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Dovalue

Annual Report Jan 31, 2024

4145_ir_2024-01-31_8fcd95b5-3a81-40c9-b3ec-82e1ef25c69d.pdf

Annual Report

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Consolidated Interim Report

AT SEPTEMBER 30, 2022

Registered Office: Viale dell'Agricoltura, 7 – 37135 Verona Share capital €41,280,000.00 fully paid-up Parent Company of the doValue Group Registered in the Company Register of Verona, Tax I.D. no. 00390840239 and VAT registration no. 02659940239 www.doValue.it

Governing and control bodies 4
GROUP STRUCTURE 5
DIRECTORS' INTERIM REPORT ON GROUP OPERATIONS 7
1. FINANCIAL STATEMENTS AT SEPTEMBER 30, 2022 39
ILLUSTRATIVE NOTES 47
2. ACCOUNTING POLICIES 48
3. INFORMATION ON THE CONSOLIDATED BALANCE SHEET 64
4. INFORMATION ON CONSOLIDATED INCOME STATEMENT 84
5. INFORMATION ON RISKS AND RISK MANAGEMENT POLICIES 91
6. SEGMENT REPORTING 98
7. BUSINESS COMBINATIONS RELATING TO COMPANY ENTERPRISES OR BUSINESS BRANCHES 100
8. RELATED-PARTY TRANSACTIONS 102
CERTIFICATIONS AND REPORTS 105
CERTIFICATION OF THE FINANCIAL REPORTING OFFICER

Governing and control bodies

BOARD OF DIRECTORS

4

Chairman GIOVANNI CASTELLANETA (2)

CEO MANUELA FRANCHI

Directors FRANCESCO COLASANTI (2) GIOVANNI BATTISTA DAGNINO (4) CRISTINA FINOCCHI MAHNE (3) NUNZIO GUGLIELMINO (1) GIUSEPPE RANIERI ROBERTA NERI (4) MARELLA IDI MARIA VILLA (2) ELENA LIESKOVSKA (2)

BOARD OF STATUTORY AUDITORS

Chairman NICOLA LORITO (6)

Statutory Auditors FRANCESCO MARIANO BONIFACIO (6)

Alternate Auditors SONIA PERON

Financial Reporting Officer DAVIDE SOFFIETTI

CHIARA MOLON (5)

MAURIZIO DE MAGISTRIS

AUDIT FIRM EY S.p.A.

At the date of approval of this document

  • (1) Chairman of Appointments and Remuneration Committee
  • (2) Member of Appointments and Remuneration Committee
  • (3) Chairman Risk, Related Party Transactions and Sustainability Committee
  • (4) Member of the Risks and Related Party Transactions Committee
  • (5) Chairman of Supervisory Committee, pursuant to Legislative Decree 231/2001
  • (6) Member of Supervisory Committee, pursuant to Legislative Decree 231/2001

GROUP STRUCTURE

doValue is one of the main players in Southern Europe providing services to banks and investors for the management of loans and real estate assets (Servicing) with assets under management equal to about €137 billion as at September 2022 (Gross Book Value).

The structure of the Group at September 30, 2022, as shown in the following diagram, reflects the organic and external growth and diversification of doValue over more than 20 years of operations.

The parent company, doValue S.p.A., a servicing company governed by article 115 of the T.U.L.P.S.,1 and its subsidiaries carry out servicing activities for "Performing Loans" (PL), Early Arrears, "Unlikely to Pay" (UTP), "Non Performing Loans" (NPL) and Real Estate assets, and provide ancillary services for business information and master Servicing, operating in a specific business area or geographical market.

doValue was created from a combination, in 2016, of the two largest Italian servicers: UCCMB, originally part of the UniCredit Group, and Italfondiario (now doNext), active since 2000 in partnership with leading specialised investors.

From July 2017, the doValue Group is listed on the Milan Stock Exchange (MTA).

Since 2018 doValue went through a strong expansion and deep diversification phase in the Southern Europe market, starting a Group transformation and integration process.

In 2019 doValue completes the acquisition of an 85% stake in the capital of Altamira Asset Management, a prominent european player in the credit and real estate asset management sector, with operations in Spain, Portugal, Cyprus and Greece.

In 2020 doValue acquires 80% of the share capital of Greek servicing company FPS from Eurobank, today doValue Greece.

