AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

Fincantieri

Quarterly Report Jun 12, 2024

4085_ir_2024-06-12_b5e5932f-41d1-4bfa-a814-921be8a1b7f3.pdf

Quarterly Report

Open in Viewer

Opens in native device viewer

PARENT COMPANY DIRECTORS AND OFFICERS 5
REPORT ON OPERATIONS AT 31 MARCH 2024 7
KEY FINANCIALS 8
GROUP PERFORMANCE 9
OPERATIONAL REVIEW BY SEGMENT 17
BUSINESS OUTLOOK 24
RECONCILIATION OF THE RECLASSIFIED FINANCIAL STATEMENTS USED IN THE REPORT ON
OPERATIONS WITH THE MANDATORY IFRS STATEMENTS 30
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AT 31 MARCH 2024 33
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FIANANCIAL STATEMENTS 39
NOTE 1 - FORM, CONTENTS AND OTHER GENERAL INFORMATION 40
NOTE 2 - SCOPE AND BASIS OF CONSOLIDATION 45
NOTE 3 - ACCOUNTING STANDARDS 47
NOTE 4 - CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS 47
NOTE 5 - INTANGIBLE ASSETS 48
NOTE 6 - RIGHTS OF USE 50
NOTE 7 - PROPERTY, PLANT AND EQUIPMENT 51
NOTE 8 - INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD AND OTHER
INVESTMENTS 53
NOTE 9 - NON-CURRENT FINANCIAL ASSETS 54
NOTE 10 - OTHER NON-CURRENT ASSETS 55
NOTE 11 - DEFERRED TAX ASSETS AND LIABILITIES 56
NOTE 12 - INVENTORIES AND ADVANCES 57
NOTE 13 - CONTRACT ASSETS AND LIABILITIES 58
NOTE 14 - TRADE RECEIVABLES AND OTHER CURRENT ASSETS 59
NOTE 15 - INCOME TAX ASSETS 61
NOTE 16 - CURRENT FINANCIAL ASSETS 61
NOTE 17 - CASH AND CASH EQUIVALENTS 61
NOTE 18 - EQUITY 62
NOTE 19 - PROVISIONS FOR RISKS AND CHARGES 66
NOTE 20 - EMPLOYEE BENEFITS 67
NOTE 21 - NON-CURRENT FINANCIAL LIABILITIES 68
NOTE 22 - OTHER NON-CURRENT LIABILITIES 69
NOTE 23 - TRADE PAYABLES AND OTHER CURRENT LIABILITIES 69
NOTE 24 - CURRENT FINANCIAL LIABILITIES 70
NOTE 25 - REVENUE AND INCOME 72
NOTE 26 - OPERATING COSTS 73
NOTE 27 - FINANCIAL INCOME AND EXPENSES 75
NOTE 28 - INCOME AND EXPENSE FROM INVESTMENTS 76
NOTE 29 - INCOME TAXES 77
NOTE 30 - OTHER INFORMATION 78
NOTE 31 - CASH FLOWS FROM OPERATING ACTIVITIES 91
NOTE 32 - SEGMENT INFORMATION 92
NOTE 33 - ASSETS HELD FOR SALE 95
NOTE 34 - ACQUISITION OF THE REMAZEL GROUP 95
NOTE 35 - EVENTS AFTER 31 MARCH 2024 97

COMPANIES INCLUDED IN THE SCOPE OF CONSOLIDATION 99
INDEPENDENT AUDITOR'S REPORT 105
GLOSSARY 108

PARENT COMPANY DIRECTORS AND OFFICERS

BOARD OF DIRECTORS

Three-year period 2022-2024 Claudio Graziano (Chairman) Pierroberto Folgiero (Chief Executive Officer and General Manager) Paolo Amato Barbara Debra Contini Alberto Dell'Acqua Massimo Di Carlo Paola Muratorio Cristina Scocchia Valter Trevisani Alice Vatta Alessandra Battaglia (Secretary)

BOARD OF STATUTORY AUDITORS

Three-year period 2023-2025 Gabriella Chersicla (Chairman) Elena Cussigh (Standing Auditor) Antonello Lillo (Standing Auditor) Ottavio De Marco (Alternate Auditor) Arianna Pennacchio (Alternate Auditor) Marco Seracini (Alternate Auditor)

MANAGER RESPONSIBLE FOR PREPARING FINANCIAL REPORTS

Felice Bonavolontà

INDEPENDENT AUDITORS SUPERVISORY BODY Pursuant to Legislative Decree
231/01
Nine-year period 2020-2028 Three-year period 2024-2026
Deloitte & Touche S.p.A. Attilio Befera (Chairman - External Member)
Davide Carlino (Internal Member)
Iole Anna Savini (External Member)

For detailed information on the composition and functions of the Board Committees (the Control and Risk Committee, which is also responsible for the functions of the committee responsible for related party transactions except for resolutions on remuneration, the Remuneration Committee, which is assigned the functions of the committee responsible for transactions with related parties in the case of resolutions on remuneration associated with related party transactions, the Nomination Committee and the Sustainability Committee) reference should be made to the Report on corporate governance and ownership structure available on the Company website in the "Ethics and Governance - Corporate Governance System - Corporate Governance Reports".

DISCLAIMER

Forecast data and information must be regarded as forward-looking statements and therefore, not being based on simple historical facts, contain, by their nature, an element of risk and uncertainty because they also depend on the occurrence of future events and developments outside the Company's control. Actual results could therefore be materially different from those expressed in forward-looking statements. Forward-looking statements refer to the information available at the date of their publication; Fincantieri S.p.A. undertakes no obligation to revise, update or correct its forward-looking statements after such date, other than in the circumstances strictly required by applicable regulations. The forward-looking statements provided do not constitute and shall not be considered by users of the financial statements as advice for legal, accounting, tax or investment purposes nor is it the intention for such statements to create any type of reliance and/or induce such users to invest in the Company.

REPORT ON OPERATIONS AT 31 MARCH 2024

KEY FINANCIALS

31.12.2023 Economic data 31.03.2024 31.03.2023
7,651Revenue and income euro/million 1,767 1,764
397EBITDA(1) euro/million 100 87
5.2%EBITDA margin(*) % 5.7% 4.9%
(7)Adjusted profit/(loss) for the period(2) euro/million (9) 4
(53)Profit/(loss) for the period euro/million (20) (7)
(53)Group share of profit/(loss) for the period euro/million (18) (7)
31.12.2023 Financial data 31.03.2024 31.03.2023
2,705Net invested capital euro/million 2,855 3,474
434Equity euro/million 442 552
2,271Net financial position(3) euro/million 2,413 2,922
31.12.2023 Other indicators 31.03.2024 31.03.2023
6,600Orders(**) euro/million 539 909
34,629Order book(**) euro/million 33,519 34,737
34,772Total backlog()(*) euro/million 39,256 33,987
23,072- of which backlog(**) euro/million 21,956 22,687
258Capital expenditure euro/million 35 40
21,215Employees at the end of the period number 21,729 20,777
85Vessels in order book number 85 89

(*) Ratio between EBITDA and Revenue and income.

(**) Net of eliminations and consolidation adjustments.

(***) Sum of backlog and soft backlog.

(1) This figure does not include Extraordinary and non-recurring income and expenses. See the definition contained in the section Alternative Performance Measures. (2) Profit/(loss) for the period before extraordinary and non-recurring income and expenses

(3) See the definition contained in the section Alternative Performance Measures.

The percentages contained in this report have been calculated with reference to amounts expressed in thousands of euros

GROUP PERFORMANCE

ORDER INTAKE, ORDER BACKLOG AND DELIVERIES

In the first three months of 2024, the Group recorded euro 539 million in new orders, compared with euro 909 million in the corresponding period of 2023, with a book-to-bill ratio (order intake/revenue) of 0.3 (0.5 at 31 March 2023).

31.12.2023 Order intake analysis (euro/million)
31.03.2024
31.03.2023(*)
Amounts
%
Amounts % Amounts %
3,336 51Fincantieri S.p.A. 103 19 82 9
3,264 49Rest of Group 436 81 827 91
6,600 100Total 539 100 909 100
4,148 63Shipbuilding 141 26 252 28
1,801 27Offshore and Specialized vessels 498 92 533 59
1,050 16Equipment, Systems and Infrastructure 207 38 238 26
(399) (6)Consolidation adjustments (307) (57) (114) (13)
6,600 100Total 539 100 909 100

(*) Comparative figures have been restated following the redefinition of the operating segments.

The Group's total backlog reached a record level of about euro 39.3 billion at 31 March 2024, comprising euro 22.0 billion of backlog (euro 23.1 billion at 31 December 2023) and euro 17.3 billion of soft backlog (euro 11.7 billion at 31 December 2023) with development of the projects in the order book expected to continue up to 2030.

The backlog and total backlog guarantee about 2.9 years and 5.1 years of work respectively in relation to 2023 revenues. The composition of the backlog by segment is shown in the following table.

31.12.2023 Total backlog analysis (euro/million)
31.03.2024
31.03.2023(*)
Amounts % Amounts % Amounts %
15,883 69Fincantieri S.p.A. 14,882 68 16,537 73
7,189 31Rest of Group 7,074 32 6,150 27
23,072 100Total 21,956 100 22,687 100
18,908 82Shipbuilding 17,755 81 19,246 85
1,866 8Offshore and Specialized vessels 2,086 10 1,344 6
2,688 12Equipment, Systems and Infrastructure 2,730 12 2,513 11
(390) (2)Consolidation adjustments (615) (3) (416) (2)
23,072 100Total 21,956 100 22,687 100
11,700 100Soft backlog (**) 17,300 100 11,300 100
34,772 100Total backlog 39,256 100 33,987 100

(*) Comparative figures have been restated following the redefinition of the operating segments.

(**) Soft backlog represents the value of contract options, existing letters of intent and projects at an advanced stage of negotiation not yet reflected in the order backlog.

The analysis of the numbers of ships delivered and those in the order book is shown in the following table.

Deliveries, Order Intake and Order book (number of ships) 31.03.2024 31.03.2023
Ships delivered 4 5
Vessels ordered 4 6
Vessels in order book 85 89

CAPITAL EXPENDITURE

31.12.2023(*) Capital expenditure analysis
(euro/million)
31.03.2024 31.03.2023(*)
Amounts % Amounts % Amounts %
124 48Fincantieri S.p.A. 15 43 20 50
134 52Rest of Group 20 57 20 50
258 100Total 35 100 40 100
162 63Shipbuilding 21 60 28 70
24 9Offshore and Specialized vessels 6 17 2 5
35 14Equipment, Systems and Infrastructure 5 14 6 15
37 14Other activities 3 9 4 10
258 100Total 35 100 40 100
55 21Intangible assets 9 26 8 20
203 79Property, plant and equipment 26 74 32 80
258 100Total 35 100 40 100

(*) Comparative figures have been restated following the redefinition of the operating segments.

GROUP ECONOMIC AND FINANCIAL RESULTS

Presented below are the reclassified consolidated versions of the Income statement, Statement of financial position and Statement of cash flows, the breakdown of Consolidated net financial position and the principal economic and financial indicators used by management to monitor business performance. For a reconciliation between the reclassified financial statements and the statutory financial statements, please refer to the special section "Reconciliation of the reclassified financial statements used in the Report on Operations with the mandatory IFRS statements".

RECLASSIFIED CONSOLIDATED INCOME STATEMENT

31.12.2023 (euro/million) 31.03.2024 31.03.2023
7,651Revenue and income 1,767 1,764
(5,960)Materials, services and other costs (1,327) (1,363)
(1,219)Personnel costs (336) (310)
(75)Provisions (4) (4)
397EBITDA1 100 87
5.2%EBITDA margin 5.7% 4.9%
(235)Depreciation, amortization and impairment (60) (56)
162EBIT 40 31
2.1%EBIT margin 2.3% 1.8%
(169)Financial income/(expenses) (46) (30)
4Income/(expense) from investments (1)
(4)Income taxes (3) 4
(7)Adjusted profit/(loss) for the period (9) 4
(7)of which attributable to Group (7) 4
(61)Extraordinary or non-recurring income and expenses (14) (14)
(61) - of which costs related to asbestos litigation (14) (14)
15Tax effect on extraordinary or non-recurring income and expenses 3 3
(53)Profit/(loss) for the period (20) (7)
(53)of which attributable to Group (18) (7)

(1) This figure does not include Extraordinary and non-recurring income and expenses. See the definition contained in the section Alternative Performance Measures.

Revenue and income for the first quarter of 2024 amounted to euro 1,767 million, which is substantially in line with the figure as at 31 March 2023 and confirms the growth expectations for 2024. The Offshore and Specialized vessels and Equipment, Systems and Infrastructure segments closed the first quarter of 2024 with revenues up by 25.7% and 5.0% respectively. The growth in these segments offsets the decrease in revenue in the Shipbuilding segment (-6.2%), which was however expected for the first quarter of 2024. Before the elimination of inter-sector transactions from the data for consolidation purposes, Shipbuilding contributes 70% (74% in the first quarter of 2023), Offshore and Specialized vessels 16% (12% in the first quarter of 2023) and Equipment, Systems and Infrastructure 14% (14% in the first quarter of 2023) of the Group's total revenue and income.

* Comparative figures have been restated following the redefinition of the operating segments. The first quarter of 2024 confirms the growth in marginality, which brings EBITDA1 to euro 100 million (+16% compared to euro 87 million in the first quarter of 2023), with an EBITDA margin at 5.7% (4.9% at 31 March 2023) supported by the positive contribution of all sectors in which the Group operates. The results are in line with expectations and confirm the growth envisaged in the Business Plan for the 2024 year.

* Comparative figures have been restated following the redefinition of the operating segments. Details of income and expenses not included in EBITDA are shown in the following table:

31.12.2023
(euro/million)
31.03.2024 31.03.2023
(61)Provisions for costs and legal expenses associated with asbestos
related lawsuits
(14) (14)
(61)Total (14) (14)

1 See the definition contained in the section Alternative Performance Measures.

EBIT2 achieved was positive at euro 40 million in the first quarter of 2024 (euro 31 million in the corresponding period of 2023). The EBIT margin (as a percentage of Revenue and income) is positive at 2.3% (1.8% at 31 March 2023). The improvement in EBIT reflects the increase in Group EBITDA, while depreciation and amortization for the period (euro 60 million) are up from the first quarter of 2023 (euro 56 million).

Financial income/(expenses) reports net expenses of euro 46 million (net expenses of euro 30 million at 31 March 2023). The increase compared to the value at 31 March 2023 was mainly due to higher bank interest expenses and fees, mainly due to the trend in gross debt and the rise in interest rates, net of the positive contribution of financial hedges.

Income taxes were negative for euro 3 million, whereas in the first quarter of 2023 they had made a positive contribution of euro 4 million to net profit, mainly due to the tax consolidation income recognized in the comparative period.

The Adjusted profit/(loss) for the period was a loss of euro 9 million as at 31 March 2024 (profit of 4 million in the first quarter of 2023).

Extraordinary or non-recurring income and expenses were negative at euro 14 million (negative at euro 14 million at 31 March 2023) and are exclusively for costs related to asbestos litigation.

The Tax effect of extraordinary or non-recurring income and expenses was positive for euro 3 million (euro 3 million in the first quarter of 2023).

As a result of the above, the Profit/(loss) for the period was a loss of euro 20 million (loss of euro 7 million at 31 March 2023). The Group share of profit/(loss) for the period was a loss of euro 18 million (loss of euro 7 million in the first quarter of 2023).

2 See the definition contained in the section Alternative Performance Measures.

RECLASSIFIED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

31.03.2023 (euro/million) 31.03.2024 31.12.2023
484Intangible assets 540 474
124Rights of use 130 125
1,630Property, plant and equipment 1,689 1,684
112Investments 61 60
119Non-current financial assets 670 668
10Other non-current assets and liabilities 19 12
(53)Employee benefits (55) (54)
2,426Net fixed capital 3,054 2,969
895Inventories and advances 819 801
1,992Construction contracts and client advances 515 632
979Trade receivables 1,298 767
(2,813)Trade payables (2,815) (2,471)
(196)Other provisions for risks and charges (247) (237)
190Other current assets and liabilities 185 192
1,047Net working capital (245) (316)
1Assets held for sale 46 52
3,474Net invested capital 2,855 2,705
863Share Capital 863 863
(315)Reserves and retained earnings attributable to the Group (421) (430)
4Non-controlling interests in equity 1
552Equity 442 434
2,922Net financial position 2,413 2,271
3,474Sources of funding 2,855 2,705

The reclassified consolidated statement of financial position shows Net invested capital as at 31 March 2024 of euro 2,855 million (euro 2,705 million as at 31 December 2023). The increase is mainly due to the following factors:

  • Net fixed capital: amounted to euro 3,054 million as at 31 March 2024, an increase of euro 85 million compared to 31 December 2023 (euro 2,969 million). The most significant changes include the increase of euro 71 million in Intangible Assets and Property, Plant and Equipment, as the net effect of the entry into the scope of consolidation of Remazel (whose acquisition entailed the recognition of euro 45 million in Goodwill, euro 32 million in Client relationships and order backlog and 9 million in Other assets), the positive effect of the foreign exchange translation of financial statements of foreign subsidiaries (euro 3 million) and capital expenditure for the period (euro 35 million), net of depreciation (euro 54 million);
  • Net working capital: negative at euro 245 million (negative at euro 316 million at 31 December 2023), an increase of euro 71 million. The main changes related to the increase in Trade receivables (euro 531 million) and the decrease in Construction contracts and client advances (euro 117 million) due to the issue of the invoice for the final instalment on a cruise ship, which was then delivered in April, and the related increase in Trade payables (euro 344 million).

Equity amounted to euro 442 million, up euro 8 million mainly due to the positive change in the cash flow reserve related to cash flow hedging instruments (euro 28 million) and the profit/(loss) for the period (negative for euro 20 million).

CONSOLIDATED NET FINANCIAL POSITION

31.03.2023
(euro/million)
31.03.2024 31.12.2023
(214)Current financial payables (383) (301)
(110)Debt instruments - current portion (197) (146)
(906)Current portion of bank loans and credit facilities (471) (597)
(1,058)Construction loans (115) (262)
(2,288)Current debt (1,166) (1,306)
(1,314)Non-current financial payables (1,764) (1,779)
(1,314)Non-current debt (1,764) (1,779)
(3,602)Total financial debt (2,930) (3,085)
483Cash and cash equivalents 460 758
197Other current financial assets 57 56
(2,922)Net financial position (2,413) (2,271)

The Consolidated net financial position3 shows a net debt balance of euro 2,413 million, a slight improvement compared to 31 December 2023 (net debt of euro 2,271 million). The increase was mainly attributable to typical working capital dynamics related to the cruise business and capital expenditure during the period. The cash absorption from cruise ship construction was only partially offset by the delivery of a vessel in the first three months of 2024. The Consolidated net financial position is also still affected by the support strategy for shipowners implemented following the COVID-19 outbreak. At 31 March 2024, the Group had non-current financial receivables (not included in the Net financial position) of euro 633 million granted to its customers (euro 630 million at 31 December 2023).

The Net financial position does not include payables to suppliers for reverse factoring, which amounted to euro 681 million at 31 March 2024 (euro 493 million at 31 December 2023) and represent the value of invoices, formally liquid and collectable, assigned by suppliers to an agreed lending institution and which benefit from extensions agreed between suppliers and the Group. For further detail on the accounting criteria adopted for such transactions, please refer to Section 8.1 "Reverse Factoring" in Note 3 to the Consolidated Financial Statements at 31 December 2023.

3 See the definition contained in the section Alternative Performance Measures

RECLASSIFIED CONSOLIDATED STATEMENT OF CASH FLOWS

31.12.2023 (euro/million) 31.03.2024 31.03.2023
637Net cash flows from operating activities (36) (340)
(106)Net cash flows from investing activities (98) (34)
(330)Net cash flows from financing activities (161) 300
201Net cash flows for the period (295) (74)
565Cash and cash equivalents at beginning of period 758 565
(8)Effects of currency translation difference on opening cash and cash
equivalents
(3) (7)
758Cash and cash equivalents at period end 460 484

The Reclassified consolidated statement of cash flows shows a negative net cash flow for the period of euro 295 million (negative for euro 74 million in the first quarter of 2023) due to a cash flow absorbed by operating activities of euro 36 million (negative for euro 340 million at 31 March 2023), which reflects the dynamics of working capital, capital expenditure for the period net of disposals, which instead resulted in net absorption of resources amounting to euro 98 million (euro 34 million at 31 March 2023), and financing activities for the period, which absorbed resources of euro 161 million.

OPERATIONAL REVIEW BY SEGMENT

SHIPBUILDING

The Shipbuilding segment is engaged in the design and construction of vessels for the cruise ships and naval vessels business areas. Production is carried out at the Group's shipyards in Italy, Europe and the United States.

31.12.2023 (euro/million) 31.03.2024 31.03.2023
6,129Revenue and income* 1,338 1,427
367EBITDA(1)(*) 84 78
6.0%EBITDA margin()(*) 6.2% 5.4%
4,148Order intake(*) 141 252
28,471Order book (*) 27,335 29,250
18,908Order backlog(*) 17,755 19,246
162Capital expenditure 21 28
11Ships delivered (number) 1 1

(*) Before adjustments between operating segments.

(**) Ratio between segment EBITDA and Revenue and income.

(1) This figure does not include Extraordinary or non-recurring income and expenses. See the definition contained in the section Alternative Performance Measures.

Revenue and income

In line with the forecasts, Shipbuilding segment revenue of euro 1,338 million in the first quarter of 2024 showed a decrease of 6.2% compared to 2023, and includes euro 914 million for the cruise ships business area (euro 930 million at 31 March 2023) and euro 415 million for the naval vessels business area (euro 484 million at 31 March 2023). The remaining balance of euro 9 million relates to the portion generated by the Ship Interiors business area with third-party clients (euro 12 million as at 31 March 2023). The cruise ship and naval vessels businesses contribute 48% and 22% respectively (48% and 25% as at 31 March 2023)4 .

Revenue from the cruise ship business area in the first quarter of 2024 was substantially in line with the same period of the previous year.

The 14.4% decrease in revenues in the naval vessels business area compared to the first quarter of 2023 is consistent with the development of the order backlog in Italy, following the deliveries carried out during 2023, and was affected by the lower production volumes developed in the first quarter, dominated by heavy involvement in the development of the Constellation FFG(X) and Foreign Military Sales programs between the US and Saudi Arabia.

EBITDA

EBITDA for the segment at 31 March 2024 amounted to euro 84 million, with an EBITDA margin of 6.2% realized in the quarter, a clear increase compared to 31 March 2023 (EBITDA margin 5.4%) and confirmation of the EBITDA margin at 31 December 2023. Despite the fall in volumes, particularly in the naval vessels business area, EBITDA benefited from the positive effects related to the completion of orders for the Qatar shipbuilding program.

Order intake

In the first three months of 2024, orders in the Shipbuilding segment amounted to euro 141 million, mainly related to additional work on cruise ships already in the order book.

Production

In the first three months of 2024, the cruise ship 'Sun Princess', the first of the new LNG (liquefied natural gas) class for the shipowner Princess Cruises, a Carnival Group brand, was delivered to the Monfalcone shipyard.

OFFSHORE AND SPECIALIZED VESSELS

The Offshore and Specialized vessels segment includes the design and construction of high-end offshore support vessels, specialized vessels, offshore wind plant vessels as well as its own range of innovative products in the field of semi-submersible drilling ships and platforms. Fincantieri operates in this segment through the VARD group and Fincantieri Oil & Gas S.p.A.

31.12.2023 (euro/million) 31.03.2024 31.03.2023
1,070Revenue and income (*) 299 238
52EBITDA(1)(*) 13 9
4.9%EBITDA margin()(*) 4.3% 3.8%
1,801Order intake(*) 498 533
2,715Order book (*) 3,033 2,412
1,866Order backlog(*) 2,086 1,344
24Capital expenditure 6 2
15Ships delivered (number) 3 4

(*) Before adjustments between operating segments.

(**) Ratio between segment EBITDA and Revenue and income.

(1) This figure does not include Extraordinary or non-recurring income and expenses. See the definition contained in the section Alternative Performance Measures.

Revenue and income

As at 31 March 2024, the Offshore and Specialized vessels segment posted revenue of euro 299 million, up 25.7% from the comparative period of 2023. The progress in revenue terms reflects the significant contribution of the major orders for offshore wind support vessels acquired last year.

EBITDA

EBITDA, as of 31 March 2024, was positive at euro 13 million (euro 9 million as of 31 March 2023), with an EBITDA margin of 4.3% (3.8% in the first quarter of 2023), confirming Vard's recovery path for marginality outlined in the Business Plan.

Order intake

Order intake in the Offshore and Specialized vessels segment in the first three months of 2024 amounted to euro 498 million and mainly related to:

  • two CSOVs for the Windward Offshore consortium;
  • one CSOV for Cyan Renewables;
  • one CSOV for Navigare Capital Partners.

Production

The number of ships delivered during the first three months of 2024 is summarized below:

(number) Deliveries
Wind 1
Fishery 1
Other 1

In detail:

  • a CSOV for customer Norwind Offshore AS at the Brattvåg shipyard (Norway);
  • a Marine Robotic unit for the company Ocean Infinity Group Limited at the Vung Tau shipyard (Vietnam);
  • a Fishery unit for Deutsche Fischfang-Union GmbH & Co. KG. at the Brattvåg shipyard (Norway).

EQUIPMENT, SYSTEMS AND INFRASTRUCTURE

The Equipment, Systems and Infrastructure segment includes the following business areas: Electronics and Digital Products Cluster5 , Mechanical Systems and Components Cluster6 and Infrastructure Cluster. These activities are carried out by Fincantieri S.p.A. and by its Italian and foreign subsidiaries.

It should be noted that, following a reorganization at the beginning of the year, the activities of the Vard Electro Group, included in the Mechanical Systems and Components Cluster until 31 December 2023, were reallocated to the Electronics and Digital Products Cluster. Comparative figures, appropriately reclassified, as at 31 December 2023 and 31 March 2023 have been prepared and are shown below as restated values.

