" assets.

For details of the situation in terms of financial investments and the comparison with market value, see Annexes 8 and 9 to these notes.

The current value shown in the above annexes corresponds to the value of the arithmetic average recorded in December 2022.

Value adjustments of €9,224,000 were recognised in current assets.

A comparison between the value shown in these financial statements and the corresponding market value at 31 December 2022 shows latent capital losses of €119,000, attributable entirely to the fixed segment (latent capital gains at 31 December 2021 of €1,063,000).

No derivative transactions were carried out during the year and there were no transfers to the "current" segment.

Reinsurers' share of technical provisions

D-
bis
Reinsurers' share of technical provisions 31/12/2022 31/12/2021 Change
I. Non-life reserves 68,216 51,742 16,474
Reinsurers' share of technical provisions 68,216 51,742 16,474

Reinsurers' share of technical provisions totalled €68,216, compared with €51,742,000 at 31 December 2021. The breakdown of the change in reinsurers' share of reserves is set out below:

I. Non-life reserves 31/12/2022 31/12/2021 Change
1. Premium reserve 52,933 40,366 12,567
2. Claims reserve 15,283 11,376 3,907
Non-life reserves 68,216 51,742 16,474

The changes mainly reflect the growth in the Company's insurance business and the change in the reinsurance treaties entered into on the basis of the reinsurance policy adopted by the Company and previously described in the Report on Operations.

Receivables

E. Receivables 31/12/2022 31/12/2021 Change
I. Receivables arising from direct insurance operations 45,666 16,528 29,138
II. Receivables arising from reinsurance operations 969 87 882
III. Other receivables 26,328 12,026 14,302
Receivables 72,963 28,641 44,322

The breakdown of receivables arising from direct insurance operations is as follows:

I. Receivables arising from direct insurance operations 31/12/2022 31/12/2021 Change
1. Policyholders 36,438 7,972 28,466
2. Insurance intermediaries 3,912 4,855 - 943
4. Policyholders and third parties for amounts to be recovered 5,316 3,701 1,615
Receivables arising from direct insurance operations 45,666 16,528 29,138

Receivables from policyholders at 31 December 2021, amounting to €8,827,000, gross of the provision for doubtful accounts, were collected during 2022 in the amount of €7,145,000, with €1,353,000 cancelled, and were still in arrears by

€329,000 at 31 December 2022. The latter were fully written down by the relative provision for doubtful accounts. Receivables from policyholders at 31 December 2022, amounting to €36,438,000, reflected the marked growth in the insurance portfolio during the year and, in particular, the performance of policies written, mainly concentrated in December, a period in which there are many renewals in the specialty lines.

Receivables from intermediaries totalled €3,912,000 (€4,855,000 at 31 December 2021) and mainly consisted of remittances relating to December 2022, almost all of which were collected in early 2023. Their gross amount of €4,211,000 was reduced by the provision for doubtful accounts for agents and brokers of €299,000.

Policyholders and third party amounts to be recovered totalled €5,316,000 (€3,701,000 at 31 December 2021), comprising claims which are in the process of being recovered. The increase mainly relates to three claims in the Suretyship class that were settled during the year, for which the relevant receivable for amounts to be recovered, totalling €2,096,000, was recorded.

Receivables relating to reinsurance relationships totalled €969,000 (€87,000 at 31 December 2021).

The breakdown of "Other receivables" item follows:

III. Other receivables 31/12/2022 31/12/2021 Change
Deferred tax receivables 5,306 2,961 2,345
IRES - IRAP advance payment 5,394 - 5,394
Advance tax on premiums 11,375 8,964 2,411
Escrow account 4,016 - 4,016
Other receivables 237 101 136
Other receivables 26,328 12,026 14,302

Other receivables of €26,328,000 (€12,026,000 at 31 December 2021) refer to:

  • receivables from the tax authorities for prepaid taxes of €5,306,000 (€2,961,000 as at 31 December 2021). The increase is due to both the increase in the business and the productivity premium compared with the previous year, and to the new deferred tax assets in relation to the tax loss of REVO S.p.A. generated during 2021;
  • receivables for advance tax on premiums of €11,375,000 (€8,964,000 at 31 December 2021), the performance of which correlates to the strong growth in the Company's premiums in 2022 compared with 2021;
  • receivables from the tax authorities for tax payments on account of €5,394,000, determined on the basis of the Company's result for the period. It should be noted that there weren't current IRES and IRAP tax payables at 31 December 2021;
  • escrow accounts set up following the acquisition of Elba Assicurazioni S.p.A. (€4,016,000) and, lastly, other receivables of €237,000 (€101,000 at 31 December 2021). In the absence of tax disputes, the escrow account will be reduced by €1,000,000 annually from 30 November 2023 until the account balance is zero on 30 December 2026.

The nature of the receivables, their amount and the collection of a large portion of them limit the Company's related credit risk.

The following table summarises the temporary differences that resulted in the recognition of prepaid taxes:

31.12.2022
Prepaid taxes Temporary differences Tax effect
IRES Multi-year commissions 9,398 2,255
IRES Change in net claims reserve 6,545 1,571
IRES Costs deferred by one year only 756 181
IRES Non-deductible portion of receivables write-downs 299 72
IRES Productivity premium 1,620 389
IRES REVO 2021 tax loss 5,171 1,241
IRES Difference on valuation of ELBA securities due to merger - 878 -211
IRES Total deferred tax assets - IRES 22,910 5,499

IRAP Non-deductible portion of receivables write-downs 413 28
IRAP Difference on valuation of ELBA securities due to merger - 878 - 60
IRAP Total deferred tax assets - IRAP - 465 -32
Adjustment for prepaid taxes in previous years -161
Total deferred tax assets: IRES and IRAP 22,445 5,306

The temporary differences that generated the prepaid taxes, set out in the table above, are the same as those recorded in previous years, with the exception of the REVO tax loss and the difference on the valuation of ELBA securities.

Due to the reverse merger between REVO and ELBA, which had retroactive effect as of 1 January 2022, the latter's financial investments were revalued at market value on that date, generating a positive difference of €878,000 (higher values arising from the allocation of the merger deficit).

This resulted in a mismatch between the carrying amount and the tax value of the securities. To avoid any difference between accounting and tax values, the Company has opted to apply the IRES and IRAP substitute tax, achieving tax recognition of the higher values recognised in the financial statements. To all intents and purposes, therefore, this is a substitute tax payable which can be paid using the tax return for fiscal year 2022.

With regard to the tax loss reported in the above table, please note that on 19 May 2022 the Company submitted an application to the Italian Revenue Agency specifically requesting the lifting of limits on the carry over of tax losses envisaged in Article 172, paragraph 7, of Presidential Decree No. 917 of 22 December 1986 ("TUIR"), in relation to the reverse merger for the incorporation of the parent company, Revo S.p.A., into Elba Assicurazioni S.p.A.

On 28 November 2022, the Italian Revenue Agency issued a favourable opinion.

Other assets

F. Other assets 31/12/2022 31/12/2021 Change
I. Tangible assets and stocks 475 344 131
II. Cash and cash equivalents 4,445 4,007 438
IV. Other assets 16 - 16
Total 4,936 4,351 585

This item amounts to a total of €4,936,000 (€4,351,000 as at 31 December 2021) and consists of €454,000 for office furniture and machinery , €11,000 for plant and equipment, €10,000 for movable property entered in the public register net of relevant accumulated depreciation, and cash and cash equivalents of €4,445,000 (€4,007,000 at 31 December 2021).

The Company has not identified any indicators of potential impairment with regard to these items.

Accrued income and prepaid expenses

G. Accruals and deferrals 31/12/2022 31/12/2021 Change
1. For interest 552 174 378
2. For rent - - -
3. Other accruals and deferrals 2,117 2,257 -
140
Accruals and deferrals 2,669 2,431 238

The total amount of accrued income and prepaid expenses is €2,669,000 (€2,431,000 at 31 December 2021).

The item consists of accrued interest income on investments in securities totalling €552,000 and prepaid expenses of €2,117,000 for the portion of invoices received relating to the following year, including €1,556,000 relating to the service agreement for the structuring with Mangrovia Blockchain Solutions S.r.l., exclusively, of the IT and digital solutions owned by REVO, based on blockchain technology, to be used in the implementation of a platform for parametric insurance products.

Liabilities

Shareholders' equity

A. Shareholders' equity 31/12/2022 31/12/2021 Change
I. Subscribed share capital or equivalent provision 6,680 6,680 -
II. Share premium reserve 170 170 -
IV. Legal reserve 1,385 1,385 -
VII. Other reserves 210,191 51,127 159,064
IX. Profit (loss) for the year -7,282 14,308 -21,590
X. Negative reserve for own shares -1,247 - -1,247
Shareholders' equity 209,896 73,670 136,226

Shareholders' equity stood at €209,896,000 at 31 December 2022. At 31 December 2021, shareholders' equity amounted to €73,670,000. The change recorded was mainly due to the extraordinary reverse merger operation between REVO S.p.A. and Elba Assicurazioni S.p.A., which took place on 21 November 2022.

Changes in the individual items of shareholders' equity over the last three years are summarised in the following table:

Share
capital
Legal
reserve
Issue
premium
reserve
Reserve
for the
purchas
e of own
shares
Other
reserves
Dividend
s
Retaine
d
earnings
(losses
carried
forward)
Profit
(loss) for
the year
Total
Balance at 31/12/2019 6,680 1,385 170 27,483 12,645 48,363
Allocation of profit for the
year
12,645 -12,645
Dividend payment
Result for the year 2021
Balance at 31/12/2020 6,680 1,385 170 40,128 13,003 61,366
Allocation of profit for the
year 10,999 2,004 -13,003
Dividend payment
Result for the year 2021 40,128 13,003 61,366
Balance at 31/12/2021 6,680 1,385 170 51,127 14,308 73,670
Allocation of profit for the
year
14,308 -14,308
Increase in assets due to merger 144,755 144,755
Purchase of own shares -1,247 -1,247
Result for the year 2022 -7,282 -7,282
Balance at 31/12/2022 6,680 1,385 170 -1,247 210,190 -7,282 209,896

The following table sets out the composition of shareholders' equity according to the availability and distributability of each of its constituent items:

Utilisations in the last
three years
31/12/2022 Possible use(1) Available
amount
To cover losses Other
reasons
Share capital 6,680
Legal reserve 1,385 B
Issue premium reserve 170 A, B, C
Reserve for the purchase of own
shares* -1,247 B, C
Other reserves 210,190 A, B, C 200,690
Total 217,178 200,690
-Non-distributable portion 98,593
-Remaining distributable portion 111,598

(1) A: for capital increase

B: to cover losses

C: for distribution to shareholders

* distributable only in the event of disposal or cancellation of own shares

Subordinated liabilities

The Company had not issued any subordinated liabilities at 31 December 2022.