1 Italian Consolidated Law on Public Security

DIRECTORS' INTERIM REPORT ON GROUP OPERATIONS

7

The summary results and financial indicators are based on accounting data and are used in management reporting to enable management to monitor performance.

They are also consistent with the most commonly used metrics in the relevant sector, ensuring the comparability of the figures presented.

The Group's business

The doValue Group provides services to Banks and Investors over the entire life-cycle of loans and real estate assets.

doValue is Southern Europe's leading servicer, with about €137 billion (Gross Book Value) in assets under management and a track record spanning over more than 20 years. Its business model is aimed at all Banks and Investors in the market, and "asset light", which means that it does not require direct investments in loan portfolios.

doValue's services are remunerated under long term contracts based on a fee structure that includes fixed fees based on the volume of assets under management and variable fees linked to the performance of servicing activities, such as collections from NPL receivables or the sale of customers' real estate assets or the number of real estate and business information services provided.

The Group provides services in the following categories:

  • "NPL Servicing": the administration, management and recovery of loans utilising in court and out-of-court recovery processes for and on behalf of third parties for portfolios mainly consisting in non-performing loans. Within its NPL Servicing operations, doValue focuses on corporate bank loans of medium-large size and a high proportion of real estate collateral;
  • "Real Estate Servicing": the management of real estate assets on behalf of third parties, including:
    • o Real estate collateral management: activities to develop or sell, either directly or through intermediaries, real estate assets owned by customers originally used to secure bank loans;
    • o Real estate development: analysis, implementation and marketing of real estate development projects involving assets owned by customers;
    • o Property management: management and maintenance of customers' real estate assets, with the aim of maximising profitability through sale or lease;
  • "UTP Servicing": administration, management and restructuring of loans classified as unlikelyto-pay, on behalf of third parties, with the aim of returning them to performing status; this activity is primarily carried out by the doNext subsidiaries pursuant to Art. 106 T.U.B. (Italian Single Banking Act) (financial intermediary) and doValue Greece, pursuant to the Greek law 4354/2015 (NPL Servicer under the license and supervision of the Bank of Greece);
  • "Early Arrears and Performing Loans Servicing": the management of performing loans or loans past due by less than 90 days, not yet classified as non-performing, on behalf of third parties, with the aim of supporting creditors and ensuring the rapid return of the positions to performing status;
  • "Master Legal": management of judicial procedures of all types and degrees in relation to loans, mainly non-performing ones, managed by doValue for third parties;
  • Ancillary Data and Products: the collection, processing and provision of commercial, real estate and legal information (through the subsidiary doData) on debtors as well as the provision of other services strictly linked to loan recovery activities, including:
    • o "Due Diligence": services for the collection and organisation of information in data room environments and advisory services for the analysis and assessment of loan portfolios for the preparation of business plans for Collection and Recovery activities;
    • o "Master Servicing and Structuring": administrative, accounting, cash management and reporting services in support of the securitisation of loans; structuring services for securitisation transactions, as well as performing the role of authorised entity in securitisation transactions;
    • o "Co-investment": Co-investment in loan portfolios in partnership with major financial investors, where this activity is instrumental to obtaining servicing contracts. This activity involves taking minority positions in securities issued by securitisation vehicles.

doValue, in its capacity as Special Servicer, has received the following ratings which have been confirmed at February 2022: "RSS1-/CSS1-" by Fitch Ratings, and "Strong" by Standard & Poor's, which are the highest ratings assigned to Italian operators in the sector. They have been assigned to the two companies since 2008, before any other operator in this sector in Italy. doNext, as Master Servicer, received an MS2+ rating from Fitch Ratings in February 2022, which is an indicator of high performance in overall servicing capacity.

In July 2020, doValue received the BB Corporate credit rating, with "Stable" outlook from Standard & Poor's and Fitch.

This rating was confirmed by both agencies for doValue's €265.0 million and €300.0 million senior bonds maturing in 2025 and 2026 respectively. In July 2022, Fitch confirmed the BB rating and improved the outlook to "Positive".

Group Highlights

The tables below show the main economic and financial data of the Group extracted from the related condensed statements, which are subsequently represented in the section of the Group Results as at September 30, 2022.