31.12.2023
reported
31.12.2023
(euro/million)
restated
31.03.2024 31.03.2023
restated
31.03.2023
reported
Total Equipment, Systems and Infrastructure
1,100 1,100 Revenue and income (*) 278 265 265
24 24 EBITDA(1)(*) 16 10 10
2.2% 2.2%EBITDA margin()(*) 5.8% 3.6% 3.6%
1,050 1,050 Order intake(*) 207 238 238
4,338 4,338 Order book (*) 4,401 4,293 4,293
2,688 2,688 Order backlog(*) 2,730 2,513 2,513
35 35 Capital expenditure 5 6 6
31.12.2023
reported
31.12.2023
restated
(euro/million) 31.03.2024 31.03.2023
restated
31.03.2023
reported
Electronics and Digital Products Cluster
180 351 Revenue and income (*) 82 76 33
67 221 of which internal to the Group 61 56 17
(1) 9 EBITDA(1)(*) 2 4 2
-0.5% 2.6%EBITDA margin()(*) 2.8% 5.4% 5.0%
180 233 Order intake(*) 46 49 24
358 447 Order book (*) 488 669 596
278 317 Order backlog(*) 330 272 272
8 10 Capital expenditure 1 2 1
31.12.2023
reported
31.12.2023
restated
(euro/million) 31.03.2024 31.03.2023
restated
31.03.2023
reported
Mechanical Systems and Components Cluster
426 255 Revenue and income (*) 73 59 102
298 143 of which internal to the Group 44 34 73
36 26 EBITDA(1)(*) 8 4 6
8.3% 10.1%EBITDA margin()(*) 10.8% 6.7% 6.2%
313 259 Order intake(*) 65 57 82
823 734 Order book (*) 818 713 786
300 261 Order backlog(*) 339 245 245
24 21 Capital expenditure 3 4 4

5 As at 31 December 2023 named Electronics Cluster

31.12.2023
reported
31.12.2023
(euro/million)
restated
31.03.2024 31.03.2023
restated
31.03.2023
reported
Infrastructure Cluster
495 495Revenue and income (*) 123 131 131
17 17of which internal to the Group 3 3 3
(11) (11) EBITDA(1)(*) 6 2 2
-2.2% -2.2%EBITDA margin()(*) 4.9% 1.2% 1.2%
558 558Order intake(*) 95 132 132
3,158 3,158 Order book (*) 3,096 2,916 2,916
2,111 2,111 Order backlog(*) 2,061 1,996 1,996
5 5 Capital expenditure 0 0 0

(*) Before adjustments between operating segments. (**) Ratio between segment EBITDA and Revenue and income.

(1) This figure does not include Extraordinary or non-recurring income and expenses. See the definition contained in the section Alternative Performance Measures.

Revenue and income

Equipment, Systems and Infrastructure segment revenue as at 31 March 2024 amounted to euro 278 million, a rise of 5.0% compared to the first quarter of 2023. The increase is mainly attributable to the consolidation, from the date of acquisition (15 February 2024), of the Remazel Group in the Mechanical Systems and Components Cluster; its contribution amounted to euro 14 million. The Electronics and Digital Products Cluster recorded an increase of 7.7%, due to higher volumes developed in the first quarter of 2024 by Vard Electro in support of its cruise shipbuilding and offshore wind activities. The Infrastructure Cluster showed a decrease of 5.7%, mainly due to less progress, compared to the same period of the previous financial year, on the order for the construction of the Miami terminal for MSC, scheduled for completion in 2024.

EBITDA

EBITDA for the segment at 31 March 2024 was positive at euro 16 million, with an EBITDA margin of 5.8% (3.6% at 31 March 2023) in line with growth forecasts. The improvement compared to the first quarter of 2023 is due to the positive contribution of the marginality of the Mechanical Systems and Components Cluster, also due to the effects of the consolidation of the Remazel Group, as well as the Infrastructure Cluster, driven in particular by some construction contracts in the hospital sector (FINSO), with the Miami terminal project confirming a break-even result.

Order intake

Order intake for the Equipment, Systems and Infrastructure segment for the first three months of 2024 amounted to euro 207 million and for the business areas mostly comprises:

  • Electronics and Digital Products Cluster: in the Digital Solutions area, contracts from Leonardo for the Railways line are to be noted. In the Defence Systems business, Combat supplies of Minicolibri and Systematic to Leonardo, and STACOM supplies to AICOX and Global Comms Exchange. In Maritime Systems, Platform Cruise supply for Four Seasons and in the Naval area the FREMM Simulator to Orizzonte Sistemi Navali. The supply of the training simulation system to the Academy of the Merchant Navy by the Maritime & Naval Centre of Excellence;
  • Mechanical Systems and Components Cluster: orders for a stabilizer plant for the Asenav shipyard (Chile); a turbogenerator for Cosumar (Morocco); after-sales service and supply of spare parts on steam turbines, after-sales service and spare parts on engines for the Italian, French and US Navies, supply of a mooring system for ExxonMobil and various boiler burners. Finally, activities related to the ITER project focusing on the construction of a prototype nuclear reactor and the integration of electric propulsion on lake navigation vessels continue;
  • Infrastructure Cluster: construction works for Lot 1 from Alghero to Olmedo S.S. 291 "Della Nurra"; supply, installation and subsequent dismantling of 16 excavation support struts for the new high-speed railway station of Firenze Belfiore (Milan - Naples section); renovation and expansion with seismic adaptation of the Mugello hospital.

OTHER ACTIVITIES

Other activities primarily refer to the costs incurred by the Parent Company for directing, controlling and coordinating the business that are not allocated to other operating segments.

31.12.2023
(euro/million)
31.03.2024 31.03.2023
4Revenue and income 1 1
(46)EBITDA(1) (13) (10)
n.a.EBITDA margin n.a. n.a.
37Capital expenditure 3 4

n.a. not applicable.

(1) See the definition contained in the section Alternative Performance Measures.

BUSINESS OUTLOOK

In relation to the core markets in which the Group operates, in the first three months of 2024, no trends and uncertainties emerged that, in Fincantieri's opinion, could reasonably have significant repercussions on the Group's prospects, at least for the current financial year, as the market dynamics were characterized by: (i) the recovery of orders in the Cruise Ships segment; (ii) new orders acquired in the Naval Vessels segment (e. g. Indonesia) and the strengthening of relations with certain Middle Eastern countries such as Qatar and, subsequently, in May 2024, the United Arab Emirates and (iii) the numerous orders acquired in the Offshore and Specialized Vessels segment, mainly driven by the growing demand for specialized vessels to support operations in offshore wind farms, with new orders also recently acquired in new Asian markets (e.g. Japan, Taiwan).

In particular, with reference to the Naval Vessels segment, the geopolitical tensions that are dominating the global context have an impact on the levels of defense spending in the various countries, which has already reached higher levels than in the past and is expected to grow further, as shown by publicly accessible sources that are constantly monitored by the Group including specialist databases for the sector. This trend is reflected in the desire to strengthen the naval component, including that of the Group's main traditional customer navies (e.g. the Italian navy and the US navy) and in the growing strategic importance of the underwater domain in the face of the need to defend critical infrastructures (e.g. telecommunication routes and underwater energy infrastructure).

Fincantieri confirms its revenue growth forecasts for 2024 at around 4.5%, with marginality of around 6%, up by approximately one percentage point compared to 2023, in line with the 2023-27 Business Plan and excluding the contribution from the consolidation of Remazel.

The deleveraging targets are also confirmed, to be met by optimizing working capital with positive effects on cash generation, which will allow a net financial position of between 5.5 and 6.5x EBITDA at the end of 2024.

OTHER SIGNIFICANT EVENTS IN THE PERIOD

On 4 January 2024 Fincantieri received Gender Equality Certification from RINA. The Group is the first in the shipbuilding industry in Italy to obtain it, demonstrating its commitment to labour equality and inclusion.

On 18 January 2024 Fincantieri was given the Top Employer Italy award for the third consecutive year. It is a form of certification awarded only to companies that meet high standards in Human Resource strategies and policies to contribute to well-being for people and improve the working environment.

On 9 February 2024 Fincantieri was awarded an A- rating for the fourth consecutive year by CDP (formerly the Carbon Disclosure Project) - the independent non-profit body of reference for environmental reporting - thus placing the Group in the Leadership bracket.

On 4 March 2024, Fincantieri joined the prestigious Industrial Liaison Program (ILP) of the Massachusetts Institute of Technology (MIT). By joining this program, the Group will be able to engage with researchers, faculty members and students to stay at the forefront of innovation. This partnership is part of the course towards the implementation of the 2023-2027 Business Plan. This agreement will become part of Fincantieri's commitment to innovate and be at the forefront of the development of new technologies on strategic topics, such as Digital Transformation, with a focus on Artificial Intelligence, the Energy Transition and Maritime Sustainability.

On 6 March 2024, Fincantieri started the first Italian language course for foreign personnel in Riva Trigoso. The initiative follows a Memorandum of Understanding signed between the Group and the CPIA Levante Tigullio and supported by the Sestri Levante Social Policies Department.

On 12 March 2024, Fincantieri signed two MoUs in Doha. The first with the naval shipyard in Alexandria, Egypt, which aims to define the principles for discussions that will mainly focus on finding new opportunities for the construction of new ships. The partnership will concentrate on potential new ship programs of various types for the Defence sector. The second with Qatar Emiri Naval Forces (QENF) with the aim of starting discussions with the goal of entering into new contracts for the provision to QENF personnel of cutting-edge education and training courses.

On 19 March 2024 Fincantieri and Saipem, global leader in the engineering and construction of infrastructure for the energy sector, both offshore and onshore, signed a Memorandum of Understanding to evaluate commercial and industrial opportunities for cooperation in the field of autonomous subsea vehicles and their integration with surface and underwater vessels. The Memorandum is among the initiatives aimed at promoting and developing national excellence in the Underwater sector.

KEY EVENTS AFTER THE REPORTING PERIOD ENDED 31.03.2024

On 8 April 2024 Fincantieri signed a very important order with Norwegian Cruise Line Holdings Ltd for the construction of four next generation cruise ships: Two for the Regent Seven Seas Cruises brand and two for the Oceania Cruises brand. In addition, the Group signed a Letter of Intent with the same shipowner to study the construction of a further four vessels that will be the largest ever built for the Norwegian Cruise Line brand.

The Ordinary Shareholders' Meeting of 23 April 2024 approved the "2024-2025 Employee Share Ownership Plan" for employees of the Fincantieri Group, which provides for the allocation of 1 free share for every 5 ordinary shares in Fincantieri purchased by employees either through conversion of all or part of the performance bonus into welfare and the use of the credit for the subscription of Fincantieri shares, or through direct purchase by employees. One further free share will be granted for every 5 shares purchased on retention of the Fincantieri shares by the employee for 12 months.

On 8 May 2024, the subsidiary Vard and Island Offshore, a Norwegian shipowner operating in the oil & gas and renewables market, signed a contract for the design and construction of a state-of-theart Ocean Energy Construction Vessel (OECV) with hybrid propulsion. The parties also agreed on an option for two more ships.

On 9 May 2024 Fincantieri signed an agreement for the acquisition of Leonardo S.p.A.'s Underwater Armament Systems business, accelerating and consolidating the group's positioning as a leader in the underwater and naval defence segment. The consideration for the acquisition includes euro 300 million as a fixed component related to the Enterprise Value, subject to the customary price adjustment mechanisms, plus a maximum of euro 115 million as a variable component if certain growth assumptions related to the performance of the UAS business line are fulfilled in 2024. In order to finance the acquisition, Fincantieri resolved on a proposal for authorization to increase the share capital in one or more tranches, on a divisible basis, for a maximum amount of euro 400 million, including any share premium, to be offered as an option to shareholders, and a related share regrouping transaction to support the capital increase. The controlling shareholder CDP Equity committed to underwrite and establish a guarantee consortium formed by leading financial institutions. The authorization proposal also provides that subscribers to the capital increase will be assigned warrants free of charge to be exercised in the future on a second capital increase tranche of up to euro 100 million.

On 10 May 2024, the subsidiary VARD signed a contract for the design and construction of two CSOVs with an international customer in Taiwan.

On 15 May 2024, following the announcement made on 9 May 2024, Fincantieri published the information document relating to the major transaction with a related party concerning Fincantieri's acquisition of the UAS business line of Leonardo S.p.A.

On 20 May 2024, Fincantieri and EDGE, one of the world's leading advanced technology and defence groups, signed an agreement formalizing the launch of MAESTRAL, the joint venture (JV) created between the two companies in the Abu Dhabi-based shipbuilding industry. The JV will seize global opportunities for the design and production of advanced naval vessels. EDGE holds a 51% stake in the JV, with pre-emption rights for non-NATO orders along with a number of strategic orders

placed by selected NATO member states, with a commercial order pipeline worth an estimated euro 30 billion. The signing of the agreement was followed by the announcement of a major order for 10 technologically advanced 51-metre Offshore Patrol Vessels (OPVs) by the UAE Coast Guard Forces, worth euro 400 million. The 51-metre OPVs of the P51MR class, based on the tried and tested Saettia class, are state-of-the-art units that stand out for their high modularity, stability in rough sea conditions, low radar signature and high operational flexibility.

On 24 May 2024, the US Department of Defence awarded the US subsidiary FMG the contract, worth over USD 1 billion, to build the fifth and sixth 'Constellation' class frigates for the US Navy. The contract for the first frigate and the option for 9 further ships, signed in 2020, has a total value of approximately USD 5.5 billion and includes after-sales support and crew training.

On the same date, as part of the Mare Aperto 24/Polaris exercise, a test was carried out, the result of a partnership between Fincantieri and DEAS S.p.A., a key player in the development of the offensive capabilities of the armed forces in cyberspace. This exercise took place in the Tyrrhenian Sea aboard the Italian Navy's aircraft carrier Cavour, and was aimed at testing the cyber resilience of the platform system networks. In particular, the crews of the Italian and French navies were able to estimate how much a cyberattack might affect the operation of naval platforms, both civil and military, and the achievement of the mission.

On 4 June 2024, Fincantieri signed an agreement with iGenius, an Italian scale-up active in the field of research and development of Generative Artificial Intelligence technologies, aimed at establishing a partnership for the development of AI systems based on an entirely Italian platform. The partnership, which aims to combine iGenius' experience in the development and creation of AI models with Fincantieri's know-how as a systems integrator in all value-added sectors of the shipbuilding industry, will be developed through the identification of practical applications in both the civil and defense sectors, starting with support for the analysis of data acquired by Fincantieri's Omega 360 radar. This operation is part of the Artificial Intelligence development plan that Fincantieri is pursuing with the aim of strengthening its control of a technology with high development potential, evaluating solutions capable of improving the performance, safety and efficiency of its products and processes.

ALTERNATIVE PERFORMANCE MEASURES

Fincantieri's management reviews the performance of the Group and its business segments, also using certain measures not envisaged by IFRS. In particular, EBITDA, in the configuration monitored by the Group, is used as the main earnings indicator, as it enables the Group's underlying marginality to be assessed without the impact of volatility associated with extraordinary items or non-recurring items outside the ordinary course of business (see the reclassified consolidated income statement given in the section commenting on the Group's economic and financial results); the EBITDA configuration adopted by the Group might not be consistent with the configurations adopted by other companies.

As required by Consob Communication no. 0092543 of 3 December 2015 which implements the ESMA Guidelines on Alternative Performance Measures (document no. ESMA/2015/1415), the components of each of these measures are described below:

  • EBITDA: this is equal to pre-tax earnings, before financial income and expenses, before income and expenses from investments and before depreciation, amortization and impairment, as reported in the financial statements, adjusted to exclude the following items:
    • provisions for costs and legal expenses associated with asbestos litigation;
    • costs relating to reorganization plans and other non-recurring personnel costs;
    • other extraordinary income and expenses.
  • EBIT: this is equal to EBITDA after deducting recurring depreciation, amortization and impairment of a recurring nature (this excludes impairment of goodwill, other intangible assets and property, plant and equipment recognized as a result of impairment tests or after specific considerations on the recoverability of individual assets).
  • Adjusted profit/(loss) for the period: this is equal to profit/(loss) for the period before adjustments for non-recurring items or those outside the ordinary course of business, which are reported before the related tax effect.
  • Net fixed capital: this reports the fixed assets used in ordinary operations and includes the following items: Intangible assets, Rights of use, Property, plant and equipment, Investments, Non-current financial assets and Other assets (including the fair value of derivatives classified in Non-current Financial assets) net of Employee benefits.
  • Net working capital: this is equal to capital employed in ordinary operations which includes Inventories and advances, Construction contracts and client advances, Trade receivables, Trade payables, Other provisions for risks and charges and Other current assets and liabilities (including Income tax assets, Income tax liabilities, Deferred tax assets and Deferred tax liabilities, as well as the fair value of derivatives classified in Current financial assets).
  • Net invested capital: this is calculated as the sum of Net fixed capital, Net working capital and Assets held for sale.
  • Net financial position includes:

  • Net current cash/(debt): cash and cash equivalents, current financial assets, current financial payables and current portion of medium/long-term loans;
  • Net non-current cash/(debt): non-current bank debt and other non-current financial payables.
  • Revenue and income: this is equal to the sum of Operating revenue and Other revenue and income.
  • Provisions: these refer to increases in the Provisions for risks and charges, and impairment of Trade receivables and Other non-current and current assets.

RECONCILIATION OF THE RECLASSIFIED FINANCIAL STATEMENTS USED IN THE REPORT ON OPERATIONS WITH THE MANDATORY IFRS STATEMENTS

CONSOLIDATED INCOME STATEMENT

31.03.2024 31.03.2023
(euro/million) Mandatory
scheme
Amounts in
reclassified
statement
Mandatory
scheme
Amounts in
reclassified
statement
A - Revenue 1,767 1,764
Operating revenue 1,732 1,733
Other revenue and income 35 31
B - Materials, services and other costs (1,327) (1,363)
Materials, services and other costs (1,328) (1,364)
Recl. to I - Extraordinary or non-recurring income and expenses 1 1
C - Personnel costs (336) (310)
Personnel costs (336) (310)
D - Provisions (4) (4)
Provisions (17) (17)
Recl. to I - Extraordinary or non-recurring income and expenses 13 13
E - Depreciation, amortization and impairment (60) (56)
Depreciation, amortization and impairment (60) (56)
F - Financial income/(expenses) (46) (30)
Financial income/(expenses) (46) (30)
G - Income/(expense) from investments - (1)
Income/(expense) from investments - (1)
H - Income taxes (3) 4
Income taxes - 7
Recl. to L - Tax effect of extraordinary or non-recurring income and expenses (3) (3)
I - Extraordinary or non-recurring income and expenses (14) (14)
Recl. from B - Materials, services and other costs (1) (1)
Recl. from D - Provisions (13) (13)
L - Tax effect on extraordinary or non-recurring income and expenses 3 3
Recl. from H - Income taxes 3 3
Profit/(loss) for the period (20) (7)

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

31.03.2024 31.12.2023
Partial values Amounts in Partial values Amounts in
(euro/million) mandatory reclassified mandatory reclassified
scheme statement scheme statement
A) Intangible assets 540 474
Intangible assets 540 474
B) Rights of use 130 125
Rights of use 130 125
C) Property, plant and equipment 1,689 1,684
Property, plant and equipment 1,689 1,684
D) Investments 61 60
Investments 61 60
E) Non-current financial assets 670 668
Non-current financial assets 680 683
Recl. to F – Derivative assets (10) (15)
F) Other non-current assets and liabilities 19 12
Other non-current assets 74 67
Recl. from E – Derivative assets 10 15
Other non-current liabilities (65) (70)
G) Employee benefits (55) (54)
Employee benefits (55) (54)
H) Inventories and advances 819 801
Inventories and advances 819 801
I) Construction contracts and client advances 515 632
Construction contracts - assets 2,322 2,498
Construction contracts - liabilities and client advances (1,554) (1,599)
Recl. from N - Onerous Contracts Provision (253) (267)
L) Trade receivables 1,298 767
Trade receivables and other current assets 1,740 1,150
Recl. to O - Other current assets (442) (383)
M) Trade payables (2,815) (2,471)
Trade payables and other current liabilities (3,273) (2,872)
Recl. to O - Other current liabilities 458 401
N) Other provisions for risks and charges (247) (237)
Provisions for risks and charges (500) (504)
Recl. to I - Onerous Contracts Provision 253 267
O) Other current assets and liabilities 185 192
Deferred tax assets 197 231
Income tax assets 25 34
Derivative assets 34 35
Recl. from L - Other current assets 442 383
Deferred tax liabilities (44) (72)
Income tax liabilities (11) (18)
Recl. from M - Other current liabilities (458) (401)
P) Assets held for sale 46 52
Assets classified as held for sale and discontinued operations 46 52
NET INVESTED CAPITAL 2,855 2,705
Q) Equity 442 434
R) Net financial position 2,413 2,271
SOURCES OF FUNDING 2,855 2,705

Quarterly financial report at 31 March 2024

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AT 31 MARCH 2024

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

(euro/000) 31.03.2024 of which
related parties
31.12.2023 of which related
Note Note 30 parties Note 30
ASSETS
NON-CURRENT ASSETS
Intangible assets 5 540,455 474,440
Rights of use 6 130,115 124,865
Property, plant and equipment 7 1,688,547 1,683,784
Investments accounted for using the equity method 8 34,141 33,459
Other investments 8 26,588 26,161
Financial assets 9 679,288 16,451 684,173 18,293
Other assets 10 74,235 712 67,038 696
Deferred tax assets 11 196,534 231,390
Total non-current assets 3,369,903 3,325,310
CURRENT ASSETS
Inventories and advances 12 819,491 42,439 801,073 45,664
Contract Assets 13 2,321,517 2,497,790
Trade receivables and other assets 14 1,740,118 129,810 1,149,878 122,167
Income tax assets 15 25,109 34,102
Financial assets 16 89,596 16,588 92,124 16,161
Cash and cash equivalents 17 460,141 757,273
Total current assets 5,455,972 5,332,240
Assets classified as held for sale and 33 45,979 52,496
discontinued operations
TOTAL ASSETS 8,871,854 8,710,046
EQUITY AND LIABILITIES
EQUITY 18
Attributable to owners of the Parent Company
Share Capital 862,981 862,981
Reserves and retained earnings (420,564) (429,861)
Total Equity attributable to owners of the parent 442,417 433,120
Attributable to non-controlling interests (411) 1,041
Total Equity 442,006 434,161
NON-CURRENT LIABILITIES
Provisions for risks and charges 19 347,554 404,717
Employee benefits 20 54,619 54,346
Financial liabilities 21 1,763,866 4,328 1,779,405 4,328
Other liabilities 22 64,566 70,282
Deferred tax liabilities 11 43,576 72,321
Total non-current liabilities 2,274,181 2,381,071
CURRENT LIABILITIES
Provisions for risks and charges 19 151,540 99,347
Employee benefits 20 56 49
Contract liabilities 13 1,554,313 1,599,078
Trade payables and other current liabilities 23 3,272,884 109,205 2,871,749 138,850
Income tax liabilities 10,764 18,227
Financial liabilities 24 1,166,110 118,823 1,306,364 55,514
Total current liabilities 6,155,667 5,894,814
Liabilities directly associated with Assets
classified as held for sale and discontinued - -
operations
TOTAL EQUITY AND LIABILITIES 8,871,854 8,710,046

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(euro/000)
Note
31.03.2024
31.03.2023
parties
parties Note
Note 30
30
Operating revenue
25
1,731,751
32,243
1,733,091
38,696
Other revenue and income
25
35,199
3,259
30,417
4,397
Materials, services and other costs
26
(1,328,446)
28,668
(1,364,266)
22,467
Personnel costs
26
(335,811)
(309,626)
Depreciation, amortization and impairment
26
(60,265)
(55,590)
Provisions
26
(16,060)
(16,840)
Financial income
27
17,253
138
12,303
443
Financial expenses
27
(63,566)
(1,272)
(42,663)
(336)
Income/(expense) from investments
28
9
Share of profit/(loss) of investments accounted for using
28
317
(1,407)
the equity method
PROFIT/(LOSS) FOR THE PERIOD BEFORE TAXES
(19,628)
(14,572)
Income taxes
29
81
7,558
NET PROFIT/(LOSS) FROM CONTINUING
(19,547)
(7,014)
OPERATIONS
Net profit/(losses) from discontinued operations
PROFIT/(LOSS) FOR THE PERIOD (A)
(19,547)
(7,014)
attributable to owners of the Parent Company from
(17,807)
(6,809)
continuing operations
attributable to non-controlling interests from continuing
(1,740)
(205)
operations
Net basic earnings/(loss) per share (euro)
30
(0,01053)
(0,00401)
Net diluted earnings/(loss) per share (euro)
30
(0,01035)
(0,00395)
Net basic earnings/(loss) per share from continuing
30
(0,01053)
(0,00401)
operations (euro)
Net diluted earnings/(loss) per share from continuing
30
(0,01035)
(0,00395)
operations (euro)
Other comprehensive income/(losses), net of tax
Gains/(losses) from remeasurement of employee
18-20
defined benefit plans
Total gains/(losses) that will not be reclassified to
18
profit/(loss) for the period, net of tax
- attributable to non-controlling interests
Effective portion of gains/(losses) on cash flow hedging
18
28,124
(21,781)
instruments
Gains/(losses) arising from changes in the OCI for the
period of investments accounted for using the equity
8
method
Gains/(losses) arising from fair value assessment of
securities and bonds at fair value on the statement of
18
276
comprehensive income
Exchange gains/(losses) arising on translation of foreign
18
(2,100)
(6,361)
subsidiaries' financial statements
Total gains/(losses) that may be reclassified to
18
26,300
(28,142)
profit/(loss) for the period, net of tax
- attributable to non-controlling interests
229
(28)
Total Other comprehensive income/(losses), net of
18
26,300
(28,142)
tax (B)
- attributable to non-controlling interests
229
(28)
TOTAL COMPREHENSIVE INCOME/(LOSSES) FOR
6,753
(35,156)
THE PERIOD (A) + (B)
attributable to owners of the Parent Company
8,264
(34,923)
attributable to non-controlling interests
(1,511)
(233)
of which of which
related related