Technical provisions

C. Technical provisions 31/12/2022 31/12/2021 Change
I. Non-life classes
1. Premium reserve 128,496 94,505 33,991
2. Claims reserve 38,008 26,253 11,755
3. Profit-sharing and reversals reserve 58 - 58
5. Equalisation reserves 91 - 91
I. Non-life classes 166,653 120,758 45,895

For information on the methods for determining technical provisions, please also see Part A – Valuation criteria, of these financial statements.

The changes during the year in the premium reserve and the claims reserve are shown in Annex 13 to these notes. The following table sets out the details of the premium reserve by class:

Premium reserve 31.12.2022 31.12.2021 Change
1 Accident 657 113 544
2 Sickness 7 - 7
5 Aviation hull 66 - 66
6 Marine hull (sea, lake and river and canal vessels) 859 - 859
7 Goods in transit 1,110 - 1,110
8 Fire and natural forces 8,935 401 8,534
9 Other damage to property 11,356 10,195 1,161
11 Aviation liability 24 - 24
12 Marine liability (sea, lake and river and canal vessels) 22 - 22
13 General liability 12,577 2,789 9,788
14 Credit 82 - 82
15 Suretyship 92,574 81,003 11,571
16 Financial loss 222 - 222
18 Assistance 5 4 1

Premium reserve 128,496 94,505 33,991

The premium reserve amounted to €128,496,000 (€94,505,000 at 31 December 2021). The increase mainly reflected the development of the business during the year, partly due to the authorisation received from the Supervisory Authority to operate in the new classes from March 2022.

Additional reserves for earthquakes and hail totalling €642,000 were also set aside in 2022. These did not exist at the end of 2021.

The premium reserve was calculated on a pro-rata temporis basis and reflects the provision envisaged in ISVAP Regulation No. 16/2008, as detailed below:

Additional reserves 31.12.2022 31.12.2021 Change
8 Fire and natural forces 256 - 256
9 Other damage to property 386 - 386
15 Suretyship 30,025 27,120 2,905
Additional reserves 30,667 27,120 3,547

The reserve for outstanding risks, connected to the technical performance and intended to cover the portion of risk arising in the period after year-end, is calculated on the basis of the empirical method established by ISVAP Regulation No. 22 of 4 April 2008 as described in Part A – Valuation criteria in these notes and is, as in previous years, zero.

The claims reserve also includes the reserve for claims reported late (IBNR), amounting to €1,640,000, created to cover claims incurred but not reported at the end of the year.

The amount provisioned was also determined on the basis of the historical values recorded in previous years by means of numerical and average cost projections for each reporting class.

The following table sets out the breakdown of the claims reserve by class.

Claims reserve 31.12.2022 31.12.2021 Change
1 Accident 82 29 53
6 Marine hull (sea, lake and river and canal vessels) 888 - 888
7 Goods in transit 503 - 503
8 Fire and natural forces 1,366 101 1,265
9 Other damage to property 4,304 1,905 2,399
13 General liability 6,679 2,530 4,149
15 Suretyship 24,186 21,688 2,498
Claims reserve 38,008 26,253 11,754

It should be noted that the profit-sharing and reversals reserve relates entirely to the amount of the share of profits on contracts for the marine and aviation lines, which typically include a profit-sharing element.

In accordance with ISVAP Regulation No. 22, the Company has also calculated equalisation reserves in classes 8 (Fire and natural forces) and 9 (Other damage to property) for a total amount of €91,000.

Below is the breakdown by class of the equalisation reserves:

Equalisation reserve 31.12.2022 31.12.2021 Change
8 Fire and natural forces 44 - 44
9 Other damage to property 47 - 47
Total 91 - 91

Provision for risks and charges

E.
31/12/2022
31/12/2021
Change
Provision for risks and charges
----------------------------------------------------------------------------- -- -- -- --

1. Provisions for retirement benefits and similar obligations 2,603 3,607 - 1,004
3. Other provisions 320 - 320
Provisions for risks and charges 2,923 3,607 - 684

This item totals €2,923,000. It is made up of €2,603,000 for the agency severance indemnity provision (€3,607,000 at 31 December 2021) and €320,000 for other provisions for risks arising from potential disputes both related and unrelated to insurance.

The agency severance indemnity provision, as well as benefiting from the review of the mandate agreements with the new agencies following the change of ownership, was also specifically analysed during 2022, in order to determine and maintain in the financial statements the portion pertaining to the Company, which is not covered by appropriate compensation. As a result of this assessment, part of the provision was released which, according to market practice, will be covered by the relevant compensation should the agent terminate its mandate.

Deposits received from reinsurers

F. Deposits received from reinsurers 31/12/2022 31/12/2021 Change
Deposits received from reinsurers 1,600 1,251 349
Deposits received from reinsurers 1,600 1,251 349

The item, which amounts to €1,600,000, includes deposits received from reinsurers determined on the basis of current reinsurance treaties.

Payables and other liabilities

G. Payables and other liabilities 31/12/2022 31/12/2021 Change
II. Payables arising from reinsurance operations 11,717 2,639 9,078
VII. Employee severance indemnity 579 454 125
VIII. Other payables 20,604 6,676 13,928
IX. Other liabilities 9,345 1,738 7,607
Payables and other liabilities 42,245 11,507 30,737

Payables arising from reinsurance operations amounted to €11,717,000 (€2,639,000 at 31 December 2021) and reflected the new agreements entered into on the basis of the reinsurance policy described in the Report on Operations in these financial statements, as well as the increase in volume of business generated.

The following table sets out the breakdown of the "Other payables" item:

VIII. Other payables 31/12/2022 31/12/2021 Change
1. For taxes payable by policyholders 1,579 1,133 446
2. Misc. tax charges 741 1,321 -
580
3. To social security and pension institutions 519 354 165
4. Miscellaneous payables 17,765 3,868 13,897
Other payables 20,604 6,676 13,928

The following table sets out the breakdown of the "miscellaneous payables" item:

4. Miscellaneous payables 31/12/2022 31/12/2021 Change
1. Trade payables 4,694 506 4,188
2. Payables for invoices to be received 2,322 693 1,629
3. Payables to intermediaries for commission bonuses (
) and additional
rappel
commissions
4,025 1,747 2,278
4. Payables to employees 2,534 757 1,777

6. Other miscellaneous payables 4,190 165 4,025
Miscellaneous payables 17,765 3,868 13,897

The increase in trade payables reflects the higher expenses incurred due to the launch of the REVO project, a significant portion of which was concentrated in the last quarter. Payables for invoices to be received also increased due to contracts entered into for activities carried out in 2022, for which the relevant invoices have not yet been received.

The increase in payables to intermediaries for commission bonuses and additional commissions, amounting to €4,025,000, is closely linked to the strong growth in production, the increase in the business lines and the technical performance underlying the determination of this item.

Payables to employees, amounting to €2,534,000, reflect greater payables relating to the retention policies introduced by the Company to its employees (MbO), as well as provisions for unused leave and 13th/14th month pay. The increase was due to the new retention plan and the significant increase in the corporate population.

Miscellaneous payables include €4,006,000 for the portion still owing to the shareholders of Elba Assicurazioni following the acquisition of the Company by REVO S.p.A. An escrow account was opened to secure this debt, which is presented in the item "Other receivables" in these financial statements. In the absence of tax disputes, the escrow account will be reduced by €1,000,000 annually from 30 November 2023 until the account balance is zero on 30 December 2026.

The breakdown of other liabilities is set out in the following table:

IX. Other liabilities 31/12/2022 31/12/2021 Change
2. Commissions for premiums in the process of collection 6,926 1,734 5,192
3. Misc. liabilities 2,419 4 2,415
Miscellaneous payables 9,345 1,738 7,607

Commissions for premiums in the process of collection reflect the significant growth in the insurance portfolio during the year and, in particular, the performance of policies written and verified, which was heavily concentrated in December due to the seasonal nature of the specialty lines market.

Miscellaneous liabilities include €1,360,000 relating to pending premium collections and €1,059,000 relating to invoices to be received.

Accrued expenses and deferred income

The accrued expenses and deferred income item was zero at 31 December 2022.

Assets and liabilities relating to Group companies and other investee companies

The breakdown of assets and liabilities relating to companies in the REVO Insurance Group is set out in the following table and in Annex 16 to these notes.

REVO Underwriting
ASSETS LIABILITIES
Equity investments in Group companies 150
Receivables from intermediaries 155
Miscellaneous receivables 28
Payables to intermediaries 107
Total 333 107

Guarantees, commitments and other memorandum accounts

As shown in Annex 17 to the notes, at 31 December 2022 the memorandum accounts totalled €186,066,000 (€121,403,000 at 31 December 2021) and refer to:

  • security deposits of €81,000;
  • the depositing of own securities with third parties of €185,981,000 (€182,114,000 with Mediobanca, €2,620,000 with Quintet Private Bank (Europe) S.A. and €1,247,000 with Unicredit Banca), stated at their carrying amount net of capital losses and other guarantees received of €4,000.

There is no information to report on contingent liabilities not shown in the statement of financial position pursuant to Article 2427, paragraph 1(9) of the Italian Civil Code.

Although not reported in the memorandum accounts, for some insurance contracts written by the Company, collateral guarantees were obtained (mainly pledges on life policies and bank guarantees) to be used, in the event of enforcement of the policy, to ensure the recovery of any sums paid to policyholders.

Income statement

Technical account of the non-life classes

Earned premiums net of reinsurance (item I.1)

Item I.1 31.12.2022 31.12.2021 Change
a. Gross premiums written 131,388 77,526 53,862
b. (-) Premiums ceded to reinsurance 53,823 31,590 22,233
c. (-) Change in premium reserve 33,990 7,979 26,011
d. Change in ceded premium reserve 11,835 2,868 8,967
Total 55,410 40,825 14,585

The Company's gross premiums written relate to the Italian and foreign portfolio (under the freedom to provide services scheme) for direct and indirect business, as set out in the following table:

31.12.2022
Gross premiums written Italy Abroad
Direct 128,808 2,204
Indirect 321 56
Gross premiums written 129,129 2.259

There was a significant increase in retained gross premiums written (+68.9% compared with 31 December 2021), due to:

  • the strengthening of the underwriting teams, with 35 new hires;
  • the extension of the business lines following authorisation from IVASS to operate in new classes (as reported in the section entitled "Main corporate events");
  • new product launches, details of which can be found in the dedicated paragraph entitled "Main new products launched on the market";
  • the expansion of the distribution network, details of which are set out in the following section ("Evolution of the insurance portfolio and the sales network");
  • adoption of the new proprietary IT platform, OverX.

During the period there was a significant increase not only in Suretyship (+22.7% compared with 2021), which remained the main class during the year, but also in other classes historically managed by the Company (Other damage to property, General liability and Fire), mainly due to the impetus provided by the expansion of the product range and the new intermediation agreements signed in 2022.

At the end of the year, the insurance portfolio was more diversified, with an impact on total premiums in the Suretyship class of 55.7% (77.0% at 31 December 2021), due to the shift towards the other classes, the percentage of which increased from 23.0% at 31 December 2021 to 44.3% at 31 December 2022.

For further comments on the performance of production in 2022, please see the relevant section of the Report on Operations.