(€/000)

9/30/2022 9/30/2021 Change € Change %
425,529 385,879 39,650 10%
380,013 338,832 41,181 12%
(230,451) (222,931) (7,520) 3%
149,562 115,901 33,661 29%
35% 30% 17%
(2,357) (236) (2,121) n.s.
31%
19%
n.s.
n.s.
n.s.
45,630 22,683 22,947 101%
151,919
36%
72,142
17%
39,181
116,137
30%
24,480
6%
12,837
5%
35,782
6%
47,662
11%
26,344

¹⁾ Non-recurring items in Operating expenses include the costs of consultancies related to extraordinary transactions

(€/000)

Key data of the consolidated balance sheet 9/30/2022 12/31/2021 Change € Change %
Cash and liquid securities 159,518 166,668 (7,150) (4)%
Intangible assets 529,596 545,225 (15,629) (3)%
Financial assets 58,459 61,961 (3,502) (6)%
Trade receivables 197,849 206,326 (8,477) (4)%
Tax assets 150,756 152,996 (2,240) (1)%
Financial liabilities 655,778 644,476 11,302 2%
Trade payables 57,775 73,710 (15,935) (22)%
Tax Liabilities 105,001 113,060 (8,059) (7)%
Other liabilities 78,278 104,888 (26,610) (25)%
Provisions for risks and charges 37,196 44,235 (7,039) (16)%
Group Shareholders' equity 161,068 156,645 4,423 3%

In order to facilitate an understanding of the doValue Group's performance and financial position, a number of alternative performance measures ("Key Performance Indicators" or "KPIs") have been selected by the Group and are summarised in the table below.

KPIs 9/30/2022 9/30/2021 12/31/2021
Gross Book Value (EoP) - Group 137,343,130 150,287,410 149,486,889
Collections of the period - Group 3,906,556 4,024,575 5,743,101
LTM Collections / GBV EoP - Group - Stock 4.0% 4.1% 4.3%
Gross Book Value (EoP) - Italy 72,481,364 75,392,249 75,965,150
Collections of the period - Italy 1,218,305 1,176,497 1,698,356
LTM Collections / GBV EoP - Italy - Stock 2.6% 2.2% 2.4%
Gross Book Value (EoP) - Iberia 26,405,149 42,477,724 41,523,359
Collections of the period - Iberia 1,570,705 1,891,046 2,726,453
LTM Collections / GBV EoP - Iberia - Stock 6.7% 5.9% 6.6%
Gross Book Value (EoP) - Hellenic Region 38,456,618 32,417,437 31,998,380
Collections of the period - Hellenic Region 1,117,546 957,032 1,318,292
LTM Collections / GBV EoP - Hellenic Region - Stock 5.0% 11.6% 6.0%
Staff FTE / Total FTE Group 44% 41% 44%
EBITDA 149,562 115,901 199,347
Non-recurring items (NRIs) included in EBITDA (2,357) (236) (1,572)
EBITDA excluding non-recurring items 151,919 116,137 200,919
EBITDA margin 35% 30% 35%
EBITDA margin excluding non-recurring items 36% 30% 35%
Profit (loss) for the period attributable to the shareholders of the Parent
Company
39,181 12,837 23,744
Non-recurring items included in Profit (loss) for the period attributable to
the Shareholders of the Parent Company
(6,449) (9,846) (26,977)
Profit (loss) for the period attributable to the Shareholders of the Parent
Company excluding non-recurring items
45,630 22,683 50,721
Earnings per share (Euro) 0.50 0.16 0.30
Earnings per share excluding non-recurring items (Euro) 0.58 0.29 0.64
Capex 13,733 12,648 29,640
EBITDA - Capex 135,829 103,253 169,707
Net Working Capital 140,074 144,333 132,616
Net Financial Position
Leverage (Net Debt / EBITDA LTM PF)
(422,778)
1.8x
(431,958)
2.6x
(401,791)
2.0x

KEY

11

Gross Book Value EoP: indicates the book value of the loans under management at the end of the reference period for the entire scope of the Group, gross of any potential write-downs due to expected loan losses.

Collections for period: used to calculate fees for the purpose of determining revenues from the servicing business, they illustrate the ability to extract value from the portfolio under management.

LTM collections Stock/GBV (Gross Book Value) EoP Stock: the ratio between total gross LTM collections on the Stock portfolio under management at the start of the reference year and the end-period GBV of that portfolio.

Staff FTE/Total FTE Group: the ratio between the number of employees who perform support activities and the total number of full-time employees of the Group. The indicator illustrates the efficiency of the operating structure and the focus on management activities.