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

(euro/000) Note Share
Capital
Reserves,
retained
earnings and
gains/(losses)
Equity
attributable to
owners of the
Parent
Equity
attributable to
non
controlling
interests
Total
01.01.2023 18 862,981 (277,486) 585,495 1,408 586,903
Business combinations 1,113 1,113 2,659 3,772
Share Capital increase
Share Capital increase - non-controlling
interests
Acquisition of non-controlling interests
Dividend distribution
Reserve for long-term incentive plan 1,238 1,238 1,238
Reserve for purchase of treasury shares (4,319) (4,319) (4,319)
Put option exercised on non-controlling
interests
Put option on non-controlling interests
Other changes/roundings 88 88 1 89
Total transactions with owners (1,880) (1,880) 2,660 780
Net Profit/(Loss) for the period (6,809) (6,809) (205) (7,014)
OCI for the period (28,114) (28,114) (28) (28,142)
Total of the statement of comprehensive (34,923) (34,923) (233) (35,156)
income for the period
31.03.2023 18 862,981 (314,289) 548,692 3,835 552,527
01.01.2024 18 862,981 (429,861) 433,120 1,041 434,161
Business combinations 63 63
Share Capital increase
Share Capital increase - non-controlling
interests
Acquisition of non-controlling interests (11) (11) (4) (15)
Dividend distribution
Reserve for long-term incentive plan 1,009 1,009 1,009
Reserve for purchase of treasury shares
Put option exercised on non-controlling
interests
Put option on non-controlling interests
Other changes/roundings 35 35 35
Total transactions with owners 1,033 1,033 59 1,092
Net Profit/(Loss) for the period (17,807) (17,807) (1,740) (19,547)
OCI for the period 26,071 26,071 229 26,300
Total of the statement of comprehensive 8,264 8,264 (1,511) 6,753
income for the period
31.03.2024 18 862,981 (420,564) 442,417 (411) 442,006

CONSOLIDATED STATEMENT OF CASH FLOWS

(euro/000) Note 31.03.2024 31.03.2023
GROSS CASH FLOWS FROM OPERATING ACTIVITIES 31 111,437 99,227
Changes to working capital
- inventories and advances (15,338) (35,873)
- contract assets and liabilities 114,050 (304,661)
- trade receivables (500,588) (209,005)
- other current assets and liabilities 208 46,280
- other non-current assets and liabilities (3,230) 1,474
- trade payables 329,151 127,929
CASH FLOWS FROM WORKING CAPITAL 35,690 (274,629)
Dividends paid
Interest income received 4,723 4,275
Interest expense paid (58,843) (45,030)
Income taxes (paid)/collected (5,097) (13,582)
Utilization of provisions for risks and charges and for employee benefits 19-20 (12,765) (11,207)
NET CASH FLOWS FROM OPERATING ACTIVITIES (36,292) (340,173)
- Continuing operations
NET CASH FLOWS FROM OPERATING ACTIVITIES
- Discontinued operations
NET CASH FLOWS FROM OPERATING ACTIVITIES (36,292) (340,173)
- of which related parties (34,217) (103,031)
Investments in:
- intangible assets 5 (9,073) (7,750)
- property, plant and equipment 7 (26,143) (32,324)
- equity investments 8 (52)
- cash acquired/(paid) following change in scope of consolidation (48,470) 765
Disposals of:
- intangible assets 5 277
- property, plant and equipment 7 321 638
- equity investments 8
- assets held for sale 4,598
- change in other current financial receivables (16,490) 4,368
Change in medium/long-term financial receivables:
- disbursements (4,376) (11)
- repayments 1,848
CASH FLOWS FROM INVESTING ACTIVITIES (97,837) (34,037)
- of which related parties 103 (8,747)
Change in medium/long-term financial payables:
- disbursements 23,188 99,999
- repayments (1,419) (111)
Change in current bank loans and credit facilities:
- disbursements 32,332 625,130
- repayments (326,986) (458,996)
Change in current bonds/commercial papers
- disbursements 191,500 158,000
- repayments (141,000) (128,700)
Repayment of financial liabilities for leasing (8,956) (7,031)
Change in other current financial payables 71,167 16,322
Change in receivables for trading financial instruments
Change in payables for trading financial instruments
Acquisition of non-controlling interests in subsidiaries
Net capital contributions by non-controlling interests
Purchase of treasury shares (4,319)
CASH FLOWS FROM FINANCING ACTIVITIES (160,174) 300,294
- of which related parties 63,309 (1,097)
NET CASH FLOWS FOR THE PERIOD (294,303) (73,916)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 17 757,273 564,576
Effect of exchange rate changes on cash and cash equivalents (2,829) (6,805)
CASH AND CASH EQUIVALENTS AT PERIOD END 17 460,141 483,855

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FIANANCIAL STATEMENTS

NOTE 1 - FORM, CONTENTS AND OTHER GENERAL INFORMATION

THE PARENT COMPANY

Fincantieri S.p.A. (hereinafter "Fincantieri" or the "Company" or the "Parent Company" and, together with its subsidiaries, the "Group" or the "Fincantieri Group") is a public limited company with its registered offices in via Genova no. 1, Trieste (Italy), and is listed on the Euronext Milan market, organized and managed by Borsa Italiana S.p.A.

As at 31 March 2024, 71.32% of the Company's Share Capital, amounting to euro 862,980,725.70, was held by CDP Equity S.p.A.; the remainder was distributed between private investors (none of whom held significant interests of 3% or above) and treasury shares (of around 0.47% of shares representing the Share Capital of the Parent Company). It should be noted that 100% of the Share Capital of CDP Equity S.p.A. is owned by Cassa Depositi e Prestiti S.p.A. (hereinafter also referred to as "CDP"), 82.77% of whose Share Capital is in turn owned by Italy's Ministry of Economy and Finance.

Furthermore, CDP, with registered offices in Via Goito 4, Rome, prepares the Consolidated Financial Statements of the group to which the Company belongs, which are available on the website www.cdp.it in the "CDP Group" section.

IFRS CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

The Consolidated Financial Statements of the Fincantieri Group have been prepared in compliance with IFRS, meaning all the "International Financial Reporting Standards", all the "International Accounting Standards" ("IAS"), and all the interpretations of the "International Financial Reporting Interpretations Committee" (IFRIC), previously known as the "Standing Interpretations Committee" ("SIC"), which, as at the reporting date of the Consolidated Financial Statements, had been endorsed by the European Union in accordance with the procedure laid down in Regulation (EC) no. 1606/2002 of the European Parliament and European Council dated 19 July 2002.

These Condensed Consolidated Interim Financial Statements at 31 March 2024 were approved by the Company's Board of Directors on 11 June 2024.

Deloitte & Touche S.p.A., the firm appointed to perform the statutory audit of the separate financial statements of the Parent Company and the Group's main subsidiaries, has performed a limited review of the Condensed Consolidated Interim Financial Statements at 31 March 2024. The financial data for the three-month period ended 31 March 2023 have been included for comparative purposes only and have not been subject to a full or limited audit.

The Condensed Consolidated Interim Financial Statements have been prepared on a going concern basis, since the Directors have verified that there are no financial, operating or other types of indicators that might cast significant doubt upon the Group's ability to meet its obligations in the foreseeable future and particularly within the next 12 months.

BASIS OF PREPARATION

The quarterly financial report of the Fincantieri Group as of 31 March 2024 is prepared in accordance with the provisions of art. 154-ter c. 2 of Legislative Decree No. 58/98 - Italian Consolidated Law on Finance (TUF) - and subsequent amendments and additions. The Condensed Consolidated Interim Financial Statements have been prepared in accordance with IAS 34, which governs interim financial reporting. IAS 34 permits the preparation of financial statements in 'abridged' form by requiring a minimum level of disclosure that is less than that required by the IFRS, where a complete set of financial statements prepared in accordance with the IFRS has previously been made available to the public. The Condensed Consolidated Interim Financial Statements have been prepared in "summary" form and should therefore be read in conjunction with the Group's consolidated financial statements for the year ended 31 December 2023, prepared in accordance with IFRS (the "Consolidated Financial Statements").

PRESENTATION OF FINANCIAL STATEMENTS

As regards the method of presenting financial statements, for the statement of financial position, the Group uses a "non-current/current" distinction, for the statement of comprehensive income it uses a classification that is based on the nature of expenses, and for the statement of cash flows the indirect method is used. It is also noted that the Group has applied Consob Resolution no. 15519 of 27 July 2006 concerning financial statement formats.

FINANCIAL RISK MANAGEMENT

The main financial risks to which the Group is exposed are credit risk, liquidity risk and market risk (in particular currency, interest rate and commodity price risk).

The management of these financial risks is coordinated by the Parent Company, which decides, in close collaboration with its operating units, whether and how to hedge these risks.

The Fincantieri Group's receivables essentially comprise amounts owed by private shipowners, generally for shipbuilding projects, by the Italian government both for grants receivable and for supplies to the country's military services, by the US Navy and US Coast Guard and by the Qatari Armed Forced Navy, for shipbuilding contracts.

The Fincantieri Group carries out checks on the financial stability of its customers, including through information obtained from the main credit risk assessment agencies, and constantly monitors counterparty risk, also during the construction phase of orders, reporting any critical cases to top management and assessing the action to be taken depending on the specific case. The Group also maintains a constant dialogue with its customers, undertaking initiatives to support them where deemed essential for the maintenance or growth of the order book.

The Fincantieri Group's customers often make use of credit arrangements to finalize the placement of orders, which are guaranteed by the national Export Credit Agency. This method of financing allows the Fincantieri Group to be certain that the client will have the funds to meet its contractual obligations during construction and upon delivery of the ships; moreover, in the recent past, the support of the Export Credit Agencies has allowed shipowners to obtain the necessary flexibility to

meet their commitments to shipyards even in situations of systemic crisis (for example the "debt holiday" initiative during the COVID-19 pandemic).

With reference to the credit risk, it should also be noted that during the execution of the contract, the Group keeps the ship at its shipyards and the contracts provide for the possibility for Fincantieri, in the event of default by the shipowner, to retain the ship and the advances received. The ship under construction represents in fact a guarantee until the delivery date when payment is made, which is, moreover, often guaranteed, as mentioned, by export credit agencies. In the case of any agreements with shipowners that deviate from what has already been represented, albeit in the presence of appropriate guarantees, the Group monitors the counterparty risk, reporting to top management in order to assess any actions to be taken and to reflect any accounting impacts.

The provision for onerous contracts is set aside when the contract is obtained or when the costs expected to be incurred are updated and it becomes apparent that the costs necessary to complete the contract exceed the contractual revenues of the contract. The financial statements include the provision for onerous contracts among the provisions for risks and charges.

Liquidity risk is associated with the Group's inability to repay its current financial and commercial liabilities or to meet unforeseen cash requirements, related to lower or higher than expected cash receipts or disbursements.

With reference to liquidity risk, it should be noted that as of 31 March 2024, the Net financial position monitored by the Group, presented according to ESMA guidelines, showed a debt of euro 2,413 million (debt of 2,271 million at 31 December 2023). The increase in the quarter was mainly attributable to typical working capital dynamics related to the cruise business and capital expenditure during the period. The cash absorption from cruise ship construction was only partially offset by the delivery of a vessel in the first three months of 2024.

The Group has a solid financial capacity with sufficient liquidity and credit facilities that are adequately diversified in terms of duration, counterparty and technical form to meet its current financial requirements.

In relation to other forms of financing, at 31 March 2024 the Group had euro 2.1 billion of unused financial capacity, including euro 0.5 billion of cash and cash equivalents and euro 1.6 billion of unused credit facilities.

With reference to Payables to suppliers for reverse factoring, these refer to agreements aimed at guaranteeing easier access to credit for suppliers and are based on contractual structures in which the supplier has the discretionary option to sell receivables due from the Group to a finance company and receive the amount owed before the due date. In addition, the supplier also has the option to agree with the Group to extend the due date beyond that shown in the invoice. The additional extensions granted may be either onerous or non-onerous in nature and may fall within a range of 0 to 280 additional days. At 31 March 2024 payables to suppliers for reverse factoring amount to euro 681 million and represent the value of invoices assigned by suppliers and formally recognized as liquid and collectable by the Group and in deferment at that date on the basis of further extensions granted by suppliers with respect to the normal contractual payment terms.

The liquidity risk associated with reverse factoring is considered to be low in view of: i) the contractual agreements, which provide that if one or more agreements are terminated, they must, by formal agreement between the parties, continue to operate for the existing contracts. Therefore, in addition to not being able to request immediate payment of the deferred amounts, the institutions will also have to keep the existing contractual relationships with the suppliers in force until natural expiry; ii) the diversification achieved with the involvement of 10 different operators and with a concentration not exceeding 31% of the value at a given date.

With reference to market risk, it should be noted that production costs are influenced by the price trends of the main raw materials used, such as steel, copper and fuel. The Parent Company monitors these risks and mitigates them by adopting contractual and/or financial hedges where possible and considered appropriate.

The interest rate risk mainly arises due to the uncertainty of cash flows related to the Group's assets and liabilities deriving from interest rate fluctuations; the strategy of managing this risk, implemented through the negotiation of derivative financial instruments (mainly interest rate swaps) has allowed the economic-financial impact of the increase in interest rates to be contained. As a result of the strategy described above, more than 80% of the Group's gross debt, on which interest accrues, benefited from a fixed rate at 31 March 2024.

Exposure to currency risk arises when commercial and financial contracts are denominated in foreign currencies and when goods and materials are purchased in currencies other than the functional currency. Currency risk management is carried out through the negotiation of forward contracts and options and seeks to hedge all of the Group's foreign currency inflows, but only the largest foreign currency outflows.

The table below shows the financial assets and liabilities measured at fair value at 31 March 2024 and at 31 December 2023:

31.03.2024 31.12.2023
(euro/000) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
Assets
Financial assets at fair value through
profit or loss
Equity instruments 4,315 217 4,315 218
Financial assets at fair value through the
statement of comprehensive income
Equity instruments 1,443 20,613 1,056 20,569
Hedging derivatives 68,577 80,462
Total assets 5,758 68,577 20,830 5,371 80,462 20,787
Liabilities
Financial liabilities at fair value through
profit or loss
10,745 9,393
Hedging derivatives 107,858 143,984
Total liabilities - 107,858 10,745 - 143,984 9,393

Financial assets and liabilities measured at fair value are classified in the three hierarchical levels described below, in order of the priority attributed to the inputs used to determine fair value. In particular:

  • Level 1: financial assets and financial liabilities whose fair value is determined using quoted prices (unadjusted) in active markets for identical assets or liabilities;
  • Level 2: financial assets and financial liabilities whose fair value is determined using inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly (primarily: market exchange rates at the reporting date, expected rate differentials between the currencies concerned and volatility of the core markets, interest rates and commodity prices);
  • Level 3: financial assets and financial liabilities whose fair value is determined using inputs not based on observable market data.

Financial assets at fair value through profit or loss and the statement of comprehensive income classified as Level 3 relate to equity investments measured at fair value calculated using valuation techniques whose inputs are not observable on the market.

The increase in Financial liabilities at fair value through profit or loss was due to the fair value adjustment of financial payables, which was recognized among financial expenses in the income statement.

NOTE 2 - SCOPE AND BASIS OF CONSOLIDATION

As previously stated, the accounting standards and basis of consolidation adopted for the preparation of the Condensed Consolidated Interim Financial Statements are in line with those used to prepare the Consolidated Financial Statements, except as reported in Note 3 below.

During the first quarter of 2024 the following companies were incorporated and included in the scope of consolidation:

  • on 15 February 2024, Fincantieri S.p.A. incorporated the joint venture 4TB21 S.c.a.r.l., in which it holds 51% of the share capital. The company, based in Trieste, has as its object the complete unitary execution of the framework agreement for the TOKAMAK Complex Contract – TB21;
  • on 19 March 2024, Fincantieri Infrastructure Opere Marittime S.p.A. incorporated the subsidiary Ortona FM - Società Consortile a Responsabilità Limitata in which it holds 80% of the share capital. The company, based in Rome, is in charge of the design and execution of works related to the Porto di Ortona works contract on behalf of the Port System Authority of the Central Adriatic Sea.

As regards the extraordinary transactions that took place during 2024, on 15 February 2024, Fincantieri S.p.A. acquired 100% of the shares of Remazel Engineering S.p.A. The company's purpose is engineering, procurement and production activities in the offshore sector, with a focus on oil & gas, offshore wind and subsea, crane engineering and production activities, gas turbine production activities and after-sales service activities for all business lines. As a result of this acquisition, the scope of consolidation also includes the Italian associate Remac S.r.l., interest held 49%, and the foreign subsidiaries Remazel Asia Co. Ltd. - Remazel Shanghai Trading Co. Ltd. and Remazel Serviços de sistema Óleo & Gás LTDA, wholly owned, and Credence Offshore Pte Ltd. in liquidation, in which the interest held is 53.87%.

With regard to changes in investments in associates and joint ventures accounted for using the equity method, on 26 March 2024, the subsidiary Vard Group AS sold part of its shareholding in the company Island Offshore XII Ship AS, a 42.2% associate (46.9% at 31 December 2023). At 31 December 2023, this investment was classified among Assets held for sale.

Translation of the financial statements of foreign operations

The main exchange rates used to translate the financial statements of Group companies with a "functional currency" other than the Euro are as follows:

31.03.2024 31.12.2023 31.03.2023
Average rate Closing rate Average rate Closing rate Average rate Closing rate
US Dollar (USD) 1.0858 1.0811 1.0813 1.105 1.073 1.0875
Australian Dollar (AUD) 1.6511 1.6607 1.6288 1.6263 1.5701 1.6268
UAE Dirham (AED) 3.9876 3.9703 3.971 4.0581 3.9606 3.9938
Canadian Dollar (CAD) 1.4639 1.4672 1.4595 1.4642 1.4513 1.4737
Brazilian Real (BRL) 5.3752 5.4032 5.401 5.3618 5.575 5.5158
Norwegian Krone (NOK) 11.4159 11.699 11.4248 11.2405 10.9901 11.394
Indian Rupee (INR) 90.1551 90.1365 89.3001 91.9045 88.2438 89.3995
New Romanian Leu (RON) 4.9735 4.9735 4.9467 4.9756 4.9202 4.949
Chinese Yuan (CNY) 7.8048 7.8144 7.66 7.8509 7.3419 7.4763

NOTE 3 - ACCOUNTING STANDARDS

The recording and measurement criteria adopted in preparing the Quarterly Financial Report at 31 March 2024 are the same as those adopted in preparing the Consolidated Financial Statements at 31 December 2023 to which reference is made. The accounting standards, amendments and interpretations, applicable since 1 January 2024 and also disclosed in the last annual financial report, did not have a significant impact on the quarterly condensed consolidated financial statements.

With regard to accounting standards, amendments and interpretations not yet approved by the European Union, the following updates occurred during the quarter:

  • On 25 May 2023, the IASB published "Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments Disclosures: Supplier Finance Arrangements: Disclosures: Supplier Finance Arrangements". This requires an entity to provide additional disclosures about reverse factoring arrangements so that users of financial statements are able to assess how financial arrangements with suppliers may affect the entity's liabilities and cash flows and to understand how the entity's exposure to liquidity risk are affected by such arrangements. The changes applied from 1 January 2024, with earlier application permitted.
  • On 15 August 2023, the IASB published "Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates": Lack of Exchangeability. The amendment clarifies when one currency cannot be converted into another, how to estimate the exchange rate, and the disclosures to be made in the supplementary notes to the financial statements. The amendment will enter into force on 1 January 2025.
  • On 9 April 2024, the IASB published an amendment entitled "Presentation and Disclosure in Financial Statements". IFRS 18 will replace IAS 1 "Presentation of Financial Standards for financial statement presentation" as the primary source of IFRS accounting standards for financial statement presentation. IFRS 18 introduces new requirements for the presentation of income statements, including specified totals and subtotals. It also requires disclosure of management performance measures and includes new requirements for aggregation and disaggregation of financial information.

IFRS 18 is effective for annual periods beginning on or after 1 January 2027 with earlier application permitted.

NOTE 4 - CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS

For the description of the use of accounting estimates, reference is made to the Consolidated Financial Statements at 31 December 2023 (Note 3 section 19 - Subjective accounting estimates and judgements).

NOTE 5 - INTANGIBLE ASSETS

Movements in this line item are as follows:

(euro/000) Goodwill Client
Relation
ships and
Order
Backlog
Develop
ment costs
Industrial
patents
and intel
lectual
property
rights
Conces
sions,
licenses,
trademarks
and similar
rights
Contrac
tual costs
Other
intangi
bles
Assets
under
construc
tion and
advances
to
suppliers
Total
- cost 250,255 242,112 248,982 255,594 53,212 108,887 26,566 87,216 1,272,824
- accumulated
amortization and
impairment losses
(134,122) (130,625) (196,969) (189,191) (27,969) (83,832) (16,429) (19,247) (798,384)
Net carrying
amount at
01.01.2024
116,133 111,487 52,013 66,403 25,243 25,055 10,137 67,969 474,440
Movements in
2024
- change in the
scope of
consolidation
45,059 31,742 4,458 42 4 81,305
- additions 1,485 33 37 342 7,176 9,073
-
reclassifications/oth
er
2 (1) 4,235 597 (1) 3 (4,775) 60
- amortization (4,327) (4,896) (4,767) (687) (3,197) (723) (18,597)
- exchange rate
differences
(4,057) (1,962) (140) (93) 465 (172) 133 (5,826)
Closing net
carrying amount
157,137 136,939 57,155 62,173 25,099 21,858 9,591 70,503 540,455
- cost 290,525 268,989 269,538 255,879 56,785 108,887 26,716 89,750 1,367,069
- accumulated
amortization and
impairment losses
(133,388) (132,050) (212,383) (193,706) (31,686) (87,029) (17,125) (19,247) (826,614)
Net carrying
amount at
31.03.2024
157,137 136,939 57,155 62,173 25,099 21,858 9,591 70,503 540,455

The change in the scope of consolidation refers to the acquisition of the Remazel Group completed during the quarter. More information can be found in Note 34.

Capital expenditure in the first quarter of 2024 amounted to euro 9,073 thousand and mainly related to:

  • the strengthening of the Group's digital transformation process mainly focused on: (i) expanding the scope of intervention within the production processes, extending solutions to the various work phases in line with the strategic guidelines defined in the Business Plan (e.g. digitalization of auxiliary processes, introduction of machine learning processes, first approach to the use of artificial intelligence solutions, digital twin, IoT, virtual reality) and (ii) the use of advanced analysis/reporting tools;
  • the completion of the project to upgrade the IT environment through the implementation of a high-tech multi-cloud infrastructure;

  • the development of information systems to: (i) support the Group's growing activities with particular reference to the upgrade of management systems and the standardization of management platforms and digital tools among the main subsidiaries and (ii) optimize process management with a focus on production (operational excellence);
  • the continuous implementation of new cyber security tools.

As in previous years, capital expenditure in renewing the Group's network infrastructure and hardware continued.

The exchange rate differences mainly reflect movements in the period by the Norwegian krone, the US dollar and the Canadian dollar against the euro.

"Concessions, licenses, trademarks and similar rights" include euro 15,900 thousand for trademarks with indefinite useful lives, reflecting the expectation for their use and deriving from the acquisition of the US shipyards (namely Marinette and Bay Shipbuilding); these trademarks have been allocated to the cash-generating unit (CGU) representing the American group acquired ("FMG").

"Goodwill" amounts to euro 157,137 thousand at 31 March 2024. The increase compared to 31 December 2023 is due for euro 45,059 thousand to the acquisition of the Remazel Group. In this regard, it should be noted that the purchase price allocation was accounted for on a provisional basis. Further details can be found in Note 34. The remainder of the change refers to the fluctuation of the Euro/Norwegian Krone exchange rate.

CGU (euro/000) Goodwill 31.12.2023 Goodwill 31.03.2024
Vard Offshore and Specialized Vessels 51,804 49,828 NOK
Vard Electro 52,862 50,783 NOK
Fincantieri Group NexTech 11,467 11,467 EUR
Remazel Group 45,059 EUR
Total 116,133 157,137

The table below shows the allocation of goodwill to the various CGUs:

No impairment indicators were recognized in the first quarter of 2024; the reference risk-free interest rates and expected inflation in the countries where the CGUs to which goodwill was allocated operated did not change significantly from those used for the impairment tests conducted at 31 December 2023.

Therefore, for the purposes of preparing these interim financial statements, no further checks were made on the recoverability of the values recorded, as the considerations regarding the structure and assumptions of the test already reported in the Consolidated Financial Statements at 31 December 2023, to which reference should be made, remain valid.

NOTE 6 - RIGHTS OF USE

Movements in this line item are as follows:

(euro/000) Buildings
ROU
State
concessions
ROU
Transport and
lifting vehicles
ROU
Passenger
cars ROU
Computer
equipment
ROU
Other ROU Total
- cost 135,286 34,345 6,366 6,412 406 9,159 191,974
- accumulated
amortization and
impairment losses
(50,232) (7,035) (4,596) (3,987) (358) (901) (67,109)
Net carrying amount at
01.01.2024
85,054 27,310 1,770 2,425 48 8,258 124,865
MOVEMENTS IN 2024
- change in the scope of
consolidation
5,839 139 5,978
- increases 3,827 501 1,419 63 5,810
- decreases (943) (71) (1) (1,015)
- reclassifications/other 177 (1) (1) (1) 1 (2) 173
- amortization (4,786) (581) (346) (469) (20) (105) (6,307)
- exchange rate
differences
557 40 2 2 10 611
Closing net carrying
amount
89,725 26,768 1,924 3,444 31 8,223 130,115
- cost 146,198 34,342 6,867 7,059 337 9,171 203,974
- accumulated
amortization and
impairment losses
(56,473) (7,574) (4,943) (3,615) (306) (948) (73,859)
Net carrying amount at
31.03.2024
89,725 26,768 1,924 3,444 31 8,223 130,115

The Change in the scope of consolidation refers to the acquisition of the Remazel Group during the quarter. More information can be found in Note 34.

Increases in 2024 amounted to euro 5,810 thousand (euro 24,640 thousand in 2023) and mainly related to contracts signed by the Parent Company for euro 2 million, while the decreases related to the early termination of contracts.

For the values of non-current and current financial liabilities deriving from the application of IFRS 16, reference should be made to Notes 21 and 24.