The following tables set out the breakdown of earned premiums by class, with risks underwritten and risks ceded shown separately:

Risks underwritten Gross
premiums
Chge in reserve Earned premiums
2022
Earned
premiums
2021
Change
1 Accident 973 - 544 429 241 188
2 Sickness 15 - 7 8 - 8
5 Aviation hull 261 - 66 195 - 195

Total 131,388 - 33,990 97,398 69,547 27,851
18 Assistance 10 - 0 10 11 -
1
16 Financial loss 602 - 222 381 - 381
15 Suretyship 73,229 - 11,573 61,656 53,888 7,768
14 Credit 289 - 82 207 - 207
13 General liability 20,977 - 9,788 11,189 4,127 7,062
12 Marine liability 70 - 22 48 - 48
11 Aviation liability 99 - 24 76 - 76
9 Other damage to property 15,918 - 1,160 14,759 10,736 4,023
8 Fire and natural forces 14,730 - 8,535 6,195 544 5,651
7 Goods in transit 2,008 - 1,110 898 - 898
6 Marine hull 2,205 - 859 1,347 - 1,347
Risks ceded Premiums
ceded
Chge in
premium
reserve ceded
Earned premiums
ceded 2022
Earned premiums
ceded 2021
Change
1 Accident 386 - 218 169 20 149
2 Sickness 9 - 3 6 - 6
5 Aviation hull 228 - 45 183 - 183
6 Marine hull 883 - 343 540 - 540
7 Goods in transit 1,326 - 479 847 - 847
8 Fire and natural forces 6,053 - 3,283 2,769 49 2,720
9 Other damage to property 2,106 - 87 2,019 932 1,087
11 Aviation liability 258 - 18 240 - 240
12 Marine liability 28 - 9 19 - 19
13 General liability 9,999 - 4,920 5,079 358 4,721
14 Credit - - - - -
15 Suretyship 32,059 - 2,267 29,792 27,356 2,436
16 Financial loss 481 - 164 317 - 317
18 Assistance 7 2 9 7 2
Total 53,823 - 11,835 41,988 28,722 13,266

Transfer of share of profit from investments (Item I.2)

Item I.2 31.12.2022 31.12.2021 Change
Share of profit from investments transferred from non-technical account - 585 - 585
Share of profit transferred from non-technical account - 585 - 585

The share of profit from investments transferred from the non-technical account is calculated in accordance with paragraph 1 of Article 22 of ISVAP Regulation No. 22.

Since the Company did not recognise any profits from investments at 31 December 2022, the transfer of profit to the technical account is zero.

Other technical income, net of reinsurance (Item I.3)

Item I.3 31.12.2022 31.12.2021 Change
Other technical income, net of reinsurance 866 1,750 - 884
Total 866 1,750 - 884

This item includes:

cancellation of commissions on premiums in arrears at the end of the previous year of €270,000 (€497,000 at 31 December 2021);

cancellation of reinsurance premiums ceded in arrears at the end of the previous year of €596,000 (€1,252,000 at 31 December 2021).

Claims-related expenses, net of reinsurers' share (Item I.4)

Item I.4 31.12.2022 31.12.2021 Change
Amounts paid 16,170 13,845 2,325
(-) Amounts paid ceded 6,223 6,392 -169
Change in recoveries 7,530 7,193 337
Change in recoveries ceded 3,744 3,582 162
Change in the claims reserve 11,755 3,317 8,438
(-) Change in the claims reserve ceded 3,906 1,258 2,648
Claims-related expenses 14,010 5,901 8,109

Claims-related expenses at 31 December 2022 amounted to €20,395,000 gross of reinsurance (€9,969,000 at 31 December 2021) and €14,010,000 net of reinsurance (€5,901,000 at 31 December 2021).

Claims-related expenses increased by €8,109,000, mainly reflecting the increase in the change in the claims reserve of €5,789,000 and, to a lesser extent, higher claims paid of €2,494,000.

At 31 December 2022, the new management supplemented the claims reserve, setting aside a greater IBNR of €1,190,000 compared with 2021, with €192,000 ceded to reinsurance.

In particular, there was an increase in the claims reserve due to ten claims relating to cover taken out in previous years (two relating to Class 9-Other damage to property of €705,000, three relating to Class 13-General liability of €912,000 and five relating to Class 15-Suretyship of €665,000), with a total negative impact of €2,282,000 net of reinsurance, and four claims relating to policies taken out in 2022 with a net impact of €821,000 (one relating to Class 13-General liability of €314,000, one to Class 8-Fire of €171,000 and two relating to Class 6-Marine hull of €336,000).

In summary, gross amounts paid include:

Gross amounts paid 31.12.2022 31.12.2021 Change
Indemnities and direct expenses - current year 7,123 6,945 178
Settlement expenses - current year 399 229 170
Total paid - current year 7,522 7,174 348
Indemnities and direct expenses - previous years 8,235 6,485 1,750
Settlement expenses - previous years 413 186 227
Total paid - previous years 8,648 6,671 1,977
Gross amounts paid 16,170 27,690 4,651

As can be seen from the table above, there was a significant increase in indemnities and expenses paid and relating to previous years, mainly attributable to the Suretyship class. In 2021, three claims relating to previous years of more than €500,000 each were settled, totalling €1,714,000. Meanwhile, in 2022, five claims relating to previous years of more than €500,000 each were settled, totalling €3,805,000.

However, the increase in indemnities and expenses paid for previous years in the Suretyship class was offset by the increase in recoveries and sums to be recovered relating to previous years, minimising the impact on the income statement.

The following tables set out the breakdown by class of claims-related expenses, showing gross amounts and reinsurers' share separately:

Gross claims-related expenses 31.12.2022 31.12.2021 Change
1 Accident 224 25 199
6 Marine hull (sea, lake and river and canal vessels) 891 - 891
7 Goods in transit 511 - 511
8 Fire and natural forces 1,568 213 1,355
9 Other damage to property 5,127 1,151 3,976

13 General liability 4,280 1,523 2,757
15 Suretyship 7,795 7,057 738
Gross claims-related expenses 20,395 9,969 10,426
Claims-related expenses ceded 31.12.2022 31.12.2021 Change
1 Accident 34 - 34
6 Marine hull (sea, lake and river and canal vessels) 351 - 351
7 Goods in transit 209 - 209
8 Fire and natural forces 725 120 605
9 Other damage to property 470 - 470
13 General liability 1,068 627 441
15 Suretyship 3,529 3,321 208
Claims-related expenses ceded 6,386 4,068 2,318

The total claims ratio, gross of reinsurance, was 20.9%, compared with 14.3% at 31 December 2021. The claims ratio net of reinsurance was 25.3%, compared with 14.5% for the same period in 2021.

The claims reserve was supplemented by setting aside a greater IBNR, net of reinsurance, of €998,000.

The technical performance of the Suretyship class was once again extremely profitable in 2022. The ratio, gross of reinsurance, of claims paid and reserved, net of recoveries, to earned premiums, was 12.6% (13.1% at 31 December 2021), and 13.4% net of reinsurance (14.1% at 31 December 2021).

Net claims for the year increased by €530,000 compared with 31 December 2021, due to the increase in claims paid and reserved (€693,000) versus the positive change in recoveries (€163,000).

In the other insurance classes, the ratio, gross of reinsurance, of claims paid and reserved net of recoveries (including an IBNR provision of €1,640,000, up from €450,000 in 2021) to earned premiums was 35.3% overall (18.6% at 31 December 2021).

The overall ratio of the other classes, net of reinsurance, was 41.4%, compared with 15.2% in 2021.

The increase in this ratio in 2022 was mainly due to the following trends:

  • Other damage to property: the ratio of claims to gross premiums was 34.7%, compared with 10.7% in 2021. In absolute values, gross claims for the year amounted to €5,127,000, an increase of €3,976,000 compared with the same period in 2021. In 2022, following the introduction of the new management team, which adopted a more conservative reserving policy, IBNR totalling €760,000 was provisioned (€250,000 in 2021). Finally, mention should be made of the reporting and consequent reserving of two large claims, both relating to cover taken out in previous years, totalling €705,000 net of reinsurance, as well as the allocation of €386,000 to additional outgoing reserves calculated in accordance with IVASS Regulation No. 16. The loss ratio net of reinsurance was 36.6%, compared with 11.7% in 2021. Not taking into account components not included in the 2021 numbers (IBNR increase and large claims), the net loss ratio would be 27.0%;
  • General liability: in absolute values, the increase in gross claims for the year was €2,757,000, the result of IBNR provisions totalling €880,000 (€200,000 in 2021) and three significant claims with a total impact of €1,272,000 (€725,000 net of cession to reinsurance). A large late claim relating to contracts taken out before 2022, totalling €650,000 was also recorded (€500,000 net of reinsurance). The net loss ratio was 52.6%, compared with 23.8% in 2021. As a result of these trends, the ratio of claims to net premiums was 32.5%;
  • Fire: during the year, an increase of €749,000 was recorded in net claims-related expenses, almost exclusively attributable to two claims for €314,000 net, with a consequent increase in the ratio of claims to net premiums (24.6%, compared with 18.8% in 2021);
  • Goods in transit and Marine hull: for these classes, the claims to premiums ratio gross of reinsurance was 62.4% (98.1% net of reinsurance, due to premiums ceded under non-proportional contracts). These classes were not present in 2021.

Reversals and profit-sharing, net of reinsurance (Item I.6)

Item I.6 31.12.2022 31.12.2021 Change
Reversals and profit-sharing, net of reinsurance 58 - 58
Reversals and profit-sharing, net of reinsurance 58 - 58

It should be noted that this item relates entirely to the profit-sharing reserve set aside at year-end on the basis of existing contractual agreements.

The following table sets out the breakdown by class:

Reversals and profit-sharing, net of reinsurance 31.12.2022 31.12.2021 Change
5 Aviation hull 44 - 44
7 Goods in transit 7 - 7
13 General liability 7 - 7
Reversals and profit-sharing, net of reinsurance 58 - 58

Operating expenses (Item I.7)

Operating expenses 31.12.2022 31.12.2021 Change
a. Acquisition commissions 30,705 18,110 12,595
b. Other acquisition expenses 10,614 6,569 4,045
d. Collection commissions 60 60 0
e. Other administrative expenses 17,410 6,792 10,618
f. (-) Commissions and share of profits received from reinsurers 26,197 18,732 7,465
Operating expenses 32,592 12,799 19,793

Total operating expenses gross of commissions received from reinsurers was €58,789,000 (€31,531,000 at 31 December 2021) and breaks down as follows:

  • acquisition commissions of €30,705,000, the increase in which compared with 31 December 2021 is in line with the strong growth in the business (commissions as a percentage of gross premiums written was 23.4% in 2022, as in 2021);
  • other acquisition expenses of €10,614,000, including indirectly attributable expenses of €9,483,000 and other directly attributable costs relating to the acquisition of insurance contracts of €1,131. The increase was essentially due to the higher cost of staff assigned to underwrite risk (35 new underwriters) of €4,460, partially offset by the decrease in agency liquidation costs (€29,000 at 31 December 2022 compared with €948,000 in 2021);
  • collection commissions of €60,000 relating to payroll expenses incurred in managing the collection of insurance contracts;
  • other administrative expenses of €17,410,000, the increase in which relates in particular to the increase in payroll expenses due to the hiring plan for the launch of the development project (an increase of €4,018,000), listing costs and other one-off expenses of €2,864,000, consultancy costs of €1,226,000, mainly related to the adoption of the new IFRS 17 accounting standard, rental costs in Verona (which did not exist in the previous year) of €180,000, additional costs for EDP (electronic data processing) services of €750,000 and other expenses of €1,464,000, due to the increase in the business and the workforce, as well as the various projects launched during the year (e.g. legal and notarial expenses, fees for Directors, Statutory Auditors and External Auditor, advertising, telephone expenses, etc.).