EBITDA and EBT attributable to Parent Company shareholders: together with other relative profitability indicators, they highlight changes in operating performance and provide useful information regarding the Group's financial performance. These data are calculated at the end of the period.

Non-recurring items: items generated in extraordinary operations such as corporate restructuring, acquisitions or disposals of entities, start-up of new businesses or entry into new markets.

EBITDA excluding non-recurring items: EBITDA attributable to core operations, excluding all items connected with extraordinary operations such as corporate restructuring, acquisitions or disposals of companies, start-up of new businesses or entry into new markets.

EBITDA Margin: obtained by dividing EBITDA by Gross Revenues.

EBITDA Margin excluding non-recurrent items: items obtained by dividing Ordinary EBITDA by Gross Revenues.

Earnings per share: calculated as the ratio between net profit for the period and the number of outstanding shares at the end of the period.

Earnings per share excluding non-recurring items: the calculation is the same as that for earnings per share, but the numerator is equal to net profit for the period excluding non-recurring items net of the associated tax effects.

Capex: investments in tangible and intangible assets.

EBITDA - Capex: calculated as EBITDA net of investments in property, plant and equipment and intangible assets and, together with other relative profitability indicators, it highlights changes in operating performance and provides an indication on the Group's ability to generate cash.

Net Working Capital: this is represented by receivables for fees invoiced and accruing, net of payables to suppliers for invoices accounted for and falling due in the period.

Net Financial Position: this is calculated as the sum of cash, cash equivalents and highly-liquid securities, net of amounts due to banks for loans and bond issues.

Leverage: this is the ratio between the net financial position and pro-forma EBITDA for the last 12 months to take account of significant transactions from the start of the reference year. It represents an indicator of the Group's debt level.

Group Results at September 30, 2022

The following pages show the condensed financial results, accompanied by additional information about the performance of the portfolio under management.

At the end of this Interim Report on Group Operations, a reconciliation schedule is provided between the operating income statement presented below and the income statement presented in the consolidated financial statements section.

doValue – Consolidated Interim Report at September 30, 2022

PERFORMANCE

(€/000)
Servicing Revenues:
390,305
355,806
34,499
10%
o/w: NPE revenues
326,188
296,968
29,220
10%
o/w: REO revenues
64,117
58,838
5,279
9%
Co-investment revenues
1,141
4,186
(3,045)
(73)%
Ancillary and other revenues
34,083
25,887
8,196
32%
Gross revenues
425,529
385,879
39,650
10%
NPE Outsourcing fees
(16,111)
(22,401)
6,290
(28)%
REO Outsourcing fees
(19,514)
(16,898)
(2,616)
15%
Ancillary Outsourcing fees
(9,891)
(7,748)
(2,143)
28%
Net revenues
380,013
338,832
41,181
12%
Staff expenses
(158,580)
(159,365)
785
(0)%
Administrative expenses
(71,871)
(63,566)
(8,305)
13%
Total "o.w. IT"
(25,578)
(21,429)
(4,149)
19%
Total "o.w. Real Estate"
(5,161)
(4,966)
(195)
4%
Total "o.w. SG&A"
(41,132)
(37,171)
(3,961)
11%
Operating expenses
(230,451)
(222,931)
(7,520)
3%
EBITDA
149,562
115,901
33,661
29%
EBITDA margin
35%
30%
5%
17%
Non-recurring items included in EBITDA¹⁾
(2,357)
(236)
(2,121)
n.s.
EBITDA excluding non-recurring items
151,919
116,137
35,782
31%
EBITDA margin excluding non-recurring items
36%
30%
6%
19%
Net write-downs on property, plant, equipment and intangibles
(47,919)
(57,978)
10,059
(17)%
Net provisions for risks and charges
(7,317)
(8,894)
1,577
(18)%
Net write-downs of loans
265
429
(164)
(38)%
Profit (loss) from equity investments
-
83
(83)
(100)%
EBIT
94,591
49,541
45,050
91%
Net income (loss) on financial assets and liabilities measured at
fair value
(1,170)
615
(1,785)
n.s.
Net financial interest and commissions
(21,279)
(25,676)
4,397
(17)%
EBT
72,142
24,480
47,662
n.s.
Non-recurring items included in EBT²⁾
(8,490)
(12,727)
4,237
(33)%
EBT excluding non-recurring items
80,632
37,207
43,425
117%
Income tax for the period
(22,984)
(7,034)
(15,950)
n.s.
Profit (Loss) for the period
49,158
17,446
31,712
n.s.
Profit (loss) for the period attributable to Non-controlling
interests
(9,977)
(4,609)
(5,368)
116%
Profit (Loss) for the period attributable to the
Shareholders of the Parent Company
39,181
12,837
26,344
n.s.
Non-recurring items included in Profit (loss) for the period
(6,849)
(10,284)
3,435
(33)%
O.w. Non-recurring items included in Profit (loss) for the period
attributable to Non-controlling interest
(400)
(438)
38
(9)%
Profit (loss) for the period attributable to the
Shareholders of the Parent Company excluding non
recurring items
45,630
22,683
22,947
101%
Profit (loss) for the period attributable to Non-controlling
interests excluding non-recurring items
10,377
5,047
5,330
106%
Earnings per share (in Euro)
0.50
0.16
0.33
n.s.
Earnings per share excluding non-recurring items (Euro)
0.58
0.29
0.29
102%
Condensed Income Statement 9/30/2022 9/30/2021 Change € Change %