NOTE 7 - PROPERTY, PLANT AND EQUIPMENT

Movements in this line item are as follows:

(euro/000) Land and
buildings
Industrial
plant,
machinery
and
equipment
Assets under
concession
Leasehold
improvementsOther assets
Assets
under
construction
and
advances to
suppliers
Total
- cost 1,022,364 1,706,625 232,303 36,015 351,201 227,458 3,575,966
- accumulated
amortization and
impairment losses
(353,794) (1,138,087) (164,554) (26,230) (209,517) (1,892,182)
Net carrying
amount at
01.01.2024
668,570 568,538 67,749 9,785 141,684 227,458 1,683,784
Movements in 2024
- change in the scope
of consolidation
2,320 2,903 118 835 137 6,313
- additions 634 2,634 18 7 379 22,404 26,076
- net disposals (500) (25) (162) (687)
- other changes/
reclassifications
(291) 6,016 310 (61) 1,570 (7,479) 65
- amortization (7,074) (21,363) (2,175) (363) (4,361) (35,336)
- impairment losses (10) (10)
- exchange rate
differences
3,919 1,800 2 (478) 3,099 8,342
Closing net carrying
amount
668,068 560,028 65,902 9,488 139,604 245,457 1,688,547
- cost 1,029,662 1,726,612 232,631 36,637 355,335 245,457 3,626,334
- accumulated
amortization and
impairment losses
(361,594) (1,166,584) (166,729) (27,149) (215,731) (1,937,787)
Net carrying
amount at
31.03.2024
668,068 560,028 65,902 9,488 139,604 245,457 1,688,547

The Change in the scope of consolidation refers to the acquisition of the Remazel Group during the quarter. More details can be found in Note 34.

Capital expenditure in the first three months of 2024 amounted to euro 26,076 thousand and mainly related to:

  • significant progress at the Riva Trigoso shipyard on the package of works for highly automated plant engineering and the general reorganization of the prefabrication workshop, due to the increased production capacity of the shipyard and increased efficiency of construction activities for naval projects;
  • the plant engineering works related to the extensive reconfiguration of the Sestri Ponente shipyard, which will allow the site to overcome the current size limitations for ships under construction;
  • the continuous upgrading of plant standards at the Tulcea and Braila shipyards in Romania;

  • progress towards the completion, in the US shipyards of Marinette Marine and Bay Shipbuilding, of the major investment program shared with the US Navy during the acquisition phase of the Constellation program;
  • progress on the investment plan in support of FMSNA, on the Jacksonville operating site, to adapt its configuration and infrastructure, as well as production facilities, to ensure maintenance activities mainly for the surface vessels of the Constellation program, as well as other US Navy surface vessels, without neglecting the merchant ship repairs business segment;
  • the continuation, in the Vietnamese yard of Vung Tau, of the site expansion program aimed at increasing production capacity to strengthen the company's leadership position in the construction of SOVs, anticipating market trends driven by growth forecasts for offshore wind;
  • the continuation of Isotta Fraschini Motori's capital expenditure as part of the IFuture project, a program launched in 2020 by the company with the aim of studying innovative solutions for the improvement and expansion of its product portfolio;
  • the ongoing process of modernization and gradual replacement of poorly performing or obsolete assets with more advanced and efficient technological solutions in line with new operating requirements and the highest sustainability criteria;
  • initiatives to research and implement safety levels beyond the legal requirements;
  • specific initiatives for energy efficiency in production infrastructure, equipment and buildings, with the possibility of monitoring, managing and thus reducing environmental impact at the Group level.

Other changes/reclassifications include the reduction of the item Assets under construction and advances, which were in place at the end of the previous period and were reclassified to the respective items when the assets were ready for use.

The exchange rate differences mainly reflect movements in the period by the US dollar against the euro.

NOTE 8 - INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD AND OTHER INVESTMENTS

These are analysed as follows:

(euro/000) Associates Subsidiaries
and joint
ventures
Total
investments
accounted for
using the
equity method
Other
companies
carried at fair
value through
the statement
of
comprehensive
income
Other
companies
carried at
fair value
through
profit and
loss
Total other
investments
Total
01.01.2024 988 32,474 33,462 21,625 4,533 26,158 59,620
Change in the scope of
consolidation
74 399 473 473
Investments 51 51 51
Revaluations/(Impairment
losses) through profit or
loss
317 317 317
Revaluations/(Impairment
losses) through equity
275 275 275
Reclassifications/Other (156) 1 (155) 156 1 157 2
Exchange rate
differences
(7) (7) (2) (2) (9)
31.03.2024 899 33,242 34,141 22,056 4,532 26,588 60,729

The item Change in the scope of consolidation amounts to euro 473 thousand and relates to: i) euro 74 thousand for the acquisition of the associate Remac S.r.l. and ii) euro 399 thousand for the acquisition of subsidiaries of the Remazel Group, valued using the equity method due to their limited size. For further details, see Note 2 Scope and Basis of Consolidation.

Investments made in the first quarter of 2024 totalled euro 51 thousand for the establishment of the company TB21 Società Consortile a r.l. For further details, please refer to Note 2 Scope and basis of consolidation.

The item "Revaluations/(Impairment losses) through profit or loss", positive for euro 317 thousand, refers to the net profit for the period of the companies valued using the equity method, i.e. based on the equity held in the joint ventures Orizzonte Sistemi Navali S.p.A., Etihad Ship Building LLC, CSSC - Fincantieri Cruise Industry Development Ltd. and Naviris S.p.A.

The item Revaluations/(Impairment losses) through equity, positive for euro 275 thousand, refers to the fair value measurement performed on the other non-controlling equity interests (measured at fair value through a contra-entry in the statement of comprehensive income) held in the company SFP Astaldi S.p.A. and Webuild S.p.A. The valuation resulted in a revaluation of euro 275 thousand entered as a contra-entry to an OCI reserve in Fincantieri S.p.A.'s equity.

The item Reclassifications/Other mainly refers to the reclassification of the company Nord Ovest Toscana Energia S.r.l., previously a 34% associate, to Other companies carried at fair value through the statement of comprehensive income following the sale, in 2023, of part of the shareholding held by its parent company SOF S.p.A. The company is now a 6.80% investee company.

Other investments (euro 26,588 thousand at 31 March 2024) include investments measured at fair value, calculated either on the basis of the related prices if quoted in active markets (Level 1), or using valuation techniques whose inputs are not observable on the market (Level 3).

NOTE 9 - NON-CURRENT FINANCIAL ASSETS

These are analysed as follows:

(euro/000) 31.03.2024 31.12.2023
Derivative assets 9,130 19,346
Other non-current financial receivables 653,707 646,534
Non-current financial receivables from associates 16,451 18,293
NON-CURRENT FINANCIAL ASSETS 679,288 684,173

The item "Derivative assets" shows the fair value of derivatives contract in place at the reporting date with a maturity of more than 12 months. The fair value of derivative financial instruments has been calculated considering market parameters and using widely accepted measurement techniques (Level 2). The reduction is mainly attributable to the weakening of the Norwegian krone against the euro and the US dollar and its impact on the instruments held by Vard.

"Other non-current financial receivables" mainly refer to the non-current portion of loans to third parties bearing market rates of interest. This item also includes, for euro 3,500 thousand, the balance of the escrow account where the sums tied to the payment of the deferred purchase price for the acquisition of Remazel have been deposited, which will eventually be settled, depending on the settlement of a dispute relating to the acquired company, after 18 months from the date of acquisition.

"Other non-current financial receivables" are shown net of impairment losses totalling euro 51,785 thousand, determined in accordance with the IFRS 9 accounting standard.

"Non-current financial receivables from associates" relate to receivables for market rate loans disbursed to Group companies that are not consolidated on a line-by-line basis. The amount refers mainly to loans granted to associates of Vard Group AS (approximately euro 16 million). For more information on the counterparties, refer to Note 30 and the analysis of related party transactions.

NOTE 10 - OTHER NON-CURRENT ASSETS

Other non-current assets are analysed as follows:

(euro/000) 31.03.2024 31.12.2023
Other receivables from investee companies 712 696
Government grants receivable 46,139 42,578
Firm commitments 9,796 12,463
Other receivables 17,588 11,301
OTHER NON-CURRENT ASSETS 74,235 67,038

Other non-current assets are stated net of the related provision for impairment amounting to euro 10,390 thousand.

Government grants receivable report the non-current portion of state aid granted by governments in the form of tax credits.

"Firm commitments" of euro 9,796 thousand (euro 12,463 thousand at 31 December 2023) reflect the fair value of the hedged item, represented by the construction contracts in currencies other than the functional currency and therefore subject to exchange rate risk, and it is the subject of fair value hedge used by the VARD group.

"Other receivables" of euro 17,588 thousand (euro 11,301 thousand at 31 December 2023) mainly include the receivable from the Iraqi Ministry of Defence (euro 4,694 thousand) which dates back to previous financial years and is the subject of a dispute. Please refer to the specific section on litigation in Note 30 for a more detailed explanation. The remaining balance of euro 12,894 thousand consists of security deposits, advances and other minor items.

The following table presents the amount of and movements in the provision for impairment of other non-current receivables:

(euro/000) Provision for impairment of other
receivables
01.01.2024 (10,179)
Provisions / (Releases) (211)
31.03.2024 (10,390)

NOTE 11 - DEFERRED TAX ASSETS AND LIABILITIES

Deferred tax assets are analysed as follows:

(euro/000) Total
01.01.2024 231,390
Changes in 2024
- change in the scope of consolidation 2,422
- through profit or loss 6,716
- through other comprehensive income (9,399)
- tax rate and other changes (36,538)
- exchange rate differences 1,943
31.03.2024 196,534

Deferred tax assets have been recognized on items for which the tax is likely to be recovered against forecast future taxable income of Group companies.

Other temporary differences refer to deferred tax assets set aside against future tax benefits associated with optional tax regimes referring to US subsidiaries, elimination of merger/transfer differences, and other income items with deferred deductibility. In particular, the item Tax rate and other changes refers mainly to the offsetting of deferred tax assets and liabilities recognized in the US subsidiary Fincantieri Marine Group for euro 36,440 thousand.

No deferred tax assets have been recognized on euro 338 million (euro 329 million at 31 December 2023) in carry forward losses of subsidiaries which are thought unlikely to be recovered against future taxable income.

Deferred tax liabilities are analysed as follows:

(euro/000) Total
01.01.2024 72,321
Changes in 2024
- change in the scope of consolidation 9,387
- through profit or loss (1,725)
- tax rate and other changes (36,439)
- exchange rate differences 32
31.03.2024 43,576

The deferred tax liabilities for business combinations relate to differences arising when allocating purchase price with regard to: i) intangible assets with indefinite useful lives, primarily client relationships and order backlog; ii) industrial plant, machinery and equipment.

The other temporary differences include the difference between the carrying amount and the tax values of fixed assets, mainly for the American subsidiaries.

The item Tax rate and other changes refers mainly to the offsetting of deferred tax assets and liabilities recognized in the US subsidiary Fincantieri Marine Group for euro 36,440 thousand.

NOTE 12 - INVENTORIES AND ADVANCES

These are analysed as follows:

(euro/000) 31.03.2024 31.12.2023
Raw materials and consumables 471,867 462,782
Work in progress and semi-finished goods 17,743 13,117
Finished products 20,463 18,807
Total inventories 510,073 494,706
Advances to suppliers 309,418 306,367
TOTAL INVENTORIES AND ADVANCES 819,491 801,073

The amount recorded for "Raw materials and consumables" basically represents the volume of stock considered sufficient to ensure the normal conduct of production activities. The increase compared to 2023 is attributable to the increase in inventories generated by the production volumes developed in 2024.

The items "Work in progress and semi-finished goods" and "Finished products" include the manufacture of engines and spare parts. The change in this item compared to 31 December 2023 is attributable to new orders for some products placed by customers.

The values of Inventories and advances are shown net of the relevant provision for impairment. The levels and changes in the provisions representing these adjustments are summarized in the table below:

(euro/000) Provision for impairment -
raw materials
Provision for impairment -
work in progress and
semi-finished goods
Provision for impairment -
finished products
01.01.2024 24,399 1,708 4,071
Provisions 602 - -
Utilizations (62) - -
Business combinations 207 - -
Exchange rate differences 4 - 51
31.03.2024 25,150 1,708 4,122

The "Provision for impairment - raw materials" includes the adjustments made to align the carrying amount of slow-moving materials still in stock at period end with the estimated realizable value.

NOTE 13 - CONTRACT ASSETS AND LIABILITIES

"Contract assets" are analysed as follows:

31.03.2024 31.12.2023
(euro/000) Construction
contracts –
gross
Invoices issued
and provision
for expected
losses
Net assets Construction
contracts –
gross
Invoices issued
and provision
for expected
losses
Net assets
Shipbuilding contracts 10,847,265 (8,690,543) 2,156,722 10,675,038 (8,297,657) 2,377,381
Other contracts for third parties 797,743 (632,948) 164,795 558,529 (438,120) 120,409
Total 11,645,008 (9,323,491) 2,321,517 11,233,567 (8,735,777) 2,497,790

"Construction contracts - assets" report those contracts where the value of the contract's stage of completion exceeds the amount invoiced to the client. The stage of completion is determined as the costs incurred to date plus margins accrued on a pro-rata basis less any impairment losses and expected losses.

"Contract liabilities" are detailed as follows:

31.03.2024 31.12.2023
(euro/000) Construction
contracts –
gross
Invoices issued Net liabilities Construction
contracts –
gross
Invoices issued Net liabilities
Shipbuilding contracts 8,373,853 9,781,142 1,407,289 8,162,021 9,648,998 1,486,977
Other contracts for third parties 99,370 114,317 14,947 10,673 11,099 426
Client advances - 132,077 132,077 - 111,676 111,676
Total 8,473,223 10,027,536 1,554,313 8,172,694 9,771,773 1,599,079

"Construction contracts - liabilities" report those contracts where the value of the stage of completion of the contract is less than the amount invoiced to the client. The stage of completion is determined as the costs incurred compared to those expected for the completion of the contract. In the first quarter of 2024, Contract liabilities saw the development of production volumes and therefore of operating revenue amounting to euro 338 million. "Client advances" refer to contracts on which work had not started at the period-end reporting date. With reference to the performance obligations still to be met, please refer to the information provided in Note 25 on Revenue and income.

NOTE 14 - TRADE RECEIVABLES AND OTHER CURRENT ASSETS

These are analysed as follows:

(euro/000) 31.03.2024 31.12.2023
Trade receivables 1,297,597 767,020
Receivables from controlling companies (tax consolidation) 34,702 35,228
Government grants receivable 57,893 61,282
Other receivables 197,286 121,664
Indirect tax receivables 70,047 65,600
Firm commitments 23,856 22,860
Accrued income 57,056 75,723
Prepayments 1,681 501
TOTAL TRADE RECEIVABLES AND OTHER CURRENT ASSETS 1,740,118 1,149,878

The above receivables are shown net of provisions for the impairment of receivables. These provisions relate to receivables that are no longer considered fully recoverable, including those involving legal action and judicial and out-of-court proceedings in cases of debtor default, also taking into account the estimate of any expected losses.

In particular, it should be noted that Fincantieri has receivables, which originally arose from Astaldi, whose value amounted to euro 26.4 million, subsequently reduced to euro 26.1 million following collections. When Astaldi entered into composition with creditors, Fincantieri requested, and obtained in July 2020, admission to the Fondo Salva Opere (Save Works Fund), intended to satisfy, to a maximum extent of 70%, unsatisfied creditors. After the assignment as part of the procedure of shares and equity instruments in favour of Fincantieri as unsecured creditor for a value of euro 5.5 million, the Company also collected from the said Fund the first tranche of the admitted amount, equal to euro 6.4 million.

Subsequently, the Ministry of Infrastructure and Transport requested the repayment of this tranche, on the assumption that Fincantieri's unsecured claim against Astaldi had been fully repaid with the assignment of the equity financial instruments and shares. An appeal against this request is currently pending before the ordinary courts. On the basis of the opinion of the appointed lawyers, Fincantieri is confident that its reasons will be upheld, and it considers the impairment recognised in the financial statements of euro 7.7 million (equal to 30% of the original receivable) to be appropriate.

The residual risk to which the Company is exposed in the event that its claims are not recognized is therefore euro 12.9 million.

This item also includes the trade receivables reported by the subsidiaries Fincantieri Infrastructure S.p.A. (around euro 13.0 million) and SOF S.p.A. (approximately euro 2.5 million) from Semat S.p.A. and Acciaierie di Italia S.p.A., respectively, and related to the provision of goods and services deemed essential for production operations at the Acciaierie di Italia S.p.A plants in Taranto - which are considered recoverable due to the expectation that the emergency legislation referred to in Decree Law No. 4 of 18 January 2024 and Decree Law No. 9 of 2 February 2024 will apply to the creditor. The measures referred to and the information available to date have been examined with the support of legal advisors in order to assess how the exposure could be recovered, concluding positively on the prospect of full recovery despite the lack of clear visibility on the timing, given the situation affecting the counterparties.

A provision for interest charged on past due trade receivables has been recognized in a "Provision for past due". Provisions for impairment of receivables report the following amounts and movements:

(euro/000) Provision for
impairment of trade
receivables
Provision for past
due interest
Provision for
impairment of other
receivables
Total
01.01.2024 58,552 225 15,370 74,147
Business combinations 514 7 521
Utilizations 26 (98) (72)
Provisions 149 899 1,048
Releases (104) (104)
Exchange rate differences (73) (73)
31.03.2024 59,168 121 16,178 75,467

For considerations regarding credit risk, please refer to the section 'Financial Risk Management' in Note 1.

"Government grants receivable", amounting to euro 57,893 thousand (euro 61,282 thousand at 31 December 2023), mainly includes grants receivable by the Parent Company and the subsidiaries Isotta Fraschini Motori S.p.A., Ce.Te.Na S.p.A. and IDS Ingegneria dei Sistemi S.p.A. for research and innovation and the receivables recognized by the FMG Group for operating and capital grants from the State of Wisconsin for ongoing shipbuilding programs for the US Navy.

The balance of the item Sundry receivables, amounting to euro 197,286 thousand (euro 121,664 thousand at 31 December 2023), is mainly made up of receivables for supplies on behalf of shipowners, insurance compensation, other receivables from suppliers, miscellaneous receivables from personnel, receivables for research grants, receivables from Social Security and Welfare Institutions, and other sundry receivables, mainly relating to the Parent Company.

The balance of "Indirect tax receivables" amounting to euro 70,047 thousand (euro 65,600 thousand at 31 December 2023) mainly relates to VAT refunds claimed or eligible for offset, foreign indirect taxes and claims for customs duty refunds from the Italian Customs Authority.

"Firm commitments" of euro 23,856 thousand (euro 22,860 thousand at 31 December 2023) reflect the fair value of the hedged item, represented by the construction contracts in currencies other than the functional currency and therefore subject to exchange rate risk, and is covered by a fair value hedge used by the VARD group.

"Accrued Income", amounting to euro 57,056 thousand (euro 75,723 thousand at 31 December 2023), mainly relates to insurance premiums and other expenses relating to future periods.

NOTE 15 - INCOME TAX ASSETS

(euro/000) 31.03.2024 31.12.2023
Italian corporate income taxation (IRES) 10,272 8,737
Italian regional tax on productive activities (IRAP) 2,820 4,450
Foreign tax 12,017 20,915
TOTAL INCOME TAX ASSETS 25,109 34,102

No impairment has been recognized for foreign tax receivables, as there is no risk regarding their recovery.

NOTE 16 - CURRENT FINANCIAL ASSETS

These are analysed as follows:

(euro/000) 31.03.2024 31.12.2023
Derivative assets 59,447 61,116
Other receivables 1,939 1,453
Current financial receivables from associates and joint ventures 14,474 14,490
Accrued interest income 11,678 12,819
Prepaid interest and other financial expense 2,058 2,246
TOTAL CURRENT FINANCIAL ASSETS 89,596 92,124

The item "Derivative assets" shows the fair value of derivatives contract in place at the reporting date with a maturity of less than 12 months. The fair value of derivative financial instruments has been calculated considering market parameters and using widely accepted measurement techniques (Level 2).

"Current financial receivables from associates and joint ventures" mainly relates to the residual portion of the shareholder loan made to the joint venture CSSC – Fincantieri Cruise Industry Development Ltd.

NOTE 17 - CASH AND CASH EQUIVALENTS

These are analysed as follows:

(euro/000) 31.03.2024 31.12.2023
Bank and postal deposits 459,559 756,668
Checks 365 425
Cash on hand 217 180
TOTAL CASH AND CASH EQUIVALENTS 460,141 757,273

Cash and cash equivalents at the end of the period refer to the balance of on-demand and time bank deposits held with leading banks.

NOTE 18 - EQUITY

The composition of equity is analysed in the following table:

(euro/000) 31.03.2024 31.12.2023
Attributable to owners of the Parent Company
Share Capital 862,981 862,981
Reserve of treasury shares (4,799) (4,799)
Share premium reserve 110,499 110,499
Legal reserve 65,066 65,066
Cash flow hedge reserve (12,013) (40,137)
Financial asset fair value reserve through the statement of
comprehensive income
(951) (1,226)
Currency translation reserve (119,619) (117,293)
Other reserves and retained earnings (440,940) (389,141)
Profit/(loss) for the period (17,807) (52,830)
442,417 433,120
Attributable to Non-Controlling Interests
Capital and reserves (8,602) (8,380)
Financial asset fair value reserve through the statement of
comprehensive income
(7) (7)
Currency translation reserve 9,938 9,709
Profit/(loss) for the period (1,740) (281)
(411) 1,041
TOTAL EQUITY 442,006 434,161

SHARE CAPITAL

The Share Capital of Fincantieri S.p.A. amounts to euro 862,980,725.70, fully paid-in, divided into 1,699,651,360 ordinary shares (including 8,059,914 treasury shares in portfolio), with no par value.

As at 31 March 2024, 71.32% of the Parent Company's Share Capital, amounting to euro 862,980,725.70, was held by CDP Equity S.p.A.; the remainder was distributed on the general market (except for 0.47% of shares owned by Fincantieri as treasury shares). None of the other private investors holds a significant stake equal to or greater than 3%. It should be noted that 100% of the Share Capital of CDP Equity S.p.A. is owned by Cassa Depositi e Prestiti S.p.A., 82.77% of whose Share Capital is in turn owned by Italy's Ministry of Economy and Finance.

RESERVE OF TREASURY SHARES

The reserve is negative for euro 4,799 thousand and comprises the value of the treasury shares for the Company's incentive plans called "Performance Share Plan" (described in more detail in Note 30).

At 31 March 2024, the treasury shares in portfolio amounted to 8,059,914, corresponding to 0.47% of the Share Capital, unchanged with respect to 31 December 2023.

For further information, refer to Note 30 – Other information, in the section "Medium/long-term incentive plan".

The number of shares issued is reconciled to the number of shares outstanding in Fincantieri S.p.A. at 31 March 2024.

No. of shares
Ordinary shares issued 1,699,651,360
less: treasury shares purchased (8,059,914)
Ordinary shares outstanding at 31.12.2023 1,691,591,446
Changes in 2024
plus: treasury shares allocated
less: treasury shares purchased
Ordinary shares outstanding at 31.03.2024 1,691,591,446
Ordinary shares issued 1,699,651,360
less: treasury shares purchased (8,059,914)

SHARE PREMIUM RESERVE

This reserve was recorded as a result of the Share Capital increase accompanying the Company's listing on the Mercato Telematico Azionario of Borsa Italiana S.p.A. (MTA) of 3 July 2014. Listing costs of euro 11,072 thousand (net of tax effects) relating to the capital increase have been deducted from equity, as a deduction from the share premium reserve, in compliance with IAS 32.

CASH FLOW HEDGE RESERVE

The cash flow hedge reserve reports the change in the effective portion of derivative hedging instruments measured at fair value; movements in the cash flow hedge reserve are shown at the bottom of this note.

CURRENCY TRANSLATION RESERVE

The currency translation reserve reflects exchange rate differences arising from the conversion into Euro of financial statements of foreign operations prepared in currencies other than the Euro.

OTHER RESERVES AND RETAINED EARNINGS

These mainly comprise: i) the extraordinary reserve, to which surplus earnings are allocated after making allocations to the legal reserve and distributions in the form of shareholder dividends; ii) the reserve to cover the issue of shares for the 1st cycle of the Long Term Incentive Plan (LTIP); iii) actuarial gains and losses on employee benefits in accordance with IAS 19 Revised; iv) the reserve for the share-based incentive plan for management.

The Reserve to cover the issue of shares in Fincantieri S.p.A amounts to euro 3,842 thousand and was set up by resolution of the Board of Directors on 27 June 2019 for the issue of shares to allocate to employees during the payout of the first cycle of the incentive plan "2016-2018 Performance Share Plan", through the reclassification from the reserves of available earnings and more specifically from

the extraordinary reserve. For further information, refer to Note 30 – Other information, in the section "Medium/long-term incentive plan".

The reserve related to the management share incentive plan, amounting to euro 6,047 thousand, increased in the first quarter of 2024 by euro 1,009 thousand, as a result of the portion recorded in the costs of personnel and directors of the Company benefiting from the plan. For further details on the incentive plan, please refer to Note 30 - Other information, in the section "Medium/long-term incentive plan".

The decrease is mainly attributable to the carry forward of the 2023 result.

NON-CONTROLLING INTERESTS

The change with respect to 31 December 2023 is attributable to the profit/loss for the period for noncontrolling interests.