For details of one-off costs related to the Company's stock market listing, please see the section entitled "Revenue or cost items of exceptional size or impact" in these financial statements.

Information on the average number of employees and the costs incurred for employees and their distribution between the respective allocation items is provided in Annex 32 to these notes.

Other technical expenses, net of reinsurance (Item I.8)

Item I.8 31.12.2022 31.12.2021 Change
Other technical expenses, net of reinsurance 2,128 3,548 -1,420
Total 2,128 3,548 -1,420

This item includes:

  • premiums cancelled during the year, which were in arrears by €1,296,000 at the end of the previous year;
  • reinsurance commissions cancelled during the year and the relevant premiums in arrears for the previous year of €272,000;
  • reinstatement premiums on XL treaties relating to reserved claims of €490,000;
  • an allocation to the provision for doubtful accounts of €70,000.

Equalisation reserves (Item I.9)

Item I.9 31.12.2022 31.12.2021 Change
Change in the equalisation reserve 92 - 92
Total 92 - 92

This item includes the provision made during the year on the basis of Articles 40 et seq. of ISVAP Regulation No. 16 of 4 March 2008 and amounts to €44,000 for Class 8 - Fire and natural forces and €48,000 for Class 9 - Other damage to property.

Development of class technical items

The summary schedule of technical accounts for each class is contained in Annex 25 to these notes, while Annex 26 includes the summary schedule of the technical account summarising all of the non-life classes in the Italian portfolio.

Annex 31 provides details of gross premiums written acquired under the freedom to provide services scheme.

For the drafting of Annex 25, common entries have been allocated to each individual class as follows:

for the portion of profit on investment transferred from the non-technical account, the criterion for allocating to the individual class was obtained in accordance with the calculation recommendations in ISVAP Regulation No. 22 of 4 April 2008, as described above;

the other common entries have been allocated to the individual classes on the basis of the amount of premiums. With regard to the result of the technical account and the performance for the year, please see the Report on Operations in this financial statements file.

Non-technical account

Investment income

Item III.3 Investment income 31.12.2022 31.12.2021 Change
a. Income from shares and quotas 3 0 3
b. Income from other investments 3,374 1,145 2,229
c. Write-backs of value adjustments on investments 0 2 -2
d. Gains on investment disposals 700 525 175
Investment income 4,077 1,672 2,405

The breakdown of investment income is provided in Annex 21 to these notes.

The investment income amount of €3,374 thousand mainly includes interest of €2,981,000 accrued on government bonds and of €301,000 on listed bonds. The prudent approach to investments, limited duration and diversification in terms of asset classes and issuers has preserved the Company's income and financial strength, despite the current fragile economic environment of rising interest rates and inflation.

Gains on disposals of €700,000 include €490,000 of gains on government bonds, €190,000 of gains on UCIs and €20,000 from disposals of shares.

Capital and financial expenses

Item III.3 Capital and financial expenses 31.12.2022 31.12.2021 Change
a. Investment management expenses and interest expense 449 74 375
b. Value adjustments on investments 9224 293 8,931
c. Losses on investment disposals 634 116 518
Capital and financial expenses 10,307 483 9,824

The breakdown of investment income is provided in Annex 23 to these notes.

Investment management expenses of €449,000 mainly include indirectly attributable expenses of €171,000, securities custody expenses of €112,000 and negative issue discounts of €77,000.

The value adjustments of €9,224,000 included 6,257,000 for government bonds and 2,586,000 for listed bonds, with the remaining €381,000 for units of UCIs.

Losses on investment disposals of €634,000 included €261,000 on government securities, €355,000 on units of UCIs and €18,000 on shares.

Other income

Item III.7 Other income 31.12.2022 31.12.2021 Change
Other income 55 988 -934
Other income 55 988 -934

The item includes reimbursements of €28,000 for employees seconded to the subsidiary REVO Underwriting s.r.l and drawings of €25,000 for the use of the agents provision, with the remaining €1,000 being for drawings from other sources.

Other expenses

Item III.8 Other expenses 31.12.2022 31.12.2021 Change
Other expenses 10,752 1,963 8,789
Other expenses 10,752 1,963 8,789

Other expenses of €10,752,000 include, in particular:

  • goodwill amortisation of €8,904,000, recognised in intangible assets following the acquisition of Elba Assicurazioni S.p.A., which was then merged by reverse incorporation into REVO S.p.A (an item that did not exist in 2021);
  • amortisation of other intangible assets of €1,528,000, relating in particular to the introduction of the new SAP accounting management system and the OverX platform, designed to simplify the underwriting processes;
  • the provision for risks and charges of €320,000, due to other provisions, as mentioned in the relevant liabilities section of these notes (please see this section for more information).

Extraordinary income

Item III.10 Extraordinary income 31.12.2022 31.12.2021 Change
Extraordinary income 1,126 105 1,021
Extraordinary income 1,126 105 1,021

In particular, this item includes:

  • €962,000 relating to adjustment of the agency severance indemnity provision for the new agency agreements, which provide for the activation of the compensation clause for successor agents, as per market practice;
  • €64,000 increase in the income tax provision;
  • €61,000 of foreign exchange gains;
  • €16,000 for adjustment of the provision for write-downs in respect of intermediaries;
  • €23,000 of miscellaneous contingent assets.

Extraordinary expenses

Item III.11 Extraordinary expenses 31.12.2022 31.12.2021 Change
Extraordinary expenses 682 85 597
Extraordinary expenses 682 85 597

The item includes, inter alia, an adjustment of €556,000 in the value of the strategic equity investment in Mangrovia Blockchain Solutions S.r.l., due to a delay in the work of some projects of the investee company and third-party activities beyond the time scales stipulated in the agreement signed with REVO, as well as €64,000 for negative differences on the income tax provision and €42,000 for foreign exchange losses.

Taxes

Item III.14 Income tax for the year 31.12.2022 31.12.2021 Change
Income tax 810 6,506 - 5,696
Change in deferred tax assets - 2,615 - 253 - 2,362
Extraordinary expenses -1,805 6,253 - 8,058

The balance for the item consists of current taxes of €810,000 (comprising €132,000 in IRES (corporate income tax) and €679,000 in IRAP (regional production tax)) and a change in prepaid taxes of -€2,615,000.

The following table, pursuant to Italian accounting standards (OIC No. 25), sets out the reconciliation between the tax rate and the effective rate:

Effect of increases or (decreases) compared with the ordinary rate 31/12/2022
IRES
a Result before tax -9,087
a' IRES rate 24%
Expected IRES for the current year -2,181
Expected tax increase
Multi-year commissions 10,049
Change in net claims reserve 5,886
Allocation to productivity premium 1,620
Amortisation of goodwill 8,904
Other increases 1,115
b Total increase 27,574

c Total expected tax increase 6,618
Expected tax decrease
Multi-year commissions 8,455
Change in net claims reserve 2,180
Other decreases 749
d Total decrease 11,383
e Total expected tax decrease 2,733
Tax losses 5,678
ACE (Support for Economic Growth scheme) 871
Total other decreases 6,550
Total other expected tax decreases 1,572
f =a+b+d IRES taxable base 548
g=f x a' IRES for the current year 132
h= g/a Effective IRES rate -1.45%
IRAP
i Technical result 7,396
i' IRAP rate 6.82%
Expected IRAP for the current year 504
Expected tax increase
Non-deductible payroll costs 2,097
Other administrative expenses 1,741
other increases 157
l Total increase 3,994
m Total expected tax increase 272
Expected tax decrease
Deduction for certain employees (employee tax wedge)
Amortisation of intangible operating assets 1,375
Other decreases 63
n Total decrease 1,438
o Total expected tax decrease 98
p=i+l+n IRAP tax base 9,953
q=p x i' IRAP for the current year 679
r= q/i Effective IRAP rate 9.18%
Summary
a Result before tax -9,087
s=g+q IRES and IRAP for the current year 810
t=s/a Total tax rate for the year (current IRES + IRAP) -8.92%
u=a'+i' theoretical rate (IRES + IRAP) 30.82%
v Prepaid taxes 2022 -5,577

v' Prepaid taxes 2021 2,961
v'' (v-v') Balance of prepaid taxes for temporary differences -2,616
y=s+v'' Taxes for the year including prepaid tax effect) -1,805
z=y/a Effective tax rate for the year (including previous prepaid tax effect) 19.87%

For details of prepaid taxes, please see the section on assets relating to the receivables item in these notes.

Information on the income statement

As already described in the Report on Operations, the net loss for the year ended 31 December 2022 was €9,087,000, net of IRES and IRAP taxes of €810,000 and the positive balance of deferred taxes of €2,616,000, resulting in a loss for the year of €7,282,000.

For details of relations with Group companies, a breakdown of premiums in the Italian and foreign portfolios and a summary of costs relating to employees, directors and statutory auditors, please see Annexes 30, 31 and 32 respectively to these notes.

Part C - Other information

Revenue or cost elements of exceptional size or impact

In accordance with Article 2427, paragraph 13 of the Italian Civil Code, as a result of the reverse merger of Elba Assicurazioni S.p.A. and the listing on the Euronext market of the Milan Stock Exchange, exceptional costs of €2,864,000 were incurred during the year.

Agreements not reflected in the statement of financial position

Pursuant to Article 2427, paragraph 22-ter of the Italian Civil Code, there are no agreements that are not reflected in the statement of financial position or that could significantly influence the Company's financial position or results of operations.

Management and coordination activity

REVO Insurance S.p.A. prepares the consolidated financial statements pursuant to Article 154-ter of Legislative Decree No. 58/1998 (TUF) and ISVAP Regulation No. 7 of 13 July 2007, as subsequently amended and supplemented, in accordance with the IAS/IFRS international accounting standards issued by the IASB and endorsed by the European Union. A copy of the consolidated financial statements at 31 December 2022 of REVO Insurance is available on the Company website (www.revoinsurance.com).

The Company manages and coordinates the subsidiary REVO Underwriting S.r.l. and is also the parent company of the REVO Insurance Group, entered in the Register of Insurance Groups under No. 59.

Information relating to employees, directors and statutory auditors

Annex 32 to these notes shows the average headcount during the year and its breakdown by category.