OTHER COMPREHENSIVE INCOME/LOSSES

The amount of other comprehensive income/losses, presented in the statement of comprehensive income, is as follows:

31.03.2024 31.03.2023
(euro/000) Gross
amount
Tax
(expense)/benefit
Net
amount
Gross
amount
Tax
(expense)/benefit
Net
amount
Effective portion of profits/(losses) on
cash flow hedging instruments
37,523 (9,399) 28,124 (27,796) 6,015 (21,781)
Gains/(losses) from remeasurement of
employee defined benefit plans
Gains/(Losses) from fair value
measurement of investments measured
at FVTOCI
276 276
Gains/(losses) arising on translation of
financial statements of foreign operations
(2,100) (2,100) (6,361) (6,361)
Total other comprehensive
income/(losses)
35,699 (9,399) 26,300 (34,157) 6,015 (28,142)
(euro/000) 31.03.2024 31.03.2023
Effective portion of gains/(losses) on cash flow hedging instruments arising in the
period
(14,774) 36,589
Effective portion of profits/(losses) on cash flow hedging instruments reclassified to
profit or loss
52,297 (64,385)
Effective portion of gains/(losses) on cash flow hedging instruments 37,523 (27,796)
Tax effect of other components of comprehensive income (9,399) 6,015
TOTAL OTHER COMPREHENSIVE INCOME/(LOSSES), NET OF TAX 28,124 (21,781)

MOVEMENTS IN THE CASH FLOW HEDGE RESERVE AND IMPACT OF FINANCIAL INSTRUMENTS ON PROFIT OR LOSS

The following table presents movements in the cash flow hedge reserve and the effect of derivative instruments on profit or loss:

Effect on profit or
(euro/000) Gross Income
taxes
Net loss.
01.01.2023 64,336 (15,195) 49,141 (224)
Change in fair value (52,366) 12,229 (40,137) -
Utilizations (64,336) 15,195 (49,141) 49,141
Other income/(expenses) for risk hedging (52,230)
Financial income/(expenses) relating to trading derivatives
and time-value component of hedging derivatives
47,751
31.12.2023 (52,366) 12,229 (40,137) 44,662
Change in fair value (14,843) 2,830 (12,013) -
Utilizations 52,366 (12,229) 40,137 (40,137)
Other income/(expenses) for risk hedging 45,219
Financial income/(expenses) relating to trading derivatives
and time-value component of hedging derivatives
8,031
31.03.2024 (14,843) 2,830 (12,013) 13,113

NOTE 19 - PROVISIONS FOR RISKS AND CHARGES

(euro/000) Litigation Product
warranty
Onerous
contracts
Risks for
financial
guarantees
Business
reorganiza
tion
Other risks
and
charges
Total
- of which non-current portion 37,707 63,836 185,101 38,106 79,967 404,717
- of which current portion 990 14,348 81,694 1,157 1,158 99,347
01.01.2024 38,697 78,184 266,795 38,106 1,157 81,125 504,064
Business combinations 2,630 5,118 7,748
Provisions for onerous
contracts
23,569 23,569
Risk provisions 12,541 5,483 6,599 24,623
Utilization for onerous
contracts
(40,712) (40,712)
Utilizations (6,379) (4,942) (639) (11,960)
Releases (373) (2,823) (738) (6,968) (10,902)
Other changes 2 512 (1) 513
Exchange rate differences (200) 2,578 (45) (182) 2,151
31.03.2024 47,116 75,704 252,004 38,106 1,111 85,053 499,094
- of which non-current portion 45,826 60,901 118,808 38,106 83,913 347,554
- of which current portion 1,290 14,803 133,196 1,111 1,140 151,540

These are analysed as follows:

The change in "Business combinations" relates to the acquisition of the Remazel Group during the quarter. More information can be found in Note 34.

Increases in the litigation provision mainly refer to: i) precautionary provisions for claims brought by former workers, authorities or third parties for damages arising from asbestos exposure; ii) other provisions for litigation with employees and suppliers and for other legal proceedings. Utilization of the provision for litigation refers mainly to compensation paid in relation to asbestos-related lawsuits.

The "Product warranty" provision includes amounts set aside for the estimated cost of carrying out work under contractual guarantee after vessel delivery. The warranty period normally lasts for 1 or 2 years after delivery.

The item "Provisions for onerous contracts" includes the amount of estimated losses to completion with respect to existing construction contracts if increases in costs compared to those originally expected are not covered by the contractually agreed payments. The provisions recorded in the period mainly relate to the deterioration in marginality and the consequent expected losses recorded on some job orders. The utilizations of these provisions during the period are related to the stage of completion of the relevant orders. Provisions/utilization for onerous contracts are included in the item "Change in Contract assets and liabilities" included in operating revenue in Note 25.

The "Risks for financial guarantees" refers to the liability for credit risk related to a financial guarantee issued in favour of a third party. The provision has not changed since 31 December 2023.

Allocations have been made to the "Business reorganization" provision in previous years for the cost of the reorganization programs initiated by Vard in its Norwegian shipyards, which was not utilized in the first quarter of 2024.

The balance of "Provisions for other risks and charges" relates to provisions for risks related to various kinds of disputes, mostly of a contractual, technical or fiscal nature, which might be settled at the Group's expense either in or out of court. The item includes the provisions to cover the risks of environmental remediation (euro 4 million) and losses on investments in non-consolidated companies (euro 3 million). The increase in provisions for other risks and charges is mainly attributable to the Parent Company and refers to the provision made to cover estimated future charges that the company may incur in connection with certain ship orders.

More information can be found in Note 30.

NOTE 20 - EMPLOYEE BENEFITS

Movements in this line item are as follows:

(euro/000) 31.03.2024 31.12.2023
Opening balance 54,396 53,879
Business combinations 446 14
Interest cost 503 1,885
Actuarial (Gains)/Losses 44 1,528
Utilizations for benefits and advances paid (812) (4,007)
Staff transfers and other movements 99 1,097
Closing balance 54,676 54,396
Plan assets (1) (1)
Closing balance 54,675 54,395

The balance at 31 March 2024 of euro 54,675 thousand mainly comprises employee severance benefit pertaining to the Group's Italian companies (euro 54,455 thousand).

The amount of Italian employee severance benefit recognized in the financial statements is calculated on an actuarial basis using the projected unit credit method; the discount rate used by this method to calculate the present value of the defined benefit obligation reflects the market yield on bonds with the same maturity as that expected for the obligation. The assumptions adopted remain in line with those adopted in the Financial Statements at 31 December 2023 to which reference is made.

NOTE 21 - NON-CURRENT FINANCIAL LIABILITIES

These are analysed as follows:

(euro/000) 31.03.2024 31.12.2023
Bank loans and credit facilities - non-current portion 1,588,988 1,560,023
Other payables to other lenders 8,942 13,250
Financial payables for leasing IFRS 16 - non-current portion 110,343 109,812
Fair value of options on equity investments 2,315 1,115
Derivative liabilities 53,278 95,205
TOTAL NON-CURRENT FINANCIAL LIABILITIES 1,763,866 1,779,405

As 31 March 2024, approximately euro 15 million of bank loans due within the next 12 months were reclassified from non-current portion to the current portion.

It should be noted that there are no clauses in the loan agreements that require compliance with parameters whose breach would result in forfeiture of the benefit of the term. In addition, for existing loan agreements, no events occurred during the year that would trigger accelerated repayment clauses.

The item Other payables to other lenders refers to the non-current portion of outstanding financial liabilities with non-banking counterparties. The change is mainly attributable to the reclassification from non-current to current of the payable to the extraordinary commissioners for the acquisition of the business unit headed by INSO - Sistemi per le INfrastrutture SOciali S.p.A. and its subsidiary SOF S.p.A. by FINSO - Fincantieri INfrastrutture Sociali S.p.A.

"Financial payables for leasing IFRS 16 – non-current portion" refers to the non-current portion of the financial liabilities for lease payments falling within the scope of IFRS 16. For the current portion see Note 24. Note 6 contains details on related rights of use.

The change in the item Fair Value of options on equity investments is mainly due to the adjustment of the fair value of the option to purchase the minority shares of the subsidiary FINSO - Fincantieri INfrastrutture Sociali S.p.A.

"Derivative liabilities" represent the period-end reporting date fair value of derivatives with a maturity of more than 12 months. The fair value of derivative financial instruments has been calculated considering market parameters and using widely accepted measurement techniques (Level 2). The increase in this item compared to 31 December 2023 is mainly attributable to the change in the fair value of the Parent Company's interest rate swaps.

NOTE 22 - OTHER NON-CURRENT LIABILITIES

These are analysed as follows:

(euro/000) 31.03.2024 31.12.2023
Capital grants 52,039 50,490
Other liabilities 7,384 6,422
Firm commitments 5,143 13,370
TOTAL OTHER NON-CURRENT LIABILITIES 64,566 70,282

"Capital grants" mainly comprise deferred income associated with grants for property, plant and equipment and innovation grants which will be released to income in future years to match the related depreciation/amortization of these assets.

"Other liabilities" include euro 4,694 thousand in payables to other parties in respect of the amount owed by the Iraqi Ministry of Defense (see Note 10).

NOTE 23 - TRADE PAYABLES AND OTHER CURRENT LIABILITIES

These are analysed as follows:

(euro/000) 31.03.2024 31.12.2023
Payables to suppliers 2,133,948 1,977,511
Payables to suppliers for reverse factoring 680,867 493,263
Social security payables 73,479 57,600
Other payables to employees for deferred wages and salaries 187,730 152,498
Other payables 152,118 151,695
Other payables to Parent Company 1,158 3
Indirect tax payables 20,874 13,061
Firm commitments 15,764 18,088
Accrued expenses 1,041 2,618
Deferred income 5,905 5,412
TOTAL TRADE PAYABLES AND OTHER CURRENT LIABILITIES 3,272,884 2,871,749

"Payables to suppliers for reverse factoring" report the payables sold to factoring companies by suppliers. These payables are classified among "Trade payables and other current liabilities" since they are related to obligations for the supply of goods and services used during the normal operating cycle. The sale is agreed with the supplier and envisages the possibility for the latter to give further extensions for consideration or not. With regard to the presentation in the Statement of Cash Flows, it should be noted that the cash flows related to these transactions are included in the Net cash flows from operating activities described in Note 31.

"Social security payables" include amounts due to INPS (the Italian National Institute for Social Security) for employer and employee contributions on December's wages and salaries and contributions on end-of-period wage adjustments.

"Other payables to employees for deferred wages and salaries" reported at 31 March 2024 include the effects of allocations made for unused holidays and deferred pay.

"Other payables" include employee income tax withholdings payable to tax authorities, sundry payables for insurance premiums, advances received against research grants, amounts payable to

employee supplementary pension funds, security deposits received and various liabilities for disputes in the process of being settled financially.

"Other payables to the Parent Company" refers to the payables to Cassa Depositi e Prestiti S.p.A. recorded in Fincantieri S.p.A. for the tax consolidation.

"Firm commitments" reflect the fair value of the hedged item, represented by the construction contracts in currencies other than the functional currency and therefore subject to exchange rate risk, and it is the subject of fair value hedge used by the VARD group.

NOTE 24 - CURRENT FINANCIAL LIABILITIES

These are analysed as follows:

(euro/000) 31.03.2024 31.12.2023
Payables for commercial paper 196,500 146,000
Bank loans and credit facilities - current portion 460,442 587,981
Loans from BIIS - current portion 394 394
Bank loans and credit facilities - Construction loans 115,000 262,000
Other short-term bank debt 172,640 164,037
Other financial payables to others - current portion 8,207 2,759
Bank credit facilities repayable on demand 372 1,557
Payables to joint ventures 82,976 14,976
Payables to associates 24,742 30,293
Financial payables for leasing IFRS 16 - current portion 21,161 20,705
Fair value of options on equity investments 8,430 8,278
Derivative liabilities 54,580 48,779
Deferred interest and other financial items 12,932 10,529
Accrued interest expense 7,734 8,076
TOTAL CURRENT FINANCIAL LIABILITIES 1,166,110 1,306,364

Regarding the Euro-Commercial Paper Step Label financing program, the total drawdown at 31 March 2024 amounts to euro 196.5 million, compared to a maximum of euro 500 million provided for under the agreement.

"Bank loans and credit facilities - current portion" refers to the portions of medium and long-term loans due within the next 12 months. The change with respect to 31 December 2023 is due to the natural repayment of the portions of medium/long-term loans maturing in the first quarter of 2024, partially offset by the reclassification of maturing medium/long-term loans to current.

At 31 March 2024, the item "Bank loans and credit facilities - Construction loans" includes the utilization of euro 115 million of credit facilities for construction loans by Fincantieri S.p.A. At March 31, 2024, the Group had construction loans amounting to approximately euro 1,215 million, unaltered compared to 31 December 2023.

As 31 March 2024, the item "Other short-term bank debt" refers mainly to bank debts of VARD Group companies aimed at supporting the construction of orders in the portfolio.

At 31 March 2024, the Group also had a total of euro 130 million in committed credit facilities with leading Italian and international banks maturing in 2024. As at 31 March 2024, these revolving credit

facilities had not been drawn down. It should be noted that during the first quarter of 2024, a euro 100 million committed credit facility with a leading Italian bank expired naturally, and its renewal is currently at an advanced stage of negotiation. In addition to these committed credit lines, the Group had additional unused revocable credit facilities with leading national and international banks for about euro 395 million, of which about 14 million had been drawn down at that date.

The change in "Other financial payables to others" is mainly attributable to the reclassification from non-current to current of the payable to the extraordinary commissioners for the acquisition of the business unit headed by INSO - Sistemi per le INfrastrutture SOciali S.p.A. and its subsidiary SOF S.p.A. by FINSO - Fincantieri INfrastrutture Sociali S.p.A.

"Payables to joint ventures" relate to the negative balance on the intercompany current account with Orizzonte Sistemi Navali and Naviris.

"Payables to associates" is mainly attributable to an interest-bearing loan held by the subsidiary Fincantieri Infrastructure Opere Marittime S.p.A., maturing in 2024 and still outstanding at 31 March 2024 for euro 24,742 thousand.

The item "Fair value of options on equity investments" (Level 3), amounting to Euro 8,430 thousand (Euro 8,278 thousand as at 31 December 2023), mainly relates to the put option recognized with respect to minority shareholders of the American group FMG.

"Financial payables for leasing IFRS 16 – current portion" refers to the current portion of the financial liability for lease payments falling within the scope of IFRS 16. For the non-current portion see Note 21. Note 6 contains details on related rights of use.

"Derivative liabilities" refers to the fair value of derivative financial instruments, which was calculated considering market parameters and using valuation models widely used in the financial sector (Level 2).

NOTE 25 - REVENUE AND INCOME

These are analysed as follows:

(euro/000) 31.03.2024 31.03.2023
Sales and service revenue 1,245,196 1,575,004
Change in Contract assets and liabilities 486,555 158,087
Operating revenue 1,731,751 1,733,091
Gains on disposal 69 311
Sundry revenue and income 27,179 19,941
Government grants 7,951 10,165
Other revenue and income 35,199 30,417
TOTAL REVENUE AND INCOME 1,766,950 1,763,508

"Operating revenue" mainly includes revenue arising from contractual obligations satisfied "over time", i.e. over the gradual progress of activities. Revenue and income increased slightly compared to the previous period (+0.19%). For more details on the breakdown of revenues by business segment, please refer to Note 32.

The aggregate value of contracts acquired relating to performance obligations that have not been fulfilled or have been partially fulfilled at 31 March 2024 is the order backlog, i.e. the residual value of orders not yet completed. This is calculated as the difference between the total value of the order (including any order modifications and additions agreed) and the accumulated value of work in progress ("Construction contracts – gross", both assets and liabilities) developed at the reporting date. The order backlog at 31 March 2024 stands at euro 21.9 billion and guarantees about 3 years of work if related to 2023 operating revenues. For further information please refer to the Group Report On Operations.

Change in Contract assets and liabilities includes provisions/utilization for onerous contracts included in the Provisions for risks and charges in Note 19.

NOTE 26 - OPERATING COSTS

MATERIALS, SERVICES AND OTHER COSTS

Materials, services and other costs are analysed as follows:

(euro/000) 31.03.2024 31.03.2023
Raw materials and consumables (790,014) (879,138)
Services (540,492) (491,458)
Leases and rentals (10,906) (9,576)
Change in inventories of raw materials and consumables 24,116 34,183
Change in work in progress (1,079) 499
Sundry operating costs (13,997) (19,565)
Cost of materials and services capitalized in fixed assets 3,926 789
Total materials, services and other costs (1,328,446) (1,364,266)

"Services" includes charges related to the "Performance Share Plan" (euro 134 thousand) for the portion related to the Parent Company's Chief Executive Officer. More details on the operation can be found in Note 30.

"Leases and rentals" mainly includes costs relating to short-term leasing contracts and the remainder to leasing contracts covering assets of modest value.

"Sundry operating costs" include euro 204 thousand in losses on the disposal of non-current assets (euro 259 thousand at 31 March 2023) and tax charges for euro 3,674 thousand (euro 2,218 thousand at 31 March 2023).

(euro/000) 31.03.2024 31.03.2023
Personnel costs
- wages and salaries (246,251) (228,195)
- social security (68,719) (64,516)
- costs for defined contribution plans (12,020) (11,448)
- costs for defined benefit plans (115) (124)
- other personnel costs (10,005) (7,640)
Personnel costs capitalized in fixed assets 1,299 2,297
Total personnel costs (335,811) (309,626)

"Personnel costs" represent the total cost incurred for employees, including wages and salaries, employer social security contributions payable by the Group, gifts and travel allowances.

It should be noted that "Other personnel costs" includes charges related to the "Performance Share Plan" (euro 874 thousand). More details can be found in Note 30.

Headcount

Headcount is distributed as follows:

(number) 31.03.2024 31.03.2023
Employees at period end:
Total at period end 21,729 20,777
- of whom in Italy 11,385 10,944
- of whom in Parent Company 9,147 8,942
Average number of employees 21,481 20,700
- of whom in Italy 11,233 10,850
- of whom in Parent Company 9,038 8,877

DEPRECIATION, AMORTIZATION AND IMPAIRMENT AND PROVISIONS

(euro/000) 31.03.2024 31.03.2023
Depreciation and amortization:
- amortization of intangible assets (18,603) (17,822)
- depreciation of rights of use (6,310) (4,919)
- depreciation of property plant and equipment (35,327) (32,725)
Impairment losses:
- impairment of intangible assets (111)
- impairment of property plant and equipment (25) (13)
Total depreciation, amortization and impairment (60,265) (55,590)
Provisions
- increases in provisions for risks and charges (24,846) (17,048)
- release of provisions for risk and impairment reversals 10,045 523
- impairment of contractual assets (899) (55)
- impairment of receivables (360) (260)
Total provisions (16,060) (16,840)

A breakdown of depreciation and amortization is provided in Notes 5, 6 and 7."Impairment of receivables" relates to prudent appropriations to align the nominal value of receivables with estimated realizable value.

"Increases in provisions for risks and charges" mainly comprise provisions for obligations deriving from contractual warranties for euro 5,799 thousand (euro 1,594 thousand at 31 March 2023), and provisions for risks, for euro 12,541 thousand (euro 12,762 thousand at 31 March 2023). The remainder of the item refers to provisions made against risks for various kinds of disputes, mostly of a contractual, technical and tax nature. More details about the nature of the provisions made can be found in Note 19 and Note 30.

NOTE 27 - FINANCIAL INCOME AND EXPENSES

These are analysed as follows:

(euro/000) 31.03.2024 31.03.2023
FINANCIAL INCOME
Interest and fees from joint ventures and associates 106 590
Bank interest and fees and other income 4,106 4,905
Interest and other income from financial assets 9,248 1,732
Foreign exchange gains 3,793 5,076
Total financial income 17,253 12,303
FINANCIAL EXPENSES
Interest and fees charged by joint ventures (1,003) (136)
Interest and fees charged by controlling companies (152) (331)
Net expenses from derivative financial instruments 11,200 7,430
Interest on employee benefit plans (321) (391)
Interest and fees on bonds and commercial papers (2,741) (1,439)
Interest and fees on construction loans (3,673) (6,480)
Bank interest and fees and other expense (59,974) (30,651)
Interest paid on leases IFRS 16 (931) (794)
Foreign exchange losses (5,971) (9,871)
Total financial expenses (63,566) (42,663)
TOTAL FINANCIAL INCOME AND EXPENSES (46,313) (30,360)

"Interest and other income from financial assets" includes interest at market rates on loans granted to third parties during the period.

The increase in "Bank interest and fees and other expense" is mainly attributable to the rise in interest rates in the Euro Zone and the trend in gross debt. This effect was partially mitigated by the increase in income generated by interest rate hedges, the recognition in the income statement of which is included in the item "Net expenses from derivative financial instruments", and by the reduction in the item "Interest and fees on construction loans".

"Foreign exchange gains and losses" reflect the effects of changes in the currencies to which the Group is exposed and the related hedging derivatives.

NOTE 28 - INCOME AND EXPENSE FROM INVESTMENTS

These are analysed as follows:

(euro/000) 31.03.2024 31.03.2023
INCOME
Gains from sale of investments 9
Total income - 9
EXPENSE
Other losses from investments
Total expense - -
INCOME/(EXPENSE) FROM INVESTMENTS - 9
SHARE OF PROFIT/(LOSS) OF INVESTMENTS ACCOUNTED FOR USING THE
EQUITY METHOD
Profit 400 -
Loss (83) (1,407)
SHARE OF PROFIT/(LOSS) OF INVESTMENTS ACCOUNTED FOR USING THE
EQUITY METHOD
317 (1,407)
TOTAL INCOME AND EXPENSE FROM INVESTMENTS 317 (1,398)

The item Share of profit/(loss) from equity-accounted investments, amounting to a profit of euro 317 thousand (loss of euro 1,407 thousand in Q1 2023) refers to the pro-rata result of the Group's joint ventures:

For more details on the changes to investments, see Note 8.

NOTE 29 - INCOME TAXES

Income taxes were calculated on the basis of the profit/(loss) for the period. The balance at 31 March 2024 is composed for euro 8,360 thousand of the negative balance of current taxes and for euro 8,441 thousand of the positive balance of deferred taxes. The overall tax burden, in terms of the tax rate, is influenced on the one hand by the positive effects of the domestic tax consolidation with the parent company CDP and on the other by the losses incurred by certain subsidiaries for which no deferred tax assets were recognized, due to the conditions not being met.

With regard to the trend in deferred taxes, please refer to Note 11.

Legislative Decree No. 209 of 27 December 2023 ("Pillar II" or "global minimum tax") implemented, effective as of the 2024 tax year, Directive No. 2022/2523 - based on the paper "Tax Challenges Arising from the Digitalisation of the Economy - Global Anti-Base Erosion Model Rules (Pillar Two)" issued by the OECD on 14 December 2021 - which introduced a minimum effective tax regime for domestic and multinational groups at the rate of 15% for each jurisdiction in which they are located. With respect to what has already been reported in the annual financial statements for the year ended 31 December 2023, work is continuing, in concert with the parent company CDP, on adapting to Pillar II regulatory requirements, aimed at implementing the management model for (i) the collection of relevant information, (ii) the calculation of the global minimum tax, and (iii) the fulfilment of reporting obligations under the regulations, including through a specific technological platform. Fincantieri qualifies as a Partially-Owned Parent Entity with respect to the Parent Company CDP for the purposes of the above regulations and, based on the information currently available, with respect to the valuations relevant to the preparation of the Interim Financial Statements, from which no significant changes have emerged in comparison to 31 December 2023, the impact in terms of additional tax is not significant.

NOTE 30 - OTHER INFORMATION

NET FINANCIAL POSITION

For the purposes of complying with Consob Communication no. DEM/6064293/2006, the following table shows the Net financial position as per ESMA recommendation. The table and information provided below have been adjusted to reflect the updates in the document ESMA 32-382-1138 dated 4 March 2021.

(euro/000) 31.03.2024 31.12.2023
A. Cash and cash equivalents 460,139 757,272
B. Cash equivalents 2
C. Other current financial assets 57,135 57,212
- of which related parties 18,924 17,408
D. Cash and cash equivalents (A)+(B)+(C) 517,276 814,484
E. Current financial payables (including debt instruments, but excluding current portion of (686,267) (707,543)
non-current financial payables)
- of which related parties
(109,726) (46,439)
- of which Construction loans (115,000) (262,000)
- of which Current portion of debt instruments (196,500) (146,000)
F. Current portion of non-current financial payables (479,843) (598,821)
- of which related parties (9,097) (9,075)
G. Current debt (E)+(F) (1,166,110) (1,306,364)
H. Net current cash/(debt) (D)+(G) (648,834) (491,880)
I. Non-current financial payables (excluding current portion of debt instruments) (1,763,866) (1,779,405)
- of which related parties (4,328) (4,328)
J. Debt instruments
K. Trade payables and other non-current liabilities
L. Non-current debt (l)+(J)+(K) (1,763,866) (1,779,405)
M. Total Net financial position (H)+(L) (2,412,700) (2,271,285)

For indirect debt and/or conditional debt not reflected in the table, reference should be made: i) to Note 19 and Note 20 for the provisions recognized in the financial statements; ii) to Note 23 and Note 1 for payables for reverse factoring (amounting to euro 680,867 thousand at 31 March 2024).

Lastly, commitments related to lease agreements not recognized as liabilities in the financial statements since they do not fall under IFRS 16 amount to euro 19 million at 31 March 2024.

SIGNIFICANT NON-RECURRING EVENTS AND TRANSACTIONS

With reference to the provisions of Consob Resolution no. 15519 of 27 July 2006, there were no significant non-recurring events and/or transactions at 31 March 2024.

ATYPICAL AND/OR UNUSUAL TRANSACTIONS

In accordance with the disclosures required by Consob Communication no. DEM/6064293 dated 28 July 2006, it is reported that no atypical and/or unusual transactions were carried out during the first quarter of 2024.

RELATED PARTY TRANSACTIONS

Intragroup transactions, transactions with CDP Equity S.p.A and its subsidiaries, with Cassa Depositi e Prestiti S.p.A. and its subsidiaries, with companies controlled by Italy's Ministry of Economy and Finance and with other related parties in general, do not qualify as either atypical or unusual, since they fall within the normal course of business of the Fincantieri Group and are conducted on an arm's length basis.