In 2022 the average Company headcount was 128 (18 executives, 107 employees and 4 contractors), with a total cost of €13,418,000. In the previous year, the average headcount was 86 (10 executives, 74 employees and 2 contractors), with a total cost of €6,519,000.

At 31 December 2022, the Company's Board of Directors consisted of a chairman, a chief executive officer and five directors. The remuneration payable for 2022 amounts to €512,000 (€445,000 at 31 December 2021).

The Company's Board of Statutory Auditors consists of a chairman and five standing auditors; the fees payable for 2022 amount to €132,000 (€102,000 at 31 December 2021).

Fees for auditing and services other than auditing

The following table, pursuant to Article 149 of the Issuers' Regulation, sets out the fees accrued during the year for services provided by the External Auditor and entities in its network (the amounts shown do not include expenses, Consob contributions and VAT):

Type of service Company Remuneration
Statutory audit KPMG S.p.A. 194
Solvency II review KPMG S.p.A. 65
Certification services KPMG S.p.A. 18
Activities related to the listing:
-
Limited audit
KPMG S.p.A. 23
-
Comfort
KPMG S.p.A. 230
-
Audit
KPMG S.p.A. 87
-
Certification services
KPMG S.p.A. 5
-
Other services
KPMG S.p.A. 90
712

Statement of cash flows

The Company's statement of cash flows at 31 December 2022 is set out below:

2022 2021
A. Cash flows from operating activities
Results of operations for the period -7,282 14,308
Change in technical provisions 29,420 7,172
Change in payables from security deposits 0 0
Change in severance indemnity 125 106
Change in provisions for risks and charges -684 -59
Change in reinsurance deposits 349 -167
Change in payables from reinsurance operations 9,078 194
Change in other liabilities 7,607 -805
Change in receivables -44,322 5,135
Change in accrued income and prepaid expenses -238 -2,148
Change in miscellaneous payables 13,928 1,994
Change in other assets -16 0
Cash flow from operating activities (A) 7,965 25,729
B. Cash flows from investment activities
Change in intangible assets -86,754 80
Change in financial investments -64,150 -29,566
Change in tangible assets and stocks -131 153
Cash flow from investment activities (B) -151,035 -29,333
C. Cash flows from financing activities
Third-party assets 0 0
Change in payables to banks 0 0
Own capital 143,508 -2,004
Paid capital increase 0 0
Increase in equity reserves due to merger 143,508 0
Dividends paid 0 -2,004
Flow from financing activity (C) 143,508 -2,004
Change in cash and cash equivalents (A + B + C) 438 -5,608
Cash and cash equivalents
Bank current accounts and cash at 31/12/N 4,445 4,007
Bank current accounts and cash at 31/12/N-1 4,007 9,615
Change during the period 438 -5,608

Annexes to the notes

83 TABLE OF CONTENTS | Schedules attached to the notes to the financial statements

Annexes to the notes

Notes to the financial statements - Annex 1

Company REVO INSURANCE S.p.A.

STATEMENT OF FINANCIAL POSITION – NON-LIFE OPERATIONS

ASSETS

Values for the year
A. RECEIVABLES FROM SHAREHOLDERS FOR SUBSCRIBED SHARE CAPITAL NOT
PAID UP
0
1
of which called capital 0
2
B. INTANGIBLE ASSETS
1. Acquisition commissions to be amortised
a) life classes 0
3
b) non-life classes 0
4
0
5
2. Other acquisition expenses 0
6
3. Start-up and expansion costs 12
7
4. Goodwill 80,134
8
5. Other multi-year costs 8,947
9
89,093
10
C. INVESTMENTS
I
- Land and buildings
1. Property intended for company use 0
11
2. Property for third-party use 0
12
3. Other property 0
13
4. Other rights in rem 0
14
5. Assets under construction and advances 15 0 16
0
II
- Investments in Group companies and other investee companies
1. Shares and quotas of companies:
a) parent companies 0
17
b) subsidiaries 150
18
c) affiliates 0
19
d) associates 0
20
e) other 556
21
706
22
2. Bonds issued by companies:
a) parent companies 0
23
b) subsidiaries 0
24
c) affiliates 0
25
d) associates 0
26
e) other 0
27
0
28
3. Loans to companies:
a) parent companies 0
29
b) subsidiaries 0
30
c) affiliates 0
31
d) associates 0
32
e) other 0
33
34 0 35
706,418

STATEMENT OF FINANCIAL POSITION – NON-LIFE OPERATIONS ASSETS

Values for the year
carried
forward 89,093
C. INVESTMENTS (continued)
III - Other financial investments
1. Shares and quotas
a) Listed shares 0
36
b) Unlisted shares 0
37
c) Units 0
38
39 0
2. Mutual fund units 40 2,620
3. Bonds and other fixed-income securities
a) listed 182,114
41
b) unlisted 0
42
c) convertible bonds 0
43
44 182,114
4. Loans
a) collaterised loans 0
45
b) loans on policies 0
46
c) other loans 0
47
48 0
5. Units in mutual investments 49 0
6. Deposits with credit institutions 50 0
7. Miscellaneous financial investments 51 0 52 184,734
I
V
- Deposits with ceding companies
53 0 54
185,440
D INVESTMENTS FOR THE BENEFIT OF LIFE INSURANCE POLICYHOLDERS WHO
BEAR THE ASSOCIATED RISK AND INVESTMENTS ARISING FROM PENSION FUND
MANAGEMENT
I - Investments relating to the performance of investment funds and market indices 55 0
II
- Investments arising from pension fund management
56 0 57
0
D-bis. REINSURERS' SHARE OF TECHNICAL PROVISIONS
I - NON-LIFE CLASSES
1. Premium reserve 52,933
2. Claims reserve 58 15,283
3. Profit-sharing and reversals reserve 59 0
4. Other technical provisions 60
61 0 62 68,216
II - LIFE CLASSES
1. Mathematical reserves 63 0
2. Supplementary insurance premium reserve 64 0
3. Reserve for amounts payable 65 0
4. Profit-sharing and reversals reserve 66 0
5. Other technical provisions 67 0
6. Technical provisions where the investment risk
is borne by policyholders and reserves arising from

pension fund management 68 0 69 0 70 68,216
to be carried
forward 342,749
Values for the previous year
carried forward 2,339
0
0
0 0
39
748
40
120,542
0
0 120,542
44
0
0
0 0
48
0
49
0
50
51 0 52
121,290
53 0 54
121,290
0
55
56 0 57
0
40,366
58
11,377
59
0
60
61 0 62
51,743
0
63
0
64
0
65
0
66
0
67

68 0 69 0 70
51,743
to be carried forward 175,372

STATEMENT OF FINANCIAL POSITION – NON-LIFE OPERATIONS

ASSETS

Values for the year
carried
forward 342,749
E. RECEIVABLES
I - Receivables, arising from direct insurance operations, in respect of:
1. Policyholders
a) for premiums for the year
36,438
71
b) for premiums for previous years
0
72
36,438
73
2. Insurance intermediaries 3,912
74
3. Company current accounts 0
75
4. Policyholders and third parties for amounts to be recovered 5,316 77
76
45,666
II - Receivables, arising from reinsurance operations, in respect of:
1. Insurance and reinsurance companies 969
78
2. Reinsurance intermediaries 79 0 80
969
III - Other receivables 26,328 82
81
72,963
F. OTHER ASSETS
I - Tangible assets and stocks:
1. Furniture, office machinery and internal means of transport
2. Movable property entered in public
454
83
registers 10
84
3. Plant and equipment 11
85
4. Miscellaneous stocks and goods 86 0 87
475
II - Cash and cash equivalents
1. Bank and postal current account deposits 4,444
88
2. Cheques and cash balances 89 1 90
4,445
IV - Other assets
1. Reinsurance transition accounts 0
92
2. Miscellaneous assets 93 16 94 16 95
4,936
G ACCRUALS AND DEFERRALS
1. For interest 552
96
2. For rent 0
97
3. Other accruals and deferrals 2,117 99
98
2,669

TOTAL ASSETS
423,317
100
-------------------------------- --

98 2,257 99 2,431
TOTAL ASSETS 100 210,796

STATEMENT OF FINANCIAL POSITION – NON-LIFE OPERATIONS

LIABILITIES AND SHAREHOLDERS' EQUITY

Values for the year
A. NET LIABILITIES
I - Subscribed share capital or equivalent provision 6,680
101
II - Share premium reserve 170
102
III - Revaluation reserves 0
103
IV - Legal reserve 1,385
104
V - Statutory reserves 0
105
VI - Reserves for parent company shares 0
400
VII - Other reserves 210,190
107
VIII - Retained earnings (losses carried forward) 0
108
IX - Profit (loss) for the year -7,282
109
X - Negative reserve for own shares -1,247 110
401
209,896
B. SUBORDINATED LIABILITIES 0
111
C. TECHNICAL PROVISIONS
I - NON-LIFE CLASSES
1. Premium reserve 128,496
112
2. Claims reserve 38,008
113
3. Profit-sharing and reversals reserve 58
114
4. Other technical provisions 0
115
5. Equalisation reserves 116 91 117
166,653
II - LIFE CLASSES
1. Mathematical reserves 0
118
2. Supplementary insurance premium reserve 0
119
3. Reserve for amounts payable 0
120
4. Profit-sharing and reversals reserve 0
121
5. Other technical provisions 122 0 123 0 124
166,653
D. TECHNICAL PROVISIONS WHERE THE INVESTMENT RISK IS BORNE
BY POLICYHOLDERS AND RESERVES ARISING FROM PENSION FUND
MANAGEMENT
I - Reserves relating to contracts whose performance is connected to

investment funds and market indices 0
125
II - Reserves arising from pension fund management 126 0 127 0
to be
carried
forward 376,549

91 TABLE OF CONTENTS | Schedules attached to the notes to the financial statements

STATEMENT OF FINANCIAL POSITION – NON-LIFE OPERATIONS

LIABILITIES AND SHAREHOLDERS' EQUITY

Values for the year
carried
forward 376,549
E. PROVISIONS FOR RISKS AND CHARGES
1. Provisions for retirement benefits and similar obligations 2,603
128
2. Provisions for taxes 0
129
3. Other provisions 130 320 131
2,923
F. DEPOSITS RECEIVED FROM REINSURERS 1,600
132
G
PAYABLES AND OTHER LIABILITIES
I - Payables, arising from direct insurance operations, to:
1. Insurance intermediaries 0
133
2. Company current accounts 0
134
3. Policyholders for security deposits and premiums 0
135
4. Guarantee funds for policyholders 136 0 137
0
II - Payables, arising from reinsurance operations, in respect of:
1. Insurance and reinsurance companies 11,717
138
2. Reinsurance intermediaries 139 0 140
11,717
III - Bonds 0
141
IV - Payables to banks and financial institutions 0
142
V - Collateralised payables 0
143
VI - Misc. loans and other financial debts 0
144
VII - Employee severance indemnity 579
145
VIII - Other payables
1. For taxes payable by policyholders 1,579
146
2. Misc. tax charges 741
147
3. To social security and pension institutions 519
148
4. Miscellaneous payables 17,765 150
149
20,604
IX - Other liabilities
1. Reinsurance transition accounts 0
151

152 6,926
153 9,345 155 42,245
to be
carried
423,317
forward 2,419 154
Values for the previous year
carried forward 194,430
3,607
128
0
129
130 0 131
3,607
1,252
132
0
133
0
134
0
135
136 0 137
0
2,639
138
139 0 140
2,639
0
141
0
142
0
143
0
144
454
145
1,133
146
1,321
147
354
148
3,868 150
149
6,676
0
151

93 TABLE OF CONTENTS | Schedules attached to the notes to the financial statements

STATEMENT OF FINANCIAL POSITION – NON-LIFE OPERATIONS

LIABILITIES AND SHAREHOLDERS' EQUITY

Values for the year
carried forward 423,317
H. ACCRUALS AND DEFERRALS
1. For interest
2. For rent
0
156
0
157
3. Other accruals and deferrals 158 0 159 0
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 160 423,317

Values for the previous year
carried forward 210,796
0
156
0
157
158 0 159
0
210,796
160

Company REVO Insurance S.p.A. Year 2022

Table showing the breakdown of the net result for the year between the non-life and life classes

Non-life
operations
Life
operations
Total
Result of the technical account 1 7,396 21 41 7,396
Investment income + 2 4,077 42 4,077
Capital and financial expenses - 3 10,307 43 10,307
Share of profit from investments transferred to the technical account of the life
classes…………….
+ 24 44
Share of profit from investments transferred to the technical account of the non-life
classes…………….
- 5 0 45 0
Interim operating
result
6 1,166 26 46 1,166
Other income + 7 54 27 47 55
Other expenses - 8 10,752 28 48 10,752
Extraordinary income + 9 1,126 29 49 1,126
Extraordinary expenses - 10 682 30 50 682
Result before tax 11 -9,088 31 51 -9,087
Income tax for the year - 12 -1,806 32 52 -1,805
Net result for the year 13 -7,282 33 53 -7,282

Intangible assets
B
Land and buildings
C.I
Gross opening balances + 1
7,721
31
Increases during the year + 2
97,079
32
for: purchases or increases
3
97,053
33
write-backs 4
0
34
write-ups 5
0
35
other changes
6
26
36
Decreases during the year - 7 37
for: sales or decreases 8 38
lasting write-downs
9 39
other changes
10 40
Gross final balances (a) 11
104,800
41
Depreciation and amortisation:
Opening balances + 12
5,383
42
Increases during the year + 13
10,324
43
for: depreciation and amortisation for the year
14
10,319
44
other changes 15
5
45
Decreases during the year - 16 46
for: reductions for disposals 17 47
other changes 18 48
Final balances depreciation and amortisation
(b)
19
15,707
49
Carrying amount (a - b) 20
89,093
50
Current value 51
Total write-ups 22 52
Total write-downs 23 53

Notes to the
financial statements
- Annex 5
Year
2022
REVO Insurance S.p.A. Company
Shares and quotas
C.II.1
Bonds
C.II.2
Loans
C.II.3
Opening balances + 001 021 041
Increases during the year: + 002
1,263
022 042
for: purchases, subscriptions or disbursements -
003
1,263
023 043
write-backs 004 024 044
write-ups 005
other changes 006 026 046
Decreases during the year: - 007
556
027 047
for: sales or
reimbursements
008 028 048
write-downs 009
556
029 049
other changes 010 030 050
Carrying
amount
011
706
031 051
Current value 012
706
032 052
Total write-ups 013
Total write-downs 014
556
034 054
06
Listed bonds 1
06
Unlisted bonds 2
06
Carrying amount 3
06
of which convertible bonds 4

Notes to the financial statements - Annex 06

Company REVO Insurance S.p.A. Year 2022

Assets - Table containing information on investee companies (*)

Currency Share capital Shareholders' Profit or loss Equity investment held (5)
Name and registered office Amount
(4)
Number of
shares
equity (***)
(4)
financial year
(***)
(4)
Direct
%
Indirect
%
Total
%
REVO Underwriting Srl - Via Mecenate 90 - Milan Euro 150,000 128,157 -
21,843
100.00 0.00 100.00
Milan Euro 11,111 10.00 0.00 10.00
Mangrovia Blockchain Solutions - C.so Venezia 54 - for the last

(*) Group companies and other companies in which a direct investment is held must be listed, including through a trust company or intermediary

(***) Only to be filled in for subsidiaries and associates

(**) Order number must be greater than 0

1) Type (3) Business activities (4) Amounts in original currency
a = Parent companies 1 = Insurance company
b = Subsidiaries 2 = Finance company (5) Indicate the total equity investment held
c = Affiliates 3 = Credit institution
d = Associates 4 = Real estate company
e = Other 5 = Trust company
(2) Indicate L for securities traded 6 = Investment fund management or distribution company
in regulated markets 7 = Consortium
and NL for others 8 = Industrial enterprise
9 = Other company or entity

Notes to the financial statements - Annex 07

Company REVO Insurance S.p.A. Year 2022

Assets - Statement of changes in investments in Group companies and other investee companies:

shares and quotas

Order Type Increases during the year Decreases during the year Carrying amount (4) Cost
no. Name For purchases Other For sales Other Quantity Value value Current value ISIN
code
(1) (2) (3) Quantity Value increases Quantity Value decreases
1 b = Subsidiaries D REVO Underwriting Srl 1,112,837 556,418 556,418 1,112,837 556,418
2 e = Other D Mangrovia Blockchain Solutions 150,000 150,000 150,000

(2) Type

a = Parent companies

b = Subsidiaries

c = Affiliates

e = Other

(1) Must correspond to that indicated in Annex 6 (3) Indicate: (4) Show with (*) if valued using the equity method (types b and d only) D for investments assigned to non-life operations (Item C.II.1) V for investments assigned to life operations (Item C.II.1) V1 for investments assigned to life operations (Item D.I.) V2 for investments assigned to life operations (Item D.2) The same order number must be assigned to the d = Associates equity investment, even if it is split

Notes to the financial statements - Annex 8

Company REVO Insurance S.p.A. Year 2022

Assets - Breakdown on the basis of the use of other financial investments: shares and quotas of companies, units of mutual funds, bonds and other fixed-income securities, units in mutual investments and miscellaneous financial investments (Items C.III.1, 2, 3, 5, 7)

I - Non-life operations

Long-term portfolio
Carrying amount
Current value
Short-term portfolio Total
Carrying amount Current value Carrying amount Current value
1. Shares and quotas of companies: 1 21 41 61 81 101
a) listed shares 2 22 42 62 82 102
b) unlisted shares 3 23 43 63 83 103
(c) quotas
4 24 44 64 84 104
2. Mutual fund units 5 0 25 0 45
2,620 65
2,620 85 2,620 105
2,620
3. Bonds and other fixed-income securities 6
8,545 26
8,488 46 173,569 66 172,299 86 182,114 106 180,787
a1) listed government securities
7
8,545 27
8,488 47 146,066 67 145,171 87 154,611 107 153,659
a2) other listed securities 8 0 28 0 48
27,503 68
27,128 88 27,503 108 27,128
b1) unlisted government securities 9 29 49 69 89 109
b2) other unlisted securities
10 30 50 70 90 110
c) convertible bonds 11 31 51 71 91 111
5. Units in mutual investments
12 32 52 72 92 112
7. Miscellaneous financial investments
13 33 53 73 93 113
Long-term portfolio Short-term portfolio Total
Carrying amount Current value Carrying amount Current value Carrying amount Current value
1. Shares and quotas of companies: 121 141 161 181 201 221
a) listed shares 122 142 162 182 202 222
b) unlisted shares 123 143 163 183 203 223
(c) quotas 124 144 164 184 204 224
2. Mutual fund units 125 145 165 185 205 225
3. Bonds and other fixed-income securities 126 146 166 186 206 226
a1) listed government securities
127 147 167 187 207 227
a2) other listed securities
128 148 168 188 208 228
b1) unlisted government securities 129 149 169 189 209 229
b2) other unlisted securities 130 150 170 190 210 230
c) convertible bonds 131 151 171 191 211 231
5. Units in mutual investments
132 152 172 192 212 232
7. Miscellaneous financial investments
133 153 173 193 213 233

Notes to the financial statements - Annex 9

Company REVO Insurance S.p.A. Year 2022

Assets - Changes during the year in other long-term financial investments: shares and quotas of companies, units of mutual funds, bonds and other fixed-income securities, units in mutual investments and miscellaneous financial investments (Items C.III.1, 2, 3, 5, 7)

Shares and quotas
C.III.1
Mutual fund units
C.III.2
Bonds and other fixed-income
securities
C.III.3
Miscellaneous
financial
investments
C.III.7
Opening balances………………………………………………………… + 001 021 041 081 101
Increases during the year………………………………………………………………… + 002 022 042
8,545
082 102
for: purchases…………………………………………………… 003 023 043
8,545
083 103
write-backs……………………………………… 004 024 044 084 104
transfers from short-term portfolio……………………………………… 005 025 045 085 105
other changes………………………………………… 006 026 046 086 106
Decreases during the year - 007 027 047 087 107
for: sales………………………………………………………………. 008 028 048 088 108
write-downs……………………………………………………… 009 029 049 089 109
transfers to short-term portfolio………………………………………………………………. 010 030 050 090 110
other changes…………………………………………………………… 011 031 051 091 111
Carrying
amount
012 032 052
8,545
092 112
Current value……………………………………………………………………. 013 033 053
8,488
093 113

Year 2022

Company REVO INSURANCE S.p.A.