The figures for related party transactions and balances are reported in the following tables:

CONSOLIDATED STATEMENT OF FINANCIAL POSITION 31.03.2024
(euro/000) Non
current
financial
assets
Current
financial
receivables
Advances(1) Trade
receivables
and other non
current assets
Trade
receivables
and other
current
assets
Non-current
financial
payables
Current
financial
payables
Trade payables
and other current
liabilities
Trade
payables
and other
non
current
liabilities
CASSA DEPOSITI E PRESTITI S.p.A. 34,702 (4,328) (9,097) (1,263)
TOTAL PARENT COMPANY - - - - 34,702 (4,328) (9,097) (1,263) -
ORIZZONTE SISTEMI NAVALI S.p.A. 30,455 (72,233) (4,459)
UNIFER NAVALE S.r.l. 1,491 (5)
CSSC - FINCANTIERI CRUISE INDUSTRY
DEVELOPMENT Ltd.
15,371 2,491 (268)
ETIHAD SHIP BUILDING LLC 6,756 (358)
CONSORZIO F.S.B. 24 (18)
BUSBAR4F S.c.a.r.l. 688 861 (125)
FINCANTIERI CLEA BUILDINGS S.c.a.r.l. in liquidation 1,492 (41)
PERGENOVA S.c.p.a. 1
NAVIRIS S.p.A. 671 (12,751)
4TCC1 S.c.a.r.l. 1,753 532 (3,629)
VIMERCATE SAL. GESTIONE S.c.a.r.l. 7,131
ENERGETIKA S.c.a.r.l. 9 (12)
NSC HOSPITAL S.c.a.r.l. 360 (3,958)
FINMESA S.c.a.r.l. 4 (7)
ERSMA 2026 S.c.a.r.l. 57 (101)
4B3 S.c.a.r.l. 655 33 (391)
4TB13 S.c.a.r.l. 533 30 (723)
DARSENA EUROPA S.c.a.r.l. 481 162 (1,739)
TOTAL JOINT VENTURES - 15,852 3,629 - 52,560 - (84,984) (15,834) -
PSC GROUP (1,703) 387 (10,183)
CENTRO SERVIZI NAVALI S.p.A. 3,497 (2,570)
BREVIK TECHNOLOGY AS 169 3
CSS DESIGN 712
ISLAND DILIGENCE AS 4,166 21 128
DECOMAR S.p.A. 104
CASTOR DRILLING SOLUTION AS 393
ISLAND OFFSHORE XII SHIP AS 11,756 235
CISAR MILANO S.p.A. 360 649
CISAR COSTRUZIONI S.c.a.r.l. 167 (6,660)
NORD OVEST TOSCANA ENERGIA S.r.l.
S. ENE. CA GESTIONE S.c.a.r.l. 2,259 (2,185)
BIOTECA S.c.a.r.l. 40 (6)
NOTE GESTIONI S.c.a.r.l. 4,304 (3,454)
HBT S.c.a.r.l. 3,715 (74)
PRELIOS SOLUTIONS & TECHNOLOGIES S.R.L.
DIDO S.r.l.
120 (111)
PERGENOVA BREAKWATER S.c.a.r.l. 8,973 (24,742) (24,858)
2F PER VADO S.c.a.r.l. 3,837 (827)
ATISA S.P.A. 1,939 (382)
REMAC S.r.l. 22 (177)
TOTAL ASSOCIATES 16,451 652 236 712 28,202 - (24,742) (51,487) -
SACE S.p.A. (11)
SACE FCT (1,353)
VALVITALIA S.p.A. 718 15 (1,671)
TERNA RETE ITALIA S.p.A. - (48)
SUPPLEMENTARY PENSION FUND FOR EXECUTIVES
OF FINCANTIERI S.p.A.
3 (59)
COMETA NATIONAL SUPPLEMENTARY PENSION FUND (1) (4,601)
SOLIDARIETÀ VENETO - PENSION FUND (166)
HORIZON S.A.S. (1)
TERNA SpA 8
AUSTOSTARDE PER L'ITALIA S.p.A. 31
TERNA ENERGY SOLUTIONS SRL (182)
TOTAL CDP GROUP - - 718 - 17 - - (8,053) -
LEONARDO GROUP 37,850 13,254 (29,483)
ENI GROUP - 718 158
ENEL GROUP 6 158 15
OTHERCOMPANIES CONTROLLED BY MINISTRY OF 84 199 (3,258)
ECONOMY AND FINANCE
TOTAL RELATED PARTIES
16,451 16,588 42,439 712 129,810 (4,328) (118,823) (109,205) -
TOTAL CONSOLIDATED STATEMENT OF FINANCIAL 679,288 89,596 309,418 74,235 1,740,118 (1,763,866) (1,166,110) (3,272,884) (64,566)
POSITION
% Consolidated statement
2% 19% 14% 1% 7% 0% 10% 3% 0%

(1) "Advances" are classified in "Inventories", as detailed in Note 12.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION 31.12.2023
Trade Trade
Non
current
Current Trade
receivables and
receivables Non-current Current Trade payables payables
(euro/000) financial financial Advances(1) other non and other financial financial and other current and other
assets receivables current assets current payables payables liabilities non-current
assets liabilities
CASSA DEPOSITI E PRESTITI S.p.A. 35,228 (4,328) (9,075) (265)
TOTAL PARENT COMPANY - - - - 35,228 (4,328) (9,075) (265) -
ORIZZONTE SISTEMI NAVALI S.p.A. 25,004 (3,512) (63,398)
UNIFER NAVALE S.r.l. 1,491 (5)
CSSC - FINCANTIERI CRUISE INDUSTRY 15,268 2,603 (383)
DEVELOPMENT Ltd.
ETIHAD SHIP BUILDING LLC 6,756 (357)
CONSORZIO F.S.B.
BUSBAR4F S.c.a.r.l. 963 733 (478)
FINCANTIERI CLEA BUILDINGS S.c.a.r.l. in liquidation 1,491 (41)
PERGENOVA S.c.p.a. 1
NAVIRIS S.p.A. 3 1,653 (12,634) (69)
4TCC1 S.c.a.r.l. 2,357 537 (2,827)
VIMERCATE SAL. GESTIONE S.c.a.r.l. 6,922 (4,820)
ENERGETIKA S.c.a.r.l. (9)
NSC HOSPITAL S.c.a.r.l. 839 (804)
FINMESA S.c.a.r.l. 4
ERSMA 2026 S.c.a.r.l. 57 (101)
4B3 S.c.a.r.l. 1,326 34 (790)
4TB13 S.c.a.r.l. 571 30 (293)
DARSENA EUROPA S.c.a.r.l. 481 142 (788)
TOTAL JOINT VENTURES - 15,752 5,217 - 48,297 - (16,146) (75,163) -
PSC GROUP (1,633) 387 (8,964)
CENTRO SERVIZI NAVALI S.p.A. 2,829 (2,524)
BREVIK TECHNOLOGY AS 176
CSS DESIGN 696
ISLAND DILIGENCE AS 4,785 135
DECOMAR S.p.A. 104
CASTOR DRILLING SOLUTION AS 409
ISLAND OFFSHORE XII SHIP AS 12,659
CISAR MILANO S.p.A. 360 476
CISAR COSTRUZIONI S.c.a.r.l. 350 (355)
NORD OVEST TOSCANA ENERGIA S.r.l. 313 4,077 (220)
S. ENE. CA GESTIONE S.c.a.r.l. 1,783 (1,632)
BIOTECA S.c.a.r.l. 55
NOTE GESTIONI S.c.a.r.l. 2,916 (2,483)
HBT S.c.a.r.l. 2,692 (74)
PRELIOS SOLUTIONS & TECHNOLOGIES S.R.L. 120
DIDO S.r.l. (47)
PERGENOVA BREAKWATER S.c.a.r.l. 5,330 (30,293) (17,715)
2F PER VADO S.c.a.r.l. 3,383 (773)
ATISA S.P.A. 1,939 (544)
TOTAL ASSOCIATES 18,293 409 306 696 24,582 - (30,293) (35,276) -
SACE S.p.A. (11)
SACE FCT 40
VALVITALIA S.p.A. 827 5 (272)
TERNA RETE ITALIA S.p.A. 2
SUPPLEMENTARY PENSION FUND FOR EXECUTIVES (645)
OF FINCANTIERI S.p.A.
COMETA NATIONAL SUPPLEMENTARY PENSION FUND (1) (4,875)
SOLIDARIETÀ VENETO - PENSION FUND (167)
HORIZON S.A.S. (1)
TERNA SpA 8
AUSTOSTARDE PER L'ITALIA S.p.A. 28 10
TERNA ENERGY SOLUTIONS SRL
TOTAL CDP GROUP - - 827 - 80 - - (5,959) -
LEONARDO GROUP 39,308 12,380 (21,397)
ENI GROUP 1,284 43
ENEL GROUP 6 171 2
OTHER COMPANIES CONTROLLED BY MINISTRY OF 84 145 (835)
ECONOMY AND FINANCE
TOTAL RELATED PARTIES 18,293 16,245 45,664 696 122,167 (4,328) (55,514) (138,850) -
TOTAL CONSOLIDATED STATEMENT OF FINANCIAL 684,173 92,124 306,367 67,038 1,149,879 (1,779,405) (1,306,364) (2,871,749) (70,282)
POSITION
% Consolidated statement 3% 18% 15% 1% 11% 0% 4% 5% 0%

(1) "Advances" are classified in "Inventories", as detailed in Note 12.

STATEMENT OF COMPREHENSIVE INCOME 31.03.2024
(euro/000) Operating revenue Other revenue and
income
Materials, services
and other costs
Financial income Financial expenses
CASSA DEPOSITI E PRESTITI S.p.A. (27) (152)
TOTAL PARENT COMPANY - - (27) - (152)
ORIZZONTE SISTEMI NAVALI S.p.A. 24,962 520 58,939 - (721)
CSSC - FINCANTIERI CRUISE INDUSTRY DEVELOPMENT Ltd. 372 829 103
ETIHAD SHIP BUILDING LLC (1)
BUSBAR4F S.c.a.r.l. 33 (89)
CONSORZIO F.S.B. 8 10 (79)
PERGENOVA S.c.p.a.
NAVIRIS S.p.A. 62 527 (117)
4TCC1 S.c.a.r.l. 54 (2,238)
FINMESA S.c.a.r.l. (7)
4B3 S.c.a.r.l. 24 (262)
4TB13 S.c.a.r.l. 22 (468)
DARSENA EUROPA S.c.a.r.l. 20 (951)
TOTAL JOINT VENTURES 25,404 2,039 54,844 103 (838)
PSC GROUP 61 (2,708) 13
CENTRO SERVIZI NAVALI S.p.A. 860 (3,720)
BREVIK TECHNOLOGY AS 3
ISLAND DILIGENCE AS
ISLAND OFFSHORE XII SHIP AS
ATISA S.P.A. 31 (281) 4
DIDO S.r.l. (111)
PERGENOVA BREAKWATER S.c.a.r.l. (5,417) (282)
2F PER VADO S.c.a.r.l. 331 54 (975)
CASTOR DRILLING SOLUTION AS 14
TOTAL ASSOCIATES 331 1,006 (13,212) 34 (282)
SACE FCT 39
VALVITALIA S.p.A. 48 (2,438) 1
TERNA RETE ITALIA S.p.A.
SNAM S.p.A. (11)
AUSTOSTARDE PER L'ITALIA S.p.A. (5)
TERNA ENERGY SOLUTIONS SRL (212)
TOTAL CDP GROUP - 87 (2,666) 1 -
LEONARDO GROUP 6,360 27 (10,045)
ENI GROUP (153)
ENEL GROUP
OTHER COMPANIES CONTROLLED BY MINISTRY OF ECONOMY AND
FINANCE
148 100 (73)
TOTAL RELATED PARTIES 32,243 3,259 28,668 138 (1,272)
TOTAL CONSOLIDATED STATEMENT OF FINANCIAL POSITION 1,731,751 35,199 (1,328,446) 17,253 (63,566)
% Consolidated statement 2% 9% (2%) 1% 2%

STATEMENT OF COMPREHENSIVE INCOME 31.03.2023
(euro/000) Operating revenue Other revenue and Materials, services Financial income Financial expenses
income and other costs
CASSA DEPOSITI E PRESTITI S.p.A.
TOTAL PARENT COMPANY
- - - - (333)
(333)
ORIZZONTE SISTEMI NAVALI S.p.A. 36,290 137 54,052 (1)
CSSC - FINCANTIERI CRUISE INDUSTRY DEVELOPMENT Ltd. 220 887 163
ETIHAD SHIP BUILDING LLC 43 (5)
BUSBAR4F S.c.a.r.l. 21 (270)
CONSORZIO F.S.B. 11 45 (111)
PERGENOVA S.c.p.a. 7
NAVIRIS S.p.A. 45 468 (5) (2)
4TCC1 S.c.a.r.l. 54 (2,367)
FINMESA S.c.a.r.l.
4B3 S.c.a.r.l. 75 (180)
4TB13 S.c.a.r.l. 22 (30)
DARSENA EUROPA S.c.a.r.l. (500)
TOTAL JOINT VENTURES 36,566 1,752 50,596 158 (3)
PSC GROUP 39 (3,580) 12
CENTRO SERVIZI NAVALI S.p.A. 786 (3,226)
BREVIK TECHNOLOGY AS 2
ISLAND DILIGENCE AS 22
ISLAND OFFSHORE XII SHIP AS 233
ATISA S.P.A. (445) 3
DIDO S.r.l.
PERGENOVA BREAKWATER S.c.a.r.l. 231 93 (3,552) 13
2F PER VADO S.c.a.r.l. 100 118 (4,453)
CASTOR DRILLING SOLUTION AS
TOTAL ASSOCIATES 331 1,036 (15,256) 285 -
SACE FCT 35
VALVITALIA S.p.A. 18 (2,231)
TERNA RETE ITALIA S.p.A. 2
SNAM S.p.A. 1,598 10
AUSTOSTARDE PER L'ITALIA S.p.A. (33)
TERNA ENERGY SOLUTIONS SRL
TOTAL CDP GROUP 1,598 65 (2,264) - -
LEONARDO GROUP 14 1,511 (10,406)
ENI GROUP 32 (192)
ENEL GROUP 105 (11)
OTHER COMPANIES CONTROLLED BY MINISTRY OF ECONOMY AND
FINANCE
50 33
TOTAL RELATED PARTIES 38,696 4,397 22,467 443 (336)
TOTAL CONSOLIDATED STATEMENT OF FINANCIAL POSITION 1,733,091 30,417 (1,364,266) 12,303 (42,663)
% Consolidated statement 2% 14% (2%) 4% 1%

Costs for contributions incurred in the first quarter of 2024 and included in the item "Personnel costs" totalled euro 466 thousand for the Supplementary Pension Fund for Executives of Fincantieri S.p.A. and euro 641 thousand for the Cometa National Supplementary Pension Fund.

Credit facilities and loan agreements

It should be noted that the Company has guaranteed financial support to the subsidiary Vard Holdings Ltd and all its subsidiaries for a period of 18 months from the date of approval of the 2022 Financial Statements, committing itself to providing the financial resources that may be necessary to enable it to continue operations. During 2023, the Company provided the necessary financial support to the VARD group through a committed loan, renewed in December 2023 for a further 3 years, in the form of a revolving credit facility for euro 230 million, of which 15 million had been used at 31 March 2024.

The main related party relationships refer to:

the Company's transactions with the joint venture Orizzonte Sistemi Navali S.p.A., under the agreement signed in 2006 with the Italian Navy relating to the first phase of the "Renaissance" (or FREMM) program. This program involves the construction of 10 ships for the Italian Navy, a program developed by Orizzonte Sistemi Navali S.p.A., with design and production activities performed by the Company and its subsidiaries. The financial payables with Orizzonte Sistemi

Navali S.p.A. at 31 March 2024 relate to its current account with the Company under a centralized treasury management arrangement;

  • the Company's relations with the Leonardo group, subject to joint control, in connection with agreements to supply and install combat systems for naval vessels under construction;
  • relations with the joint venture CSSC Fincantieri Cruise Industry Development Ltd. between Fincantieri and CSSC, prime contractor for the construction of new cruise ships at the CCSC group's Chinese shipyard, refer to the supply of specialist services and components to support CSSC shipyards; The Company has a financial receivable of euro 15,371 thousand for a loan granted to the joint venture maturing on 30 December 2024.
  • relations with the associate Centro Servizi Navali mainly relate to shipyard and prefabrication activities;
  • the Company's relations with the Eni group refer chiefly to the sale of products and services and purchases of fuel with ENI S.p.A.;
  • the Company's relations with the PSC group relate mainly to turnkey air conditioning systems (engineering, supply of ventilation machines, accessories and ducts, their installation on board, start-up and commissioning);

With regard to major transactions with related parties of Fincantieri S.p.A. concluded at arm's length, the following transaction during the first quarter of 2024 is reported:

RPT - PPX Project - Orizzonte Sistemi Navali S.p.A.

As part of the Italian Navy's "Offshore Patrol Vessel" (OPV) acquisition program, Orizzonte Sistemi Navali, the joint venture owned by Fincantieri S.p.A., and Leonardo S.p.A., a related party of Fincantieri S.p.A, signed on 31 July 2023 a contract with the Naval Armaments Directorate (NAVARM) for the construction of three next-generation patrol vessels, with options for a further three vessels and the necessary infrastructure adjustments to the naval bases in Augusta, Cagliari and Messina, where the ships will be based. The total value of the contract for the first three vessels is euro 925 million, including the related logistical support services.

On 30 January 2024, Orizzonte Sistemi Navali entered into a sub-tier supply agreement with Fincantieri S.p.A., for a value of euro 540 million, which represents a more significant related party transaction defined in compliance with the relevant applicable regulations.

BASIC AND DILUTED EARNINGS/(LOSS) PER SHARE

Basic earnings per share have been calculated by dividing the profit for the period attributable to the Group by the weighted average number of Fincantieri S.p.A. shares outstanding during the period, excluding treasury shares.

Diluted earnings per share have been calculated by dividing the profit for the period attributable to the Group by the weighted average number of Fincantieri S.p.A. shares in circulation during the period, excluding treasury shares, plus the number of shares that could potentially be issued. At 31 March 2024, the shares that could potentially be issued concerned the shares assigned under the 2019-2021 and 2022-2024 Performance Share Plan described below.

Basic/Diluted Earnings/(Loss) Per Share 31.03.2024 31.03.2023
Earnings/(loss) attributable to owners of the Parent Company (Euro/000) (17,807) (6,809)
Weighted average number of shares outstanding to calculate the
basic earnings/(loss) per share
number 1,691,591,446 1,697,933,242
Weighted average number of shares outstanding to calculate the
diluted earnings/(loss) per share
number 1,720,237,718 1,723,971,263
Basic earnings/(loss) per share Euro (0,01053) (0,00401)
Diluted earnings/(loss) per share Euro (0,01035) (0,00395)

A detailed description of the medium/long-term share-based incentive plan for management, called the Performance Share Plan, is given below.

MEDIUM/LONG-TERM INCENTIVE PLAN

2016-2018 Performance Share Plan

On 19 May 2017, the Shareholders' Meeting of Fincantieri S.p.A. approved the medium/long-term share-based incentive plan for management, called the Performance Share Plan 2016-2018 (the "Plan") and related Terms and Conditions. The Plan, structured in 3 three-year cycles, ended on 2 July 2021 with the allocation of shares to the beneficiaries of the third cycle.

2019-2021 Performance Share Plan

On 11 May 2018, the Shareholders' Meeting of Fincantieri S.p.A. approved the medium/long-term share-based incentive plan for management, the 2019-2021 Performance Share Plan (the "Plan"), and the related Terms and Conditions, the structure of which was defined by the Board of Directors at the meeting held on 27 March 2018.

The Plan, structured in three-year cycles, provides for the free grant, to the beneficiaries identified by the Board of Directors, of entitlements to receive a maximum of 25,000,000 ordinary shares in Fincantieri S.p.A. without nominal value, based on the achievement of specific performance targets for the three-year periods 2019-2021 (first cycle), 2020-2022 (second cycle) and 2021-2023 (third cycle).

The Plan provides for a three-year vesting period for all beneficiaries from the date the entitlements are awarded to the date the shares are allotted to the beneficiaries. Therefore, if the performance targets are achieved and the other conditions of the Plan's Terms & Conditions satisfied, the shares vesting for the first cycle will be allotted and delivered to beneficiaries by 31 July 2022, while those vesting for the second and third cycles will be allotted and delivered by 31 July 2023 and 31 July 2024 respectively.

The Plan also provides for a lock-up period for part of the shares given to members of the Board of Directors or Executives with Strategic Responsibilities of the Company. The free award of a number of rights is left to the Board of Directors, which also has the power to identify the number and names of the beneficiaries.

With reference to the Plan's first cycle, 6,842,940 ordinary shares in the Company were awarded to the beneficiaries identified by the Board of Directors on 24 July 2019; while, for the second cycle, 11,133,829 ordinary shares in the Company were awarded to the beneficiaries identified by the Board of Directors on 30 July 2020; and lastly, for the third and last cycle, 9,796,047 ordinary shares in the Company were awarded to the beneficiaries identified by the Board of Directors on 10 June 2021.

Among the Plan's targets, in addition to the EBITDA and TRS already included in the 2016-2018 Performance Share Plan, the Group introduced another parameter, the sustainability index, to measure achievement of the sustainability objectives set by the Group in order to align with

European best practices and the financial community's increased expectations for sustainable development.

The references used to test achievement of the sustainability objectives are market parameters such as the "CDP" (Carbon Disclosure Project) and a second rating by another agency which evaluates the entire basket of sustainability aspects.

The fair value amount determined on the grant date for each cycle of the Plan is illustrated below.

euro Grant date no. of shares awarded Fair value
First cycle of the Plan 24 July 2019 6,842,940 6,668,616
Second cycle of the Plan 30 July 2020 11,133,829 5,958,937
Third cycle of the Plan 10 June 2021 9,796,047 7,416,783

With reference to the first cycle of the 2019-2021 Performance Share Plan, it should be noted that on 30 June 2022, the Board of Directors approved its closure, allocating free of charge to the recipients 6,818,769 ordinary shares in Fincantieri. The net shares actually allocated amounted to 3,883,748 shares (net of those withheld to meet the tax obligations of the assignees). The allocation of shares took place, using solely treasury share in portfolio, on 18 July 2022.

With reference to the second cycle of the 2019-2021 Performance Share Plan, it should be noted that on 13 June 2023, the Board of Directors approved its closure, allocating free of charge to the recipients 6,459,445 ordinary shares in Fincantieri. The net shares actually allocated amounted to 3,068,752 shares (net of those withheld to meet the tax obligations of the assignees and those held awaiting the closure of the succession due to the death on one of the recipients). The allocation of shares took place, using solely treasury shares in portfolio, on 6 July 2023.

The Plan's features, outlined above, are described in detail in the Information Document prepared by the Parent Company under article 84-bis of Consob Regulation No. 11971 of 14 May 1999, made available to the public on the website www.fincantieri.it in the section "Governance & Ethics – Shareholders' Meeting – Shareholders' Meeting 2018".

2022-2024 Performance Share Plan

On 8 April 2021, the Shareholders' Meeting of Fincantieri S.p.A. approved the medium/long-term share-based incentive plan for management, the 2022-2024 Performance Share Plan (the "Plan"), and the related Terms and Conditions, the structure of which was defined and approved by the Board of Directors on 25 February 2021.

The Plan, consistent with the previous plan 2019-2021, is structured in three-year cycles and provides for the free grant, to the beneficiaries identified by the Board of Directors, of entitlements to receive a maximum of 64,000,000 ordinary shares in Fincantieri S.p.A. without nominal value, based on the achievement of specific performance targets for the three-year periods 2022-2024 (first cycle), 2023-2025 (second cycle) and 2024-2026 (third cycle).

The Plan provides for a three-year vesting period for all beneficiaries from the date the entitlements are awarded to the date the shares are allotted to the beneficiaries. Therefore, if the performance

targets are achieved and the other conditions of the Plan's Terms & Conditions satisfied, the shares vesting for the first cycle will be allotted and delivered to beneficiaries by 31 July 2025, while those vesting for the second and third cycles will be allotted and delivered by 31 July 2026 and 31 July 2027 respectively.

The Plan also provides for a lock-up period for part of the shares given to members of the Board of Directors or Executives with Strategic Responsibilities of the Company.

With reference to the Plan's first cycle, 12,282,025 ordinary shares in the Company were awarded to the beneficiaries identified by the Board of Directors on 26 July 2022. With reference to the Plan's second cycle, 15,178,090 ordinary shares in the Company were awarded to the beneficiaries identified by the Board of Directors on 13 July 2023. The Beneficiaries for the 3rd Cycle will be identified by the Grant Date of the Rights for the 3rd Cycle, i.e. by 31 July 2024.

Among the Plan's targets, as already included in the 2019-2021 Performance Share Plan, in addition to the EBITDA and TRS, the Group defined another parameter, the sustainability index, to measure achievement of the sustainability objectives set by the Group in order to align with European best practices and the financial community's increased expectations for sustainable development.

The references used to test achievement of the sustainability objectives are based on the percentage of achievement of the Sustainability Plan targets that the Company has set itself during the threeyear period 2023-2025. This gate is linked to the rating targets that the Company has set itself which are: obtaining at least a B rating in the "Carbon Disclosure Project" (CDP) and inclusion in the Advanced band of the "Vigeo Eiris" ranking.

The fair value amount determined on the grant date for each cycle of the Plan is illustrated below.

euro Grant date no. of shares awarded Fair value
First cycle of the Plan 26 July 2022 12,282,025 5,738,776
Second cycle of the Plan 13 June 2023 15,178,090 6,204,500

The Plan's features, outlined above, are described in detail in the Information Document prepared by the Parent Company under article 84-bis of Consob Regulation No. 11971 of 14 May 1999, made available to the public on the website www.fincantieri.it in the section "Governance & Ethics – Shareholders' Meeting – Shareholders' Meeting 2021".

LITIGATION

Foreign Litigation

There are no significant updates to the disclosures made in the financial statements as at 31 December 2023.

Italian litigation

Client credit recovery

There are no significant updates to the disclosures made in the financial statements as at 31 December 2023.

Litigation with suppliers

There are no significant updates to the disclosures made in the financial statements as at 31 December 2023.

Employment litigation

There are no significant updates to the disclosures made in the financial statements as at 31 December 2023. Litigation relating to asbestos continued to be settled both in and out of court in 2024.

Other litigation

Other litigation includes: i) defence against claims by social security institutions, including disputes with INPS against claims arising from failure of contractors and subcontractors to pay contributions, based on the principle of joint liability of the client; ii) compensation for direct and indirect damages arising from production phases; iii) civil lawsuits for compensation for injuries; iv) infringement of intellectual property rights.

There are no significant updates to the disclosures made in the financial statements as at 31 December 2023

Criminal prosecutions under Legislative Decree 231/2001

With regard to the disclosures already made in the financial statements as at 31 December 2023, the following updates should be noted:

for the proceedings initiated in June 2018 concerning the management and disposal of waste at the Palermo Plant, the next hearing will be held on 10 July 2024;

  • for the proceedings for the alleged crime of "Manslaughter" under art. 589, Paragraphs 1 and 2 of the Criminal Code, which also involves the subsidiary Fincantieri SI, the next hearing will be held on 16 September 2024;
  • for the proceedings relating to the alleged offences of bribery among private individuals under Article 2635 paragraph 2 of the Italian Civil Code and unlawful intermediation and exploitation of labour under art. 603 bis of the Italian Criminal Code for acts committed in Marghera between 2015 and 2019, the next hearing will be held on 26 June.

TAX POSITION

National tax consolidation

Fincantieri S.p.A., Fincantieri Oil & Gas S.p.A., Isotta Fraschini Motori S.p.A. and Fincantieri INfrastrutture SOciali S.p.A. take part in the National tax consolidation of Cassa Depositi e Prestiti S.p.A.

Audits and assessments

Fincantieri S.p.A.

There are no significant updates to the disclosures made in the financial statements as at 31 December 2023.Marine Interiors Cabins S.p.A.

There are no significant updates to the disclosures made in the financial statements as at 31 December 2023.

NOTE 31 - CASH FLOWS FROM OPERATING ACTIVITIES

These are analysed as follows:

(euro/000) 31.03.2024 31.03.2023
Profit/(loss) for the period (19,547) (7,014)
Depreciation and amortization 60,240 55,447
(Gains)/losses from disposal of property, plant and equipment 135 (52)
(Revaluation)/impairment of property, plant and equipment, intangible assets and equity
investments
(307) 1,528
(Revaluation)/impairment losses of working capital
Increases/(releases) of Other provisions for risks and charges 14,459 16,534
Interest expense capitalized
Interest on employee benefits 598 535
Interest income (13,460) (6,910)
Interest expense 68,474 39,831
Income taxes (81) (7,558)
Long-term share-based incentive plan 1,009 1,238
Non-monetary operating income and expenses
Impact of unrealized exchange rate changes (83) 5,648
Financial income and expenses from derivative finance instruments
Gross cash flows from operating activities 111,437 99,227

NOTE 32 - SEGMENT INFORMATION

Management has identified the following operating segments which reflect the model used to manage and control the business sectors in which the Group operates: Shipbuilding, Offshore and Specialized Vessels, Equipment, Systems and Infrastructure and Other Activities.

Shipbuilding includes the Cruise Ships, Naval Vessels and Ship Interiors business areas.

Offshore and Specialized Vessels includes the design and construction of high-end offshore support vessels for offshore wind farms and the oil & gas industry, specialized ships such as cable-laying vessels and ferries, unmanned vessels, offering innovative products with reduced environmental impact.

Equipment, Systems and Infrastructure includes the following business areas: i) Electronics and Digital Products Cluster, which focuses on advanced technological solutions, from the design and integration of complex systems (system integration) to telecommunications and critical infrastructure, ii) Mechatronics Systems and Components Cluster, i.e., integration of mechanical components and power electronics in naval and onshore applications and iii) Infrastructure Cluster, which includes the design, construction and installation of steel structures for largescale projects as well as the production and construction of maritime works and the supply of technology and facility management for the health segment, industry and the service sector.

Other Activities primarily refer to the cost of Parent Company activities which have not been allocated to other operating segments.

The Group evaluates the performance of its operating segments and the allocation of financial resources on the basis of revenue and EBITDA, in the configuration monitored by the Group, defined as Profit/(loss) for the period adjusted for the following items: i) Income taxes, ii) Share of profit/(loss) of investments accounted for using the equity method, iii) Income/(expense) from investments, iv) Financial expenses, v) Financial income, vi) Depreciation, amortization and impairment, vii) Provisions for costs and legal expenses associated with lawsuits brought by employees for asbestosrelated damages and viii) Other extraordinary income and expenses.

The results of the operating segments at 31 March 2024 and 31 March 2023 are reported below.

31.03.2024
(euro/000) Shipbuilding Offshore and
Specialized
Vessels
Equipment,
Systems and
Infrastructure
Other
activities
Group
Segment revenue 1,337,759 298,800 278,342 727 1,915,628
Intersegment elimination (3,898) (51,097) (93,010) (673) (148,678)
Revenue* 1,333,861 247,703 185,332 54 1,766,950
EBITDA 83,546 12,849 16,269 (12,292) 100,372
EBITDA margin 6.2% 4.3% 5.8% 5.7%
Depreciation, amortization and impairment (60,265)
Financial income 17,253
Financial expenses (63,566)
Income/(expense) from investments
Share of profit/(loss) of investments accounted
for using the equity method
317
Income taxes 81
Costs not included in EBITDA (13,739)
Profit/(loss) for the period (19,547)

*Revenue: Sum of "Operating revenue" and "Other revenue and income" reported in the consolidated statement of comprehensive income.

Details of pre-tax "Costs not included in EBITDA" (positive for euro 3,297 thousand) are given in the following table.

(euro/000) 31.03.2024
Provisions for costs and legal expenses associated with asbestos-related lawsuits (1) (13,739)
Costs not included in EBITDA (13,739)

(1) Of which euro 1 million included in "Materials, services and other costs" and euro 13 million in "Provisions".

31.03.2023*
(euro/000) Shipbuilding Offshore and
Specialized
Vessels
Equipment,
Systems and
Infrastructure
Other
activities
Group
Segment revenue 1,426,544 237,698 265,093 898 1,930,233
Intersegment elimination (6,068) (67,261) (92,466) (930) (166,725)
Revenue** 1,420,476 170,437 172,627 (32) 1,763,508
EBITDA 77,728 9,072 9,543 (9,641) 86,700
EBITDA margin 5.4% 3.8% 3.6% 4.9%
Depreciation, amortization and impairment (55,590)
Financial income 12,303
Financial expenses (42,663)
Income/(expense) from investments 9
Share of profit/(loss) of investments accounted
for using the equity method
(1,407)
Income taxes 7,558
Costs not included in EBITDA (13,924)
Profit/(loss) for the period (7,014)
*Comparative figures have been restated following the redefinition of the operating segments

**Revenue: Sum of "Operating revenue" and "Other revenue and income" reported in the consolidated statement of comprehensive income.

Details of pre-tax "Costs not included in EBITDA" (positive for euro 3,337 thousand) are given in the following table.

(euro/000) 31.03.2023
Provisions for costs and legal expenses associated with asbestos-related lawsuits (1) (13,924)
Costs not included in EBITDA (13,924)

(1) Of which euro 1 million included in "Materials, services and other costs" and euro 13 million in "Provisions".

The following tables show a breakdown of "Property, plant and equipment" in Italy and other countries and the analysis of "Capital expenditure" according to the relative operating segments:

(euro/million) 31.03.2024 31.12.2023
Italy 1,010 1,015
Other countries 679 669
Total Property, plant and equipment 1,689 1,684

(euro/million)

Capital expenditure 31.03.2024 31.12.2023
Shipbuilding 21 162
Offshore and Specialized vessels 6 24
Equipment, Systems and Infrastructure 5 35
Other activities 3 37
Total 35 258

Capital expenditure in the first quarter of 2024 on Intangible assets and Property, Plant and Equipment amounted to euro 35 million, of which euro 15 million related to Italy and the remainder to other countries.

The following table shows a breakdown of Revenue and income between Italy and other countries, according to client country of residence:

(euro/million) 31.03.2024 31.03.2023
Revenue and
income
% Revenue and
income
%
Italy 293 17 297 17
Other countries 1,474 83 1,467 83
Total Revenue and income 1,767 1,764

The following table shows those clients whose revenue (defined as turnover plus change in inventories) accounted for more than 10% of the Group's revenue and income in each reporting period:

(euro/million) 31.03.2024 31.03.2023
Revenue and % Revenue and %
income income
Client 1 231 13 339 19
Client 2 216 12 201 11
Client 3 183 10 179 10
Total 1,767 1,764

NOTE 33 - ASSETS HELD FOR SALE

Assets held for sale refer to the value of the investments held by Vard Group AS in the associated companies Island Offshore XII SHIP AS (euro 38,251 thousand) and Island Diligence AS (euro 7,025 thousand), Norwegian companies operating in the offshore service vessel chartering segment.

The shareholding in Island Offshore XII SHIP AS was classified to Assets held for sale during 2023 as an agreement was signed for its sale, scheduled for 2024. During the first quarter of 2024, the first shares were sold for approximately euro 5 million and the ownership percentage decreased from 46.9 per cent to 42.2 per cent.

The shareholding in Island Diligence AS was classified to Assets held for sale in 2023 as an agreement to sell it by 2024 is being finalized.

NOTE 34 - ACQUISITION OF THE REMAZEL GROUP

Description of the transaction

On 15 February 2024, Fincantieri completed the acquisition of 100% of Remazel Engineering S.p.A. (hereafter "Remazel" or "Remazel Group") from Advanced Technology Industrial Group S.A. The agreed consideration amounted to euro 64,612 thousand, of which euro 61,112 was paid on closing of the transaction. The remaining part of the price, amounting to euro 3.5 million, is deposited in an escrow account in the name of the Parent Company due to the commitment made by the seller to indemnify the Group for any liability arising and will be paid if applicable within eighteen months of the date of acquisition based on the outcome of this litigation. With this transaction Fincantieri intends to accelerate the growth of its technological, engineering and construction expertise in the offshore and subsea segments. The transaction allows the Group to acquire highly specialized capabilities in the design and supply of state-of-the-art top side equipment, enhancing its role as a partner of the main international operators in the marine and subsea energy sector, and consolidating its aftersales activities, with a particular focus on digital services and logistics support with high operational complexity.

Acquisition accounting

The acquisition of the Remazel Group qualifies as a business combination, in accordance with IFRS 3 - Business Combinations. The assets and liabilities acquired, appropriately aligned to the Fincantieri Group's accounting standards, were measured at fair value as of the acquisition date (15 February 2024), in accordance with IFRS 3 ("Purchase Price Allocation").

The following table shows the total consideration, the fair value of the assets acquired, the liabilities

Fair value of assets
(euro/000) acquired
Consideration paid for 100% of the company 61,112
(a) Consideration paid 61,112
Intangible assets 36,246
Rights of use 5,978
Plant and machinery 6,313
Investments 473
Financial receivables 347
Net deferred tax assets (6,965)
Inventories and supplier advances 4,269
Construction contracts – net (5,669)
Trade receivables and other current assets 36,279
Cash and cash equivalents 12,643
Provisions for risks and charges (7,748)
Severance pay fund (TFR) (446)
Financial liabilities (36,979)
Trade payables and other liabilities (28,688)
Total 16,053
Non-controlling interests
(b) Total net assets acquired 16,053
(c) Pro-rata equity = (b)*100% 16,053
Goodwill (a)-(c) 45,059

assumed and the goodwill arising from the acquisition.

The consideration paid for the acquisition was allocated to Intangible Assets - Order Backlog (euro 5.9 million), Client relationships and order backlog (euro 25.9 million) and the remainder to Goodwill (euro 45.1 million). The fair value valuation of the net assets acquired also revealed the presence of contingent liabilities in connection with litigation amounting to euro 2.3 million recognized under Provisions for risks and charges.

The value of the order backlog was assessed with an income method and will be amortized during 2024, while the value of Client relationships and order backlog was assessed with a multiperiod excess earnings method, and a useful life of 12 years was defined.

The recognition of the tax effects resulting from the allocations summarised above resulted in deferred tax liabilities of euro 8.2 million.

Had the Remazel group been consolidated as of 1 January 2024, it is estimated that it would have increased consolidated Group revenue by euro 14 million with a positive effect on the Net Profit/(Loss) of euro 1.5 million.

The price allocation was made on a provisional basis and will be finalized in the 12 months following the acquisition date. The consideration considered in the Purchase Price Allocation did not take into account the deferred portion of the price amounting to 3.5 million, which is currently deposited in an escrow account.

NOTE 35 - EVENTS AFTER 31 MARCH 2024

On 8 April 2024 Fincantieri signed a very important order with Norwegian Cruise Line Holdings Ltd for the construction of four next generation cruise ships: Two for the Regent Seven Seas Cruises brand and two for the Oceania Cruises brand. In addition, the Group signed a Letter of Intent with the same shipowner to study the construction of a further four vessels that will be the largest ever built for the Norwegian Cruise Line brand.

The Ordinary Shareholders' Meeting of 23 April 2024 approved the "2024-2025 Employee Share Ownership Plan" for employees of the Fincantieri Group, which provides for the allocation of 1 free share for every 5 ordinary shares in Fincantieri purchased by employees either through conversion of all or part of the performance bonus into welfare and the use of the credit for the subscription of Fincantieri shares, or through direct purchase by employees. One further free share will be granted for every 5 shares purchased on retention of the Fincantieri shares by the employee for 12 months.

On 8 May 2024, the subsidiary Vard and Island Offshore, a Norwegian shipowner operating in the oil & gas and renewables market, signed a contract for the design and construction of a state-of-theart Ocean Energy Construction Vessel (OECV) with hybrid propulsion. The parties also agreed on an option for two more ships.

On 9 May 2024 Fincantieri signed an agreement for the acquisition of Leonardo S.p.A.'s Underwater Armament Systems business, accelerating and consolidating the group's positioning as a leader in the underwater and naval defence segment. The consideration for the acquisition includes euro 300 million as a fixed component related to the Enterprise Value, subject to the customary price adjustment mechanisms, plus a maximum of euro 115 million as a variable component if certain growth assumptions related to the performance of the UAS business line are fulfilled in 2024. In order to finance the acquisition, Fincantieri resolved on a proposal for authorization to increase the share capital in one or more tranches, on a divisible basis, for a maximum amount of euro 400 million, including any share premium, to be offered as an option to shareholders, and a related share regrouping transaction to support the capital increase. The controlling shareholder CDP Equity committed to underwrite and establish a guarantee consortium formed by leading financial institutions. The authorization proposal also provides that subscribers to the capital increase will be assigned warrants free of charge to be exercised in the future on a second capital increase tranche of up to euro 100 million.

On 10 May 2024, the subsidiary VARD signed a contract for the design and construction of two CSOVs with an international customer in Taiwan.

On 15 May 2024, following the announcement made on 9 May 2024, Fincantieri published the information document relating to the major transaction with a related party concerning Fincantieri's acquisition of the UAS business line of Leonardo S.p.A.

On 20 May 2024, Fincantieri and EDGE, one of the world's leading advanced technology and defence groups, signed an agreement formalising the launch of MAESTRAL, the joint venture (JV) created between the two companies in the Abu Dhabi-based shipbuilding industry. The JV will seize global opportunities for the design and production of advanced naval vessels. EDGE holds a 51% stake in the JV, with pre-emption rights for non-NATO orders along with a number of strategic orders

placed by selected NATO member states, with a commercial order pipeline worth an estimated euro 30 billion. The signing of the agreement was followed by the announcement of a major order for 10 technologically advanced 51-metre Offshore Patrol Vessels (OPVs) by the UAE Coast Guard Forces, worth euro 400 million. The 51-metre OPVs of the P51MR class, based on the tried and tested Saettia class, are state-of-the-art units that stand out for their high modularity, stability in rough sea conditions, low radar signature and high operational flexibility.

On 24 May 2024, the US Department of Defence awarded the US subsidiary FMG the contract, worth over USD 1 billion, to build the fifth and sixth 'Constellation' class frigates for the US Navy. The contract for the first frigate and the option for 9 further ships, signed in 2020, has a total value of approximately USD 5.5 billion and includes after-sales support and crew training.

On the same date, as part of the Mare Aperto 24/Polaris exercise, a test was carried out, the result of a partnership between Fincantieri and DEAS S.p.A., a key player in the development of the offensive capabilities of the armed forces in cyberspace. This exercise took place in the Tyrrhenian Sea aboard the Italian Navy's aircraft carrier Cavour, and was aimed at testing the cyber resilience of the platform system networks. In particular, the crews of the Italian and French navies were able to estimate how much a cyberattack might affect the operation of naval platforms, both civil and military, and the achievement of the mission.

On 4 June 2024, Fincantieri signed an agreement with iGenius, an Italian scale-up active in the field of research and development of Generative Artificial Intelligence technologies, aimed at establishing a partnership for the development of AI systems based on an entirely Italian platform. The partnership, which aims to combine iGenius' experience in the development and creation of AI models with Fincantieri's know-how as a systems integrator in all value-added sectors of the shipbuilding industry, will be developed through the identification of practical applications in both the civil and defense sectors, starting with support for the analysis of data acquired by Fincantieri's Omega 360 radar. This operation is part of the Artificial Intelligence development plan that Fincantieri is pursuing with the aim of strengthening its control of a technology with high development potential, evaluating solutions capable of improving the performance, safety and efficiency of its products and processes.

The aforementioned events had no impact on the valuations prepared for the purpose of preparing the Financial Statements.

Annex 1

COMPANIES INCLUDED IN THE SCOPE OF CONSOLIDATION

Business activity Countries in
Registered
which they
office
operate
Share Capital % interest held %
consolidated
by Group
Subsidiaries consolidated line-by-line
BACINI DI PALERMO S.p.A. Palermo Italy EUR 1,032,000 100 Fincantieri S.p.A. 100.00%
Dry-dock management
GESTIONE BACINI LA SPEZIA S.p.A.
Dry-dock management La Spezia Italy EUR 260,000 100 Fincantieri S.p.A. 99.89%
ISOTTA FRASCHINI MOTORI S.p.A.
Design, construction, sales and after-sales service for
engines
Bari Italy EUR 3,300,000 100 Fincantieri S.p.A. 100.00%
FINCANTIERI HOLDING B.V.
Holding company for foreign investments Netherlands Netherlands EUR 9,529,385 100 Fincantieri S.p.A. 100.00%
FINCANTIERI INDIA Pte. Ltd. India India INR 10,500,000 99 FINCANTIERI HOLDING B.V. 100.00%
Design, technical support and marketing
SOCIETÀ PER L'ESERCIZIO DI ATTIVITÀ
1 Fincantieri S.p.A.
FINANZIARIE - S.E.A.F. S.p.A. Trieste Italy EUR 6,562,000 100 Fincantieri S.p.A. 100.00%
Financing of industrial, commercial and financial
enterprises
FINCANTIERI SI S.p.A.
Italy SOCIETÀ PER L'ESERCIZIO DI
Electric, electronic and electromechanical industrial Trieste EUR 500,000 100 ATTIVITÀ FINANZIARIE - S.E.A.F. 100.00%
solutions France S.p.A.
FINCANTIERI SI IMPIANTI S.c.a.r.l.
Electric, electronic and electromechanical industrial
Milan Italy EUR 20,000 60 FINCANTIERI SI S.p.A. 60.00%
solutions
Power4Future S.p.A. Calderara di
Design, production and installation of electricity storage Reno (BO) Italy EUR 3,200,000 52 Fincantieri SI S.p.A. 52.00%
products
BOP6 S.c.a.r.l. in liquidation
Italy 5 Fincantieri S.p.A.
In liquidation Trieste France EUR 40,000 95 Fincantieri SI S.p.A. 100.00%
FINCANTIERI AUSTRALIA Pty Ltd. Australia Australia AUD 2,400,100 100 Fincantieri S.p.A. 100.00%
Trade activities
FINCANTIERI SERVICES MIDDLE EAST LLC
Project management services
Qatar Qatar EUR 200,000 100 Fincantieri S.p.A. 100.00%
FINCANTIERI (SHANGHAI) TRADING Co. Ltd.
Engineering design, consulting and development China China CNY 35,250,000 100 Fincantieri S.p.A. 100.00%
FINCANTIERI DRAGAGGI ECOLOGICI S.p.A.
Eco-dredging, construction and maintenance of river,
lake and maritime works
Rome Italy EUR 500,000 55 Fincantieri S.p.A. 55.00%
MTM s.c.a.r.l.
Maintenance and repair of "Mose" plant bulkheads Venice Italy EUR 100,000 41 Fincantieri S.p.A. 41.00%
FINCANTIERI SERVICES DOHA LLC
Maintenance of waterborne transport vessels
Qatar Qatar QAR 18,400,000 100 Fincantieri S.p.A. 100.00%
TEAM TURBO MACHINES SAS
Repair, maintenance and installation of gas turbines France France EUR 250,000 85 Fincantieri S.p.A. 100.00%
MARINE INTERIORS S.p.A. Italy
Ship interiors Trieste Romania and
Norway
EUR 1,000,000 100 Fincantieri S.p.A. 100.00%
MARINE INTERIORS CABINS S.p.A. Italy
Ship interiors Trieste Norway EUR 5,120,000 100 Marine Interiors S.p.A. 100.00%
MI S.p.A. Trieste Italy EUR 50,000 100 Marine Interiors S.p.A. 100.00%
Ship interiors
SEAENERGY - A MARINE INTERIORS COMPANY
France
S.r.l. Pordenone Italy EUR 50,000 80 Marine Interiors S.p.A. 80.00%
Ship interiors Romania
OPERAE - A MARINE INTERIORS COMPANY Trieste Italy EUR 50,000 85 Marine Interiors S.p.A. 85.00%
Ship interiors
Fincantieri Naval Services - Sole Proprietorship LLC
Sale, management, operation, repair and maintenance Abu Dhabi United Arab AED 8,000,000 100 Fincantieri S.p.A. 100.00%
of ships, technology and materials and ancillary activities Emirates
FINCANTIERI INFRASTRUCTURE S.p.A.
Production, marketing and installation of metal products
Trieste Italy EUR 500,000 100 Fincantieri S.p.A. 100.00%
and carpentry Romania
FINCANTIERI INFRASTRUCTURE USA Inc. USA USA USD 100 100 Fincantieri Infrastructure S.p.A. 100.00%
Holding company
FINCANTIERI INFRASTRUCTURE FLORIDA Inc.
Legal activities
USA USA USD 100 100 Fincantieri Infrastructure USA Inc. 100.00%
FINCANTIERI INFRASTRUCTURE OPERE
MARITTIME S.p.A. Trieste Italy EUR 100,000 100 Fincantieri Infrastructure S.p.A. 100.00%
Design, construction, maintenance, supply of civil,
maritime, port, hydraulic infrastructure
ORTONA FM Società Consortile a Responsabilità
Limitata
Design and execution of works for the deepening of the Rome Italy EUR 10,000 80 Fincantieri Infrastructure Opere
Marittime S.p.A.
80.00%
seabed and adaptation of the Riva quay in the port of
Ortona
Italy,
FINCANTIERI INFRASTRUTTURE SOCIALI S.p.A.
Construction of buildings and supply of technological
Florence France, Chile, S. EUR 20,000,000 90 Fincantieri Infrastructure S.p.A. 90.00%
systems Marteen,
Greece, Qatar

SOF S.p.A.
Installation, conversion, maintenance and operation of
plants
Florence Italy EUR 5,000,000 100 Fincantieri INfrastrutture SOciali
S.p.A.
90.00%
ERGON PROJECTS Ltd.
Construction
Malta Malta EUR 1,400,000 99
1
Fincantieri INfrastrutture SOciali
S.p.A.
SOF S.p.A.
90.00%
FINSO ALBANIA S.h.p.k.
Design and construction of healthcare buildings and
infrastructure
Albania Albania LEK 4,000,000 100 Fincantieri INfrastrutture SOciali
S.p.A.
90.00%
CONSTRUCTORA FINSO CHILE S.p.A.
Administrative activities for infrastructure implementation
Chile Chile CLP 10,000,000 100 Fincantieri INfrastrutture SOciali
S.p.A.
90.00%
EMPOLI SALUTE GESTIONE S.c.a.r.l.
Non-medical support services, management of retail
space
Florence Italy EUR 50,000 95
4.50
Fincantieri INfrastrutture SOciali
S.p.A.
SOF S.p.A.
89.55%
FINCANTIERI NEXTECH S.p.A.
Automation systems
Milan Italy
Switzerland
EUR 12,000,000 100 Fincantieri S.p.A. 100.00%
E-PHORS S.p.A.
Design, production of products or services in the field of Milan
cyber security
Italy EUR 500,000 100 Fincantieri NexTech S.p.A. 100.00%
REICOM S.r.l.
Design, development, supply, installation and
maintenance for on-board systems
Milan Italy EUR 600,000 100 Fincantieri NexTech S.p.A. 100.00%
C.S.I. CONSORZIO STABILE IMPIANTI S.r.l. in
liquidation
In liquidation
Milan Italy EUR 40,000 75.65 Fincantieri NexTech S.p.A. 75.65%
HMS IT S.p.A.
Design, supply and integration of IT technology
infrastructures
Rome Italy EUR 1,500,000 100 Fincantieri NexTech S.p.A. 100.00%
MARINA BAY S.A.
Industrial, commercial, financial, property and real estate Luxembourg
transactions
Luxembourg EUR 31,000 100 Fincantieri NexTech S.p.A. 100.00%
S.L.S.- SUPPORT LOGISTIC SERVICES S.r.l.
Design and construction of electronic and
telecommunication systems
Guidonia
Montecelio (RM)
Italy EUR 131,519 100 IDS Ingegneria Dei Sistemi S.p.A. 100.00%
ISSEL NORD S.r.l.
Production and supply of means and services related to Follo (SP)
integrated logistic support
Italy EUR 400,000 100 Fincantieri NexTech S.p.A. 100.00%
CENTRO PER GLI STUDI DI TECNICA NAVALE –
CETENA S.p.A.
Ship research and experimentation
Genoa Italy EUR 1,000,000 86.1 Fincantieri NexTech S.p.A. 86.10%
IDS Ingegneria Dei Sistemi S.p.A.
Design, production and maintenance of systems for civil- Pisa
military applications
Italy EUR 13,200,000 100 Fincantieri NexTech S.p.A. 100.00%
IDS Ingegneria Dei Sistemi (UK) Ltd.
Design, production and maintenance of systems for civil- United Kingdom United Kingdom GBP
military applications
180,000 100 IDS Ingegneria Dei Sistemi S.p.A. 100.00%
IDS Australasia PTY Ltd.
Design, production and maintenance of systems for civil- Australia
military applications
Australia AUD 100,000 100 IDS Ingegneria Dei Sistemi S.p.A. 100.00%
IDS North America Ltd.
Design, production and maintenance of systems for civil- Canada
military applications
Canada CAD 5,305,000 100 IDS Ingegneria Dei Sistemi S.p.A. 100.00%
IDS Korea Co. Ltd.
Design, production and maintenance of systems for civil- South Korea
military applications
South Korea KRW 434,022,000 100 IDS Ingegneria Dei Sistemi S.p.A. 100.00%
IDS Technologies US Inc. in liquidation
In liquidation
USA USA USD - 100 IDS Ingegneria Dei Sistemi S.p.A. 100.00%
Rob.Int S.r.l.
Design of air, naval and land vehicles
Pisa Italy EUR 100,000 100 IDS Ingegneria Dei Sistemi S.p.A. 100.00%
TRS SISTEMI S.r.l.
Provision of IT services
Rome Italy EUR 90,000 100 IDS Ingegneria Dei Sistemi S.p.A. 100.00%
Skytech Italia S.r.l.
Implementation of IT systems
Rome Italy EUR 90,000 100 IDS Ingegneria Dei Sistemi S.p.A. 100.00%
Flytop S.r.l. in liquidation
In liquidation
Rome Italy EUR 50,000 100 IDS Ingegneria Dei Sistemi S.p.A. 100.00%
REMAZEL ENGINEERING S.p.A.
Engineering, procurement and production activities in
offshore, crane and gas turbine manufacturing and after
Milan Italy EUR 5,000,000 100 Fincantieri S.p.A. 100.00%
sales service activities
REMAZEL ASIA CO. LTD - REMAZEL SHANGHAI
TRADING CO LTD.
Wholesale supplier of offshore floating wind mechanical
China China CNY 1,000,000 100 Remazel Engineering S.p.A. 100.00%
equipment
REMAZEL SERVICOS DE SISTEMA DE OLEO&GAS,
LTDA
Brazil Brazil BRL 660,909 100 Remazel Engineering S.p.A. 100.00%
Service activities for offshore equipment
CREDENCE OFFSHORE Pte Ltd. (in creditors'
voluntary liquidation procedure)
Singapore Singapore SGD 1,500,000 53.87 Remazel Engineering S.p.A. 53.87%
In liquidation
FINCANTIERI USA HOLDING LLC
USA USA USD - 100 Fincantieri S.p.A. 100.00%
Holding company
FINCANTIERI USA Inc.
USA USA USD 1,030 65 Fincantieri S.p.A. 100.00%
Holding company
FINCANTIERI Services USA LLC
USA USA USD 300,001 35
100
Fincantieri USA Holding LLC
Fincantieri USA Inc.
100.00%
After-sales services
FINCANTIERI MARINE GROUP HOLDINGS Inc.
USA USA USD 1,028 87.44 Fincantieri USA Inc. 87.44%
Holding company