Assets - Changes during the year in loans and deposits with credit institutions (Items C.III.4, 6)

Loans Deposits with
credit institutions
C.III.4 C.III.6
Opening balances + 001 021
Increases during the year: + 002 022
for: disbursements 003
write-backs 004
other changes 005
Decreases during the year: ….…… - 006 026
for:
reimbursements
write
007
downs 008
other changes 009
Carrying amount 010 030

Company REVO Insurance S.p.A. Year 2022

Liabilities - Changes during the year in the components of the premium reserve (Item C.I.1) and the claims reserve (Item C.I.2) of the nonlife classes

Type Year Previous year Change
Premium reserve:
Reserve for unearned premiums
1 128,496 11 94,506 21 33,990
Reserve for unexpired risks
2 12 22
Carrying amount 3 128,496 13 94,506 23 33,990
Claims reserve:
Reserve for compensation and direct expenditure
4 35,830 14 25,421 24 10,409
Reserve for settlement expenses
5 538 15 382 25 156
Reserve for claims incurred but not reported
6 1,640 16 450 26 1,190
Carrying amount
7 38,008 17 26,253 27 11,755

Company REVO Insurance S.p.A. Year 2022

Liabilities - Changes during the year in provisions for risks and charges (Item E) and employee severance indemnities (Item G.VII)

Provisions for
retirement
benefits and
similar
obligations
Provisions for
taxes
Other
provisions
Employee severance
payment
subordinato
Opening balances + 1
3,607
11 21 0 31 454
Provisions for the year + 2
0
12 22 320 32 142
Other increases + 3 13 23 33 35
Use during the year
- 4
42
14 24 0 34 52
Other decreases - 5
962
15 25 35
Carrying amount 6
2,603
16 26 320 36 579

107 TABLE OF CONTENTS | Schedules attached to the notes to the financial statements

Notes to the financial statements - Annex 16

Company REVO INSURANCE S.p.A. Year 2022

Detailed statement of assets and liabilities relating to Group companies and other investee companies

I: Assets

Parent companies Subsidiaries Affiliates Associates Other Total
Shares and quotas 001 002 150 003 004 005
556.418 006
706
Bonds 007 008 009 010 011 012
Loans 013 014 015 016 017 018
Units in mutual investments 019 020 021 022 023 024
Deposits with credit institutions
025 026 027 028 029 030
Miscellaneous financial investments
031 032 033 034 035 036
Deposits with ceding companies
037 038 039 040 041 042
Investments related to services connected to
investment funds and market indices………………………… 043 044 045 046 047 048
Investments arising from pension fund
management
049 050 051 052 053 054
Receivables arising from direct insurance
operations 055 056 155 057 058 059 060
155
Receivables arising from reinsurance operations 061 062 063 064 065 066
Other receivables 067 068 28 069 070 071 072
28
Bank and postal current account deposits
073 074 075 076 077 078
Miscellaneous assets 079 080 081 082 083 084
Total 085 086 333 087 088 089 556 090
889
of which subordinated activities 091 092 093 094 095 096

Detailed statement of assets and liabilities relating to Group companies and other investee companies

II: Liabilities

Parent companies Subsidiaries Affiliates Associates Other Total
Subordinated liabilities 097 098 099 100 101 102
Deposits received from reinsurers
103 104 105 106 107 108
Payables arising from direct insurance
operations
109 110 111 112 113 114
Payables arising from reinsurance operations 115 116 117 118 119 120
Payables to banks and financial institutions
121 122 123 124 125 126
Collateralised payables 127 128 129 130 131 132
Other loans and other financial debts
133 134 135 136 137 138
Miscellaneous payables 139 140 141 142 143 144
Miscellaneous liabilities 145 146 147 148 149 150
Total 151 152 153 154 155 156

Company REVO Insurance S.p.A. Year 2022

Year 2022

Disclosure on "guarantees, commitments and other memorandum accounts"

Year Previous year
I. Guarantees given:
a) guarantees and endorsements given in the interest of
parent companies, subsidiaries and affiliates…………………
1 31
b) guarantees and endorsements given in the interest of associates
and other investee companies………………………………………….
2 32
c) guarantees and endorsements given in the interest of third
parties
3 33
d) other personal guarantees given in the interest of
parent companies, subsidiaries and affiliates ………………………………….
4 34
e) other personal guarantees given in the interest of
associates and other investee companies……………………………………
5 35
f) other personal guarantees given in the interest of third parties 6
0
36
37
g) collateral for bonds of parent companies,
subsidiaries and affiliates……………………………………………
7 37
h) collateral for bonds of associates
and other investee companies…………………………………
i) collateral for bonds of third parties
8
9
38
39
l) guarantees given for bonds of the company 10 40
m) assets held as deposits for the purpose of
inward reinsurance……………………………….
Total
11
12
0
41
42
37
II. Guarantees received:
a) from group companies, associates and other investee companies
13 43
b) from third parties 14
81
44
76
Total 15
81
45
76
III. Guarantees given by third parties in the interest of the company:
a) by group companies, associates and other investee companies
16 46
b) by third parties 17
4
47
Total 18
4
48
IV. Commitments:
a) purchase commitments with resale
obligation
19 49
b) sale commitments with repurchase obligation 20 50
c) other commitments
Total
21
22
51
52
V. Assets attributable to pension funds managed in the name and on behalf of third parties 23 53
VI. Securities held with third parties 24
185,981
54
121,581
Total 25
185,981
55
121,581

Notes to the financial statements - Annex 19

Company REVO Insurance S.p.A. Year 2022

Summary information relating to the technical account of the non-life classes

Premiums
written
Earned
Gross claims
premiums
expense
Operating
expenses
Reinsurance
balance
Direct insurance:
Accident and Sickness (Classes 1 and 2)
1 989 2 437 3 224 4 276 5 17
Motor vehicle liability (Class 10) 6 0 7 0 8 0 9 0 10 0
Land vehicles (Class 3) 11 0 12 0 13 0 14 0 15 0
Marine, aviation and transport insurance
(Classes 4, 5, 6, 7 11 and 12)…………………………………
16 3,780 17 2,003 18 1,402 19 1,178 20 -860
Fire and other damage to property (Classes 8 and 9) 21 30,531 22 20,925 23 6,694 24 12,912 25 -1,391
General liability (Class 13) 26 19,943 27 10,644 28 4,280 29 6,410 30 -1,029
Credit and Suretyship (Classes 14 and 15) 31 73,229 32 61,656 33 7,795 34 37,206 35 -6,057
Miscellaneous financial loss (Class 16) 36 326 37 239 38 0 39 111 40 -242
Legal expenses (Class 17) 41 0 42 0 43 0 44 0 45 0
Assistance (Class 18) 46 10 47 10 48 0 49 5 50 -9
Total direct insurance 51 128,808 52 95,914 53 20,395 54 58,098 55 -9,571
Indirect insurance 56 321 57 227 58 0 59 116 60 0
Total Italian portfolio 61 129,129 62 96,141 63 20,395 64 58,214 65 -9,571
Foreign portfolio 66 2,259 67 1,257 68 0 69 575 70 0
Grand total 71 131,388 72 97,398 73 20,395 74 58,789 75 -9,571

Company REVO Insurance S.p.A. Year 2022

Investment income (Items II.2 and III.3)

Non-life operations Life operations Total
Income from shares and quotas:
Dividends and other income from shares and quotas of group companies and investee
companies………………….
1
0
41 81
0
Dividends and other income from shares and quotas of other companies …………………………. 2
3
42 82
3
Total 3
3
43 83
3
Income from investments in land and buildings 4
0
44 84
0
Income from other investments:
Income from bonds of group companies and investee companies ………………………………….
5 45 85
Interest on loans to group companies and investee companies 6 46 86
Income from mutual fund units 7
0
47 87
0
Income from bonds and other fixed-income securities 8
3,359
48 88
3,359
Interest on loans 9
0
49 89
0
Income from units in mutual investments 10
0
50 90
0
Interest on deposits with credit institutions 11
15
51 91
15
Income from miscellaneous financial investments 12
0
52 92
0
Interest on deposits with ceding companies 13
0
53 93
0
Total 14
3,374
54 94
3,374
Write-backs of value adjustments on investments relating to:
Land and buildings
Shares and quotas of group companies and investee
15 55 95
companies 16 56 96
Bonds issued by group companies and investee companies 17 57 97
Other shares and quotas 18 58 98
Other bonds 19
0
59 99
0
Other financial investments 20 60 100
Total 21
0
61 101
0
Gains on investment disposals:
Capital gains arising from the disposal of land and buildings 22
0
62 102
Profits on shares and quotas of group companies and investee companies………………………………. 23
0
63 103
Profits on bonds issued by group companies and investee companies……………………………………. 24
0
64 104
Profits on other shares and quotas 25
522
65 105
522
Profits on other bonds 26
178
66 106
178
Profits on other financial investments 27
0
67 107
0
Total 28
700
68 108
700
GRAND TOTAL 29
4,074
69 109
4,074

Notes to the financial statements - Annex 23

Company REVO Insurance S.p.A. Year 2022

Capital and financial expenses (Items II.9 and III.5)

Non-life
operations
Life
operations
Total
Investment operating expenses and other expenses
Expenses relating to shares and quotas
1 31 61
Expenses relating to investments in land and buildings 2 32 62
Expenses relating to bonds 3 433 33 63 433
Expenses relating to mutual fund units 4 34 64
Expenses relating to units in mutual investments 5 35 65
Expenses related to miscellaneous financial investments 6 36 66
Interest on deposits received from reinsurers 7 16 37 67 16
Total 8 449 38 68 449
Value adjustments on investments relating to:
Land and buildings 9 0 39 69 0
Shares and quotas of group companies and investee companies 10 0 40 70 0
Bonds issued by group companies and investee companies ……………………. 11 0 41 71 0
Other shares and quotas 12 380 42 72 380
Other bonds 13
8,844 43
73 8,844
Other financial investments 14 0 44 74 0
Total 15
9,224 45
75 9,224
Losses on investment disposals
Capital losses arising from the disposal of land and buildings 16 0 46 76
Losses on shares and quotas 17 374 47 77 374
Losses on bonds ………………. 18 260 48 78 260
Losses on other financial investments ……………………………………. 19 0 49 79
Total 20 634 50 80 634
GRAND TOTAL 21
10,307 51
81 10,307

Notes to the financial statements - Annex 25

Company REVO Insurance S.p.A. Year 2022

Non-life insurance - Summary schedule of technical accounts for each class - Italian portfolio

Branch code 01 Branch code 02 Branch code 03 Branch code 04 Branch code 05 Branch code 06
Accident Sickness Land vehicles Railway rolling stock Aviation hull Marine hull
(name) (name) (name) (name) (name) (name)
Direct business gross of reinsurance
Premiums written + 1 973 1 16 1 0 1 0 1 261 1 1,387
Change in premium reserve (+ or -) - 2 544 2 7 2 0 2 0 2 66 2 568
Claims-related expenses - 3 224 3 0 3 0 3 0 3 0 3 891
Change in other technical provisions (+ or -) - 4 0 4 0 4 0 4 0 4 44 4 0
Balance of other technical items (+ or -) + 5 -8 5 0 5 0 5 0 5 0 5 0
Operating expenses - 6 270 6 6 6 0 6 0 6 76 6 382
Technical balance of direct business (+ or -) 7 -73 7 3 7 0 7 0 7 75 7 -454
Result of outward reinsurance (+ or -)B 8 16 8 1 8 0 8 0 8 -145 8 -37
Net result of indirect business (+ or -)C 9 0 9 0 9 0 9 0 9 0 9 0
Change in equalisation reserves (+ or -)D 10 0 10 0 10 0 10 0 10 0 10 0
Share of profit from investments transferred from non-technical accountE 11 0 11 0 11 0 11 0 11 0 11 0
Result of the technical account (+ o -) …………… (A + B + C - D + E) 12 -57 12 4 12 0 12 0 12 -70 12 -491
Branch code 07 Branch code 08 Branch code 09 Branch code 10 Branch code 11 Branch code 12
Goods in transit Fire and natural forces Other damage to property Motor vehicle liability Aviation liability Marine liability
(name) (name) (name) (name) (name) (name)
Direct business gross of reinsurance
Premiums written + 1 1,963 1 14,628 1 15,903 1 0 1 99 1 70
Change in premium reserve (+ or -) - 2 1,098 2 8,452 2 1,154 2 0 2 24 2 21
Claims-related expenses - 3 510 3 1,568 3 5,127 3 0 3 0 3 0
Change in other technical provisions (+ or -) - 4 7 4 0 4 0 4 0 4 0 4 0
Balance of other technical items (+ or -) + 5 0 5 -34 5 -54 5 0 5 0 5 0
Operating expenses - 6 662 6 4,814 6 8,097 6 0 6 30 6 29
Technical balance of direct business (+ or -) 7 -314 7 -240 7 1,471 7 0 7 45 7 20
Result of outward reinsurance (+ or -)B 8 -442 8 364 8 -1,754 8 0 8 -223 8 -12
Net result of indirect business (+ or -)C 9 0 9 0 9 3 9 0 9 0 9 0
Change in equalisation reserves (+ or -)D 10 0 10 44 10 48 10 0 10 0 10 0
Share of profit from investments transferred from non-technical accountE 11 0 11 0 11 0 11 0 11 0 11 0
Result of the technical account (+ o -) …………… (A + B + C - D + E) 12 -756 12 80 12 -328 12 0 12 -178 12 8

Branch code 13 Branch code 14 Branch code 15 Branch code 16 Branch code 17 Branch code 18
General liability Credit Suretyship Financial loss Legal expenses Assistance
(name) (name) (name) (name) (name) (name)
Direct business gross of reinsurance
Premiums written
+ 1 1
0
1
73,229
326 1
0
1
10
Change in premium reserve (+ or -) - 2 19,943
9,300
2 0 2 11,573 1
2
87 2 0 2 0
Claims-related expenses - 3 4,280 3 0 3 7,795 3 0 3 0 3 0
Change in other technical provisions (+ or -) - 4 7 4 0 4 0 4 0 4 0 4 0
Balance of other technical items (+ or -) + 5 -40 5 0 5 -960 5 0 5 0 5 0
Operating expenses - 6 6,410 6 0 6 37,206 6 111 6 0 6 5
Technical balance of direct business (+ or -) 7 -94 7 0 7 15,695 7 128 7 0 7 5
Result of outward reinsurance (+ or -)B 8 -1,030 8 0 8 -6,058 8 -242 8 0 8 -9
Net result of indirect business (+ or -)C 9 3 9 105 9 0 9 0 9 0 9 0
Change in equalisation reserves (+ or -)D 10 0 10 0 10 0 10 0 10 0 10 0
Share of profit from investments transferred from non-technical accountE 11 0 11 0 11 0 11 0 11 0 11 0
Result of the technical account (+ o -) …………… (A + B + C - D + E) 12 -1,121 12 105 12 9,637 12 -114 12 0 12 -4

Company Elba Assicurazioni S.p.A. Year 2021

Summary schedule of the technical account summarising all the non-life classes – Italian portfolio

Italian portfolio

Direct insurance risks Indirect insurance risks Retained risks
Total
Direct risks
I
Risks ceded
2
Risks underwritten
3
Risks retroceded
4
5= 1 -2 + 3 - 4
Premiums written + 1
128,808
11 53,823 21 321 31 41 75,306
Change in premium reserve (+ or -) - 2
32,894
12 11,835 22 94 32 42 21,153
Claims-related expenses - 3
20,395
13 6,386 23 0 33 43 14,009
Change in other technical provisions (+ or -) - 4
58
14 24 0 34 44 58
Balance of other technical items (+ or -) + 5
-1,096
15 166 25 0 35 45 -1,262
Operating expenses - 6
58,098
16 26,197 26 116 36 46 32,017
Technical balance (+ or -) 7
16,267
17 9,571 27 111 37 47 6,807
Change in equalisation reserves (+ or -) - 92 0 48 92
Share of profit from investments transferred from non-technical
account + 9
0
29 0 49 0
Result of technical account (+ or -) 10
16,175
20 9,571 30 111 40 50 6,715

Notes to the financial statements - Annex 29

Company REVO INSURANCE S.p.A. 2022

Section I: Non-life insurance

Total classes
Direct business gross of reinsurance
Premiums written + 1 2,259
Change in premium reserve (+ or -) - 2 1,002
Claims-related expenses - 3
Change in other technical reserves (+ or -) - 4
Balance of other technical items (+ or -)……………………………………………… + 5
Operating expenses - 6 575
Technical balance of direct business (+ or -) A 7 682
Result of outward reinsurance (+ or -) B 8
Net result from indirect business (+ or -) C 9
Change in equalisation reserves (+ or -) D 10
Share of profit from investments transferred from non-technical account E 11
Result of the technical account (+ or -) (A + B + C- D + E) 12 682

Section II: Life insurance

Total classes
Direct business gross of reinsurance
Premiums written + 1
Claims-related expenses - 2
Change in mathematical reserves and other technical reserves (+ or -) - 3
Balance of other technical items (+ or -) + 4
Operating expenses - 5
Profit on investment net of portion transferred to the non-technical account (1)
+ 6
Balance of direct business gross of reinsurance (+ or -) A 7
Result of outward reinsurance (+ or -) B 8
Net result from indirect business (+ or -) C 9
Result of the technical account (+ or -) (A + B + C) 10

(1) The algebraic sum of items relating to the foreign portfolio included in Items II.2, II.3, II.9, II.10 and II.12 of the income statement

Notes to the financial statements - Annex 30

Company REVO Insurance S.p.A. Year 2022

Relations with Group companies and other investee companies

Parent companies Subsidiaries Affiliates Associates Other Total
Investment income
Income from land and buildings 001 002 003 004 005 006
Dividends and other income from shares and quotas ………………………. 007 008 009 010 011 012
Income on bonds 013 014 015 016 017 018
Interest on loans 019 020 021 022 023 024
Income on other financial investments …………………………………………. 025 026 027 028 029 030
Interest on deposits with ceding undertakings 031 032 033 034 035 036
Total 037 038 039 040 041 042
Unrealised income and capital gains on investments for the benefit of policyholders who bear the
associated risk and investments arising from pension fund management
043 044 045 046 047 048
Other income
Interest on receivables 049 050 051 052 053 054
Recoveries of administrative expenses and charges 055 056
28
057 058 059 060
28
Other income and recoveries 061 062 063 064 065 066
0
Total 067 068
28
069 070 071 072
28
Gains on investment disposals (*) 073 074 075 076 077 078
0
Extraordinary income 079 080 081 082 083 084
0
GRAND TOTAL 085 086
28
087 088 089 090
28

Relations with Group companies and other investee companies

II: Expenses

Parent companies Subsidiaries Associates Affiliates Other Total
Investment management expenses and interest expense
Expenses related to investments
091 092 093 094 095 096
Interest on subordinated liabilities 097 098 099 100 101 102
Interest on deposits received from reinsurers 103 104 105 106 107 108
Interest on payables arising from direct insurance operations 109 110 111 112 113 114
Interest on payables arising from reinsurance operations 115 116 117 118 119 120
Interest on payables to banks and financial institutions 121 122 123 124 125 126
Interest on collateralised payables 127 128 129 130 131 132
Interest on other payables 133 134 135 136 137 138
Losses on receivables 139 140 141 142 143 144
Administrative charges and expenses for third parties 145 146 147 148 149 150
Miscellaneous expenses
151 152 153 154 155 156
Total 157 158 159 160 161 162
Unrealised expenses and capital losses on investments for the benefit of policyholders who bear the associated
risk and arising from pension fund management
163 164 165 166 167 168
Losses on investment disposals (*) 169 170 171 172 173 174
Extraordinary expenses 175 176 177 178 179 180
GRAND TOTAL 181 182 183 184 185 186

(*) With reference to the counterparty in the transaction

Company REVO Insurance S.p.A. Year 2022

Summary schedule of premiums written for direct business

Non-life operations Life operations Total
Establishment FPS Establishment
FPS
Establishment FPS
Premiums written:
in Italy 1
128,808
5
0
11 15 21
128,808
25
0
in other States of the European
Union
2 6
1,603
12 16 22 26
1,603
in third countries 3 7
601
13 17 23 27
601
Total 4
128,808
8
2,204
14 18 24
128,808
28
2,204

Company Elba Assicurazioni S.p.A. Year 2022

Schedule of expenses relating to employees, directors and statutory auditors

I: Payroll expenses

Non-life operations Life operations Total
Employment expenses:
Italian portfolio:
- Salaries 1 10,472 31 61 10,472
- Social security contributions 2 2,378 32 62 2,378
- Provision for severance indemnity and similar
obligations 3 1,046 33 63 1,046
- Miscellaneous expenses for staff
4 1,143 34 64 1,143
Total 5 15,039 35 65 15,039
Foreign portfolio:
- Salaries 6 36 66
- Social security contributions 7 37 67
- Miscellaneous expenses for staff
8 38 68
Total 9 39 69
Overall total 10 15,039 40 70 15,039
Self-employment expenses:
Italian portfolio 11 5,086 41 71 5,086
Foreign portfolio 12 42 72
Total 13 5,086 43 73 5,086
Total expenses for work
performed 14 20,125 44 74 20,125

II: Description of expensed items

Non-life operations Life operations Total
Investment operating expenses
Claims-related expenses
Other acquisition expenses
15
16
17
1,973
9,957
45
46
47
75
76
77
1,973
9,957
Other administrative expenses 18 8,057 48 78 8,057
Administrative charges and expenses for third parties 19 49 79
20 50 80
Total 21 19,987 51 81 19,987

III: Average number of employees during the year

Number
Executives 91 17
Office
workers 92 107
Salaried workers 93
Other 94 1
Total 95 125

IV: Directors and statutory auditors

Number Fees payable
Directors 96 7 98 512
Statutory Auditors 97 3 99 132

Certification of the consolidated financial statements pursuant to Article 81-ter of Consob Regulation 11971/1999 193

    1. The undersigned, Alberto Minali, in his capacity as Chief Executive Officer, and Jacopo Tanaglia, in his capacity as Financial Reporting Officer of REVO Insurance S.p.A., hereby declare, also taking account of Article 154-bis, paragraphs 3 and 4, of Legislative Decree No. 58 of 24 February 1998:
    2. the adequacy in relation to the characteristics of the Company; and
    3. the effective application of administrative and accounting procedures for the preparation of the consolidated financial statements during financial year 2022.
    1. We also certify that:
    2. The consolidated financial statements as at 31 December 2022:
      • have been prepared in compliance with the international accounting standards recognised by the European Community pursuant to (EC) Regulation 1606/2002 of the European Parliament and of the Council of 19 July 2002, as well as applicable laws and regulations;
      • correspond to the accounting books and records;
      • are suitable to provide a true and fair representation of the financial position, cash flows and results of operations of the issuer and all the companies included within the scope of consolidation.
    3. the report on operations includes a reliable analysis of the performance and operating results, as well as the situation, of the issuer and all the companies within the scope of consolidation, as well as a description of the main risks and uncertainties to which they are exposed.

Mr Jacopo Tanaglia Mr Alberto Minali Financial Reporting Officer Chief Executive Officer REVO Insurance S.p.A REVO Insurance S.p.A.

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122 TABLE OF CONTENTS

External Auditor's Report

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