FINCANTIERI MARINE GROUP LLC USA USA USD 1,000 100 Fincantieri Marine Group Holdings 87.44%
Shipbuilding and ship repairs
MARINETTE MARINE CORPORATION
USA USA USD 146,706 100 Inc.
Fincantieri Marine Group LLC
87.44%
Shipbuilding and ship repairs
ACE MARINE LLC
USA USA USD 1,000 100 Fincantieri Marine Group LLC 87.44%
Building of small aluminium ships
FINCANTIERI MARINE SYSTEMS NORTH AMERICA
Inc.
Sale and after-sale services relating to mechanical
USA USA
Bahrain
USD 501,000 100 Fincantieri USA Inc. 100.00%
products
Fincantieri Marine Repair LLC
Sale and after-sale services relating to mechanical
USA USA USD - 100 Fincantieri Marine Systems North
America Inc.
100.00%
products
Fincantieri Marine Systems LLC
Sale and after-sale services relating to mechanical
USA USA USD - 100 Fincantieri Marine Systems North 100.00%
products
FMSNA YK
America Inc.
100 Fincantieri Marine Systems North
Marine diesel engine maintenance service
FINCANTIERI OIL & GAS S.p.A.
Japan Japan JPY 3,000,000 America Inc. 100.00%
Exercise, also through companies and entities, of
activities in the Oil & Gas industry
Trieste Italy EUR 21,000,000 100 Fincantieri S.p.A. 100.00%
ARSENAL S.r.l.
IT consultancy services
Trieste Italy EUR 10,000 100 Fincantieri Oil & Gas S.p.A. 100.00%
VARD HOLDINGS Ltd.
Holding company
Singapore Singapore SGD 932,200,000 98.38 Fincantieri Oil & Gas S.p.A. 98.38%
VARD SHIPHOLDING SINGAPORE Pte. Ltd.
Charter of boats, ships and barges
Singapore Singapore USD 1 100 Vard Holdings Ltd. 98.38%
VARD GROUP AS
Shipbuilding
Norway Norway NOK 26,795,600 100 Vard Holdings Ltd. 98.38%
SEAONICS AS
Offshore handling systems
Norway Norway NOK 46,639,721 100 Vard Group AS 98.38%
SEAONICS POLSKA SP. Z O.O. Poland Poland PLN 400,000 100 Seaonics AS 98.38%
Engineering services
CDP TECHNOLOGIES AS
Norway Norway NOK 500,000 100 Seaonics AS 98.38%
Technological research and development
CDP TECHNOLOGIES ESTONIA OÜ
Automation and control systems
VARD ELECTRO AS
Estonia Estonia
Norway
EUR 5,200 100 CDP Technologies AS 98.38%
Electrical/automation installation Norway UK NOK 1,000,000 100 Vard Group AS 98.38%
VARD ELECTRO ITALY S.r.l.
Design and installation of naval electrical systems
Trieste Italy EUR 200,000 100 Vard Electro AS 98.38%
VARD ELECTRO ROMANIA S.r.l. (formerly VARD
ELECTRO TULCEA S.r.l.)
Electrical installation
Romania Romania RON 6,333,834 100 Vard Electro AS 98.38%
VARD ELECTRICAL INSTALLATION AND
ENGINEERING (INDIA) Pvt. Ltd.
India India INR 14,000,000 99.50
0.50
Vard Electro AS
Vard Electro Romania S.r.l.
98.38%
Electrical installation
VARD ELECTRO BRAZIL (INSTALAÇÕES
(formerly Vard Electro Tulcea S.r.l.)
ELETRICAS) Ltda.
Electrical installation
Brazil Brazil BRL 3,000,000 99
1
Vard Electro AS
Vard Group AS
98.38%
VARD PROMAR SA
Shipbuilding
Brazil Brazil BRL 1,109,108,180 99,999
0.001
Vard Group AS
Vard Electro Brazil Ltda.
98.38%
Vard Niteroi RJ S.A. (formerly FINCANTIERI DO
BRASIL PARTICIPAÇÕES SA)
Brazil Brazil BRL 354,887,790 99.99
0.01
Vard Group AS
Vard Electro Brazil (Instalacoes
98.38%
Dormant
VARD INFRAESTRUTURA Ltda.
Brazil Brazil BRL 10,000 99.99 Eletricas) Ltda
Vard Promar SA
98.38%
Dormant
ESTALEIRO QUISSAMÃ Ltda.
0.01
50.50
Vard Group AS
Vard Group AS
Dormant
VARD ELECTRO CANADA Inc.
Brazil Brazil BRL 400,000 49.50 Vard Promar SA 98.38%
Installation and integration of electrical systems Canada Canada CAD 100,000 100 Vard Electro AS 98.38%
VARD ELECTRO US Inc.
Installation and integration of electrical systems
USA USA USD 10 100 Vard Electro Canada Inc. 98.38%
VARD RO HOLDING S.r.l.
Holding company
Romania Romania RON 82,573,830 99,995
0.00000126
Vard Group AS
Vard Electro AS
98.38%
VARD SHIPYARDS ROMANIA SA (formerly VARD
TULCEA SA)
Romania Romania RON 151,606,459 97,1057 Vard RO Holding S.r.l. 98.38%
Shipbuilding
VARD INTERNATIONAL SERVICES S.r.l.
Romania Romania RON 100,000 2.8943
100
Vard Group AS
Vard Shipyards Romania SA
98.38%
Dormant
VARD ENGINEERING CONSTANTA S.r.l.
70 (formerly VARD TULCEA SA)
Vard RO Holding S.r.l.
98.38%
Engineering Romania Romania RON 1,408,000 30 Vard Shipyards Romania SA
(formerly VARD TULCEA SA)
VARD SINGAPORE Pte. Ltd.
Sales and holding company
Singapore Singapore USD 6,000,000 100 Vard Group AS 98.38%
VARD VUNG TAU Ltd.
Shipbuilding
Vietnam Vietnam USD 9,240,000 100 Vard Singapore Pte. Ltd. 98.38%
Vard Interiors AS (formerly Vard Accommodation
AS)
Ship accommodation installation
Norway Norway NOK 500,000 100 Vard Group AS 98.38%
Vard Interiors Romania S.r.l. (formerly Vard
Accommodation Tulcea S.r.l.)
Ship accommodation installation
Romania Romania
Italy
RON 436,000 99.77
0.23
Vard Interiors AS (formerly Vard
Accommodation AS)
Vard Electro Romania S.r.l.
98.38%
VARD DESIGN AS
Design and engineering
Norway Norway NOK 4,000,000 100 Vard Group AS 98.38%

VARD DESIGN LIBURNA Ltd.
Design and engineering Croatia Croatia EUR 2,654 51 Vard Design AS 50.17%
VARD MARINE GDAŃSK Sp. Z o. o.
Offshore design and engineering
Poland Poland PLN 50,000 100 Vard Group AS 98.38%
VARD MARINE INC.
Design and engineering
Canada Canada CAD 9,783,700 100 Vard Group AS 98.38%
VARD MARINE US INC.
Design and engineering
USA USA USD 1,010,000 100 Vard Marine Inc. 98.38%
Joint ventures consolidated using the equity method
ORIZZONTE SISTEMI NAVALI S.p.A.
Provision of naval surface vessels equipped with
weapons systems
Genoa Italy
Algeria
EUR 20,000,000 51 Fincantieri S.p.A. 51.00%
ETIHAD SHIP BUILDING LLC
Design, production and sale of civilian and naval ships
United Arab
Emirates
United Arab
Emirates
AED 2,500,000 35 Fincantieri S.p.A. 35.00%
NAVIRIS S.p.A.
Design and manufacture of ships for naval or
government use
Genoa Italy EUR 5,000,000 50 Fincantieri S.p.A. 50.00%
NAVIRIS FRANCE SAS
Shipbuilding
France France EUR 100,000 100 Naviris S.p.A. 50.00%
CSSC - FINCANTIERI CRUISE INDUSTRY
DEVELOPMENT LIMITED
Design and marketing of cruise ships
China China EUR 140,000,000 40 Fincantieri S.p.A. 40.00%
CSSC - FINCANTIERI (SHANGHAI) CRUISE DESIGN
LIMITED
Engineering, Project Management and Supply Chain
Management
China China RMB 1,000,000 100 CSSC - Fincantieri Cruise Industry
Development Limited
40.00%
CONSORZIO F.S.B.
Construction
Marghera (VE) Italy EUR 15,000 58.36 Fincantieri S.p.A. 58.36%
BUSBAR4F S.c.a.r.l. Trieste Italy EUR 40,000 10 Fincantieri S.p.A. 60.00%
Complete execution of contract ITER BUSBARF4
4TCC1 - società consortile a r.l.
Trieste France
Italy
EUR 100,000 50
5
Fincantieri SI S.p.A.
Fincantieri S.p.A.
80.00%
Complete execution of the Tokamak Complex Contract
4B3 S.c.a.r.l.
France
Italy
75
2.50
Fincantieri SI S.p.A.
Fincantieri S.p.A.
Complete execution of contract BOP3 Trieste France EUR 50,000 52.50 Fincantieri SI S.p.A. 55.00%
4TB13 S.c.a.r.l.
Dormant
Trieste Italy
France
EUR 50,000 55 Fincantieri SI S.p.A. 55.00%
FINMESA S.c.a.r.l. in liquidation
In liquidation
Milan Italy EUR 20,000 50 Fincantieri SI S.p.A. 50.00%
Ersma 2026 S.c.a.r.l.
Demolition and dismantling of buildings and other
structures
Piacenza Italy EUR 10,000 20 Fincantieri SI S.p.A. 20.00%
FINCANTIERI CLEA BUILDINGS S.c.a.r.l. in
liquidation
In liquidation
Milan Italy EUR 10,000 51 Fincantieri Infrastructure S.p.A. 51.00%
PERGENOVA S.c.p.a. in liquidation
In liquidation
Genoa Italy EUR 1,000,000 50 Fincantieri Infrastructure S.p.A. 50.00%
Darsena Europa S.c.a.r.l.
Execution of the Europa Platform of the Port of Livorno
Rome Italy EUR 10,000 26 Fincantieri Infrastructure Opere
Marittime S.p.A.
26.00%
Nuovo Santa Chiara Hospital S.c.a.r.l. Florence Italy EUR 300,000 50 Fincantieri Infrastrutture SOciali 45.00%
Construction of hospital buildings 3.65 S.p.A.
SOF S.p.A.
VIMERCATE SALUTE GESTIONI S.c.a.r.l.
Other business support service activities n.e.c.
Milan Italy EUR 10,000 49.10 Fincantieri Infrastrutture SOciali
S.p.A.
47.48%
4TB21 Società consortile a r.l.
Unitary execution of the framework agreement for the
TOKAMAK Complex Contract – TB21
Trieste Italy EUR 100,000 51 Fincantieri S.p.A. 51.00%
Associates consolidated using the equity method
CENTRO SERVIZI NAVALI S.p.A.
Processing and production of metal products
San Giorgio di
Nogaro (Udine) Italy
EUR 5,620,618 10.93 Fincantieri S.p.A. 10.93%
GRUPPO PSC S.p.A.
Design and installation of systems
Maratea (PZ) Italy, Qatar,
Romania,
Colombia, Spain
EUR 1,431,112 10 Fincantieri S.p.A. 10%
DECOMAR S.p.A.
Development of innovative solutions for environmental Massa (MS)
Italy EUR 2,500,000 20 Fincantieri S.p.A. 20%
restoration
DIDO S.r.l.
Milan Italy EUR 142,801 30 Fincantieri S.p.A. 30%
Activities in the field of decision intelligence
PRELIOS SOLUTIONS & TECHNOLOGIES S.r.l.
Realization and management of technological
Milan Italy EUR 50,000 49 Fincantieri NexTech S.p.A. 49%
installations in the industrial, civil and defence sectors
STARS Railway Systems
Rome Italy EUR 300,000 48 IDS Ingegneria Dei Sistemi S.p.A. 50%
Production of radar products for railway safety
ITS Integrated Tech System S.r.l.
La Spezia Italy EUR 10,000 2
51
TRS Sistemi S.r.l.
Rob.Int s.r.l.
51%
Dormant
MC4COM - MISSION CRITICAL FOR
COMMUNICATIONS SOCIETA' CONSORTILE S.r.l
Implementation of integrated telecommunications
systems
Milan Italy EUR 10,000 50 HMS IT S.p.A. 50%
UNIFER NAVALE S.r.l. in liquidation
In liquidation
Finale Emilia
(MO)
Italy EUR 150,000 20 SOCIETÀ PER L'ESERCIZIO DI
ATTIVITÀ FINANZIARIE - S.E.A.F.
S.p.A.
20%

2F PER VADO S.c.a.r.l.
Execution of works for the construction of the "New Vado
Ligure Breakwater"
Genoa Italy EUR 10,000 49 Fincantieri Infrastructure Opere
Marittime S.p.A.
49%
Città Salute Ricerca Milano S.p.A
Construction activities and other civil engineering works
n.e.c.
Milan Italy EUR 5,000,000 30 Fincantieri Infrastrutture SOciali
S.p.A.
27%
Cisar Costruzioni S.c.a.r.l.
Design and execution activities
Milan Italy EUR 100,000 30 Fincantieri Infrastrutture SOciali
S.p.A.
27%
Note Gestione S.c.a.r.l.
Installation of plumbing in buildings
Reggio Emilia Italy EUR 20,000 34 SOF S.p.A. 30.60%
S.Ene.Ca Gestioni S.c.a.r.l.
Other business support service activities
Florence Italy EUR 10,000 49 SOF S.p.A. 44.10%
Hospital Building Technologies S.c.a.r.l.
Sale and purchase of own real estate
Florence Italy EUR 10,000 20 SOF S.p.A. 18%
Bioteca soc. cons. a r.l.
Performance of supply and installation contracts for
furniture and furnishings
Carpi (MO) Italy EUR 100,000 33 SOF S.p.A. 30%
Energetika S.c.a.r.l.
Dormant
Florence Italy EUR 10,000 40 SOF S.p.A. 36%
PerGenova Breakwater
Construction of the new breakwater for the port of Genoa
within the Sampierdarena basin
Genoa Italy EUR 10,000 25 Fincantieri Infrastructure Opere
Marittime S.p.A.
25%
BREVIK TECHNOLOGY AS
Technology licences and patents
Norway Norway NOK 1,050,000 34 Vard Group AS 33.45%
SOLSTAD SUPPLY AS (formerly REM SUPPLY AS) Norway
Shipowner
Norway NOK 345,003,000 26.66 Vard Group AS 26.23%
ISLAND OFFSHORE XII SHIP AS
Shipowner
Norway Norway NOK 404,097,000 42.20 Vard Group AS 41.52%
ISLAND DILIGENCE AS
Shipowner
Norway Norway NOK 17,012,500 39.38 Vard Group AS 38.74%
CASTOR DRILLING SOLUTION AS
Offshore drilling technology
Norway Norway NOK 229,710 34.13 Seaonics AS 33.58%
CSS DESIGN LIMITED
Design and engineering
United Kingdom United Kingdom GBP 100 31 Vard Marine Inc. 30.50%
REMAC S.r.l.
Machinery construction activities
Trieste Italy EUR 200,000 49 Remazel Engineering S.p.A. 49.00%

The Manager Responsible for Preparing Financial Reports, Felice Bonavolontà, declares, pursuant to paragraph 2 of article 154 bis of Italian Legislative Decree no. 58 dated February 24, 1998, that the financial information contained in this Interim Financial Report corresponds to the underlying documentary and accounting books and records.

Independent Auditor's Report

Deloitte & Touche S.p.A. Viale Giovanni Paolo II, 3/7 33100 Udine Italia

Tel: +39 0432 1487711 Fax: +39 0432 1487712 www.deloitte.it

REPORT ON REVIEW OF INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

To the Board of Directors of Fincantieri S.p.A.

Introduction

We have reviewed the accompanying interim condensed consolidated financial statements of Fincantieri S.p.A. and subsidiaries (the "Fincantieri Group"), which comprise the consolidated statement of financial position as of March 31, 2024, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows and related explanatory notes. The Directors are responsible for the preparation of these interim condensed consolidated financial statements in accordance with the International Accounting Standard applicable to the interim financial reporting (IAS 34) as adopted by the European Union. Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim condensed consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (ISA Italia) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion on these interim condensed consolidated financial statements.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial statements of the Fincantieri Group as at March 31, 2024 are not prepared, in all material respects, in accordance with the International Accounting Standard applicable to the interim financial reporting (IAS 34) as adopted by the European Union.

Ancona Bari Bergamo Bologna Brescia Cagliari Firenze Genova Milano Napoli Padova Parma Roma Torino Treviso Udine Verona Sede Legale: Via Tortona, 25 - 20144 Milano | Capitale Sociale: Euro 10.328.220,00 i.v.

Codice Fiscale/Registro delle Imprese di Milano Monza Brianza Lodi n. 03049560166 - R.E.A. n. MI-1720239 | Partita IVA: IT 03049560166

Il nome Deloitte si riferisce a una o più delle seguenti entità: Deloitte Touche Tohmatsu Limited, una società inglese a responsabilità limitata ("DTTL"), le member firm aderenti al suo network e le entità a esse correlate. DTTL e ciascuna delle sue member firm sono entità giuridicamente separate e indipendenti tra loro. DTTL (denominata anche "Deloitte Global") non fornisce servizi ai clienti. Si invita a leggere l'informativa completa relativa alla descrizione della struttura legale di Deloitte Touche Tohmatsu Limited e delle sue member firm all'indirizzo www.deloitte.com/about.

2

Other matter

Financial information for the period ended March 31, 2023, included for comparative purposes only, have not been audited or reviewed.

DELOITTE & TOUCHE S.p.A.

Signed by Barbara Moscardi Partner

Udine, Italy June 11, 2024

This independent auditor's report has been translated into the English language solely for the convenience of international readers. Accordingly, only the original text in Italian language is authoritative.

Glossary

1 - Operating activities

Shipowner

Person who operates the ship, regardless of whether they are the owner or not.

Dry-dock

Tank housing ships under construction or in for repair.

Order backlog

Residual value of orders not yet completed. This is calculated as the difference between the total value of the order (including any order modifications and additions) and the accumulated value of "Construction contracts and client advances" at the reporting date.

Merchant Ships

Vessels intended for the development of commercial activities, mainly involving passenger transport. Examples are cruise ships, ferries (whether for transporting only vehicles or vehicles and passengers), container ships, oil tankers, solid and liquid bulk carriers, etc.

Naval vessels

Vessels for military use such as combat surface ships (aircraft carriers, destroyers, frigates, corvettes, patrol vessels), as well as auxiliary ships and submarines.

Order intake

Value of new ship orders, order modifications and additions acquired by the Company during each financial year.

Order book

Value of orders for main contracts, order modifications and additions not yet delivered or executed.

Soft Backlog

Value of contract options, existing letters of intent and projects at an advanced stage of negotiation, not yet reflected in the order backlog.

Total order book

This is calculated as the sum of the Order book and the Soft backlog.

Total backlog

This is calculated as the sum of the Order backlog and the Soft backlog.

Refitting/Refurbishment

Activity aimed at "bringing back into use" obsolete vessels or vessels that have become unsuitable due to changes in rules and/or regulations.

GRT - Gross Registered Tonnage

Unit of measurement of the volume of a vessel; this includes all the internal volumes of the vessel, including the engine room, fuel tanks and crew areas. It is measured from the external surface of the bulkheads.

CGT - Compensated Gross Tonnage

An international unit of measurement that provides a common yardstick for assessing the commercial output of shipbuilding activity. It is calculated from the GRT taking into account the type and size of vessel.

2 - Administration and Finance

Impairment test

Activity carried out by the Company to assess, at each year-end reporting date, whether there is any indication that an asset may be impaired and to estimate its recoverable amount.

Business combination

Merger of separate entities of company activities into a single reporting entity.

Net fixed capital

Indicates the fixed capital employed for ordinary operations, which includes the items: Intangible assets, Rights of use, Property, plant and equipment, Investments, Non-current financial assets and Other assets (including the fair value of derivatives classified in Non-current financial assets) net of Employee benefits.

Net working capital

This indicates the capital employed in ordinary operations which includes Inventories and advances, Construction contracts and client advances, Trade receivables, Trade payables, Provisions for risks and charges and Other current assets and liabilities (including Income tax assets, Income tax liabilities, Deferred tax assets and Deferred tax liabilities, as well as the fair value of derivatives classified in Current financial assets).

Net invested capital

Represents the sum of Net fixed capital, Net working capital and Assets held for sale.

CGU

Acronym for Cash Generating Unit. This is the smallest identifiable group of company assets that generates cash inflows that are independent of the cash inflows generated by other assets.

EBIT

Acronym for Earnings Before Interest and Taxes. It is defined as: Profit/(loss) for the year adjusted for the following items (i) Taxes, (ii) Share of profit of investments accounted for using the equity method, (iii) Income/(expenses) from equity investments, (iv) Financial expenses, (v) Financial income, (vi) Provisions for costs and legal expenses related to asbestos litigation, and (vii) Other non-recurring income and expenses.

EBITDA

Acronym for Earnings Before Interest, Taxes, Depreciation and Amortization. It is defined as: Profit/(loss) for the year before taxes, before financial income and expenses, before income and expenses from investments and before depreciation, amortization and impairment, as reported in the financial statements, adjusted by the following items: i) provisions for costs and legal expenses associated with lawsuits brought by employees for asbestos-related damages, ii) costs relating to reorganization plans and other non-recurring personnel costs, iv) other extraordinary income and expenses.

Fair value

Fair value, defined as the amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm's length transaction.

IAS/IFRS

Acronyms for the International Accounting Standards and International Financial Reporting Standards, respectively, adopted by the Group.

Net expenditure/disposals

They represent investments and disposals of tangible and intangible assets, equity investments and other non-operating net investments.

Operating investments

They represent investments in tangible and intangible assets excluding those resulting from the acquisition of a business combination allocated to tangible or intangible assets.

Net financial position

Reclassified statement of financial position which includes:

  • Net current cash/(debt): cash and cash equivalents, current financial assets, current financial payables and current portion of medium/long-term loans;
  • Non-current debt: non-current bank debt and other debt instruments.

Statement of cash flows

A statement that examines all the flows that led to a change in cash and cash equivalents, up to the determination of the "Net cash flows for the period", as the difference between the income and expenditure for the period considered.

Revenue

The item Revenue on the Income Statement includes revenues accrued on construction contracts and miscellaneous sales of products and services.

Revenues and income excluding pass-through activities

The item Revenues and income excluding pass-through activities: these exclude the portion of revenues that relates to sales contracts with pass-through activities and which have a contra-entry in the cost item; pass-through activities are those contracts for which the Company invoices the entire contractual amount to the end customer but does not directly manage the construction contract.

Basic or diluted earnings per share

Basic earnings per share is calculated by dividing the profit or loss for the year attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the year.

The calculation of diluted earnings per share is consistent with the calculation of basic earnings per share, but takes into account all ordinary shares with potential dilutive effects outstanding during the period, i.e.:

  • profit or loss attributable to ordinary shares is increased by the after-tax amount of dividends and interest recognized in the period in respect of ordinary shares with potential dilutive effects and adjusted for any other changes in income or expenses resulting from the conversion of the ordinary shares with potential dilutive effects;
  • the weighted average number of ordinary shares outstanding is increased by the weighted average number of additional ordinary shares that would be outstanding if all ordinary shares with potential dilutive effects were converted.

WACC

Acronym for Weighted Average Cost of Capital. This represents the average cost of the company's different sources of funding, both in the form of debt and equity.

Parent Company Registered office Via Genova no. 1 - 34121 Trieste - Italy Tel: +39 040 3193111 Fax: +39 040 3192305 http://www.fincantieri.com Share Capital Euro 862,980,725.70 Trieste Company Registry and Tax No. 00397130584 VAT No. 00629440322

Talk to a Data Expert

Have a question? We'll get back to you promptly.