¹⁾ Non-recurring items in Operating expenses include the costs of consultancies related to extraordinary transactions

²⁾ Non-recurring items included below EBITDA refer mainly to (i) termination incentive plans, to (ii) charges for an ongoing arbitration, (iii) insurance reimbursements, with (iv) related tax effects

Portfolio under management

As at September 30, 2022, the Group's Managed Portfolio (GBV) in the five core markets Italy, Spain, Portugal, Greece and Cyprus stood at €137.3 billion, a decrease of about 8% compared to the December 31, 2021 figure of €149.5 billion. The new contracts and flows related to long-term contracts acquired during the first nine months of the year thus partially offset the effect of the offboarding of the NPL Sareb portfolio in Spain. In this regard, it should be noted that the offboarding of the NPL portion (roughly €10 billion) was completed on July 1, 2022, and the offboarding of the remaining REO portion (roughly €11 billion) was completed in early October and it will be included in the year-end results.

These data confirm, on the one hand, the effectiveness of the strategic decision taken in previous years through adequate geographic diversification and, on the other, the significant appeal of the Group on the various reference markets. The figures for the period also reflect a process of portfolio divestments by some Italian and Spanish banks, which affected the Group's portfolio. From this perspective, it is even more appreciable to note a substantial continuity in values compared to the end of the previous year, even net of receipts.

The following chart shows the geographical distribution of the GBV: in particular for each country the share managed as at September 30, 2022 is highlighted.

The evolution of the Managed Portfolio, which includes only onboarded portfolios, in the first nine months of 2022 was characterised by contracts related to new customers totalling €8.3 billion, of which approximately €5.7 billion related to contracts signed in 2021 in the Hellenic Region, €0.5 billion in Greece related to mortgage loans disbursed to undertakings ("Neptune Project"), €0.8 billion in Cyprus related to guaranteed corporate and SME loans ("Marina Project"), as well as a further €1.3 billion essentially related to a GACS securitisation in Italy.

In addition to the flows listed above, a further €1.7 billion comes from existing customers onboarded through flow contracts.

With regard to decreases in GBV, disposals totalling €5.0 billion and write-offs totalling €3.2 billion were recorded for the period.

The Portfolio under Management is to be considered in further growth with respect to the picture already described due to new mandates acquired and currently in the on-boarding phase for a total amount of approximately €4.0 billion, related to portfolios under management by leading Greek and Spanish banks and an investor in Greece.

Group revenue during the period under review amounted to €3.9 billion, essentially unchanged from the same figure for the first nine months of the previous year (€4.0 billion). The geographical breakdown of collections is as follows: €1.2 billion in "Italy", €1.6 billion in "Iberia" and €1.1 billion in the Hellenic Region.

Performance

The third quarter of 2022 passed in an international context influenced above all by the repercussions of the international political crisis that erupted last February with the outbreak of hostilities in Ukraine. In addition, it should be noted that the European macro-economic environment has progressively deteriorated due to the ongoing inflationary cycle that has slowed down the general economic recovery.

In this overall framework, the doValue Group recorded Gross Revenues of €425.5 million in the first nine months of 2022, an increase of 10% compared to the €385.9 million in the first six months of 2021. Geographically, there was a greater contribution from the Italian and Hellenic regions, which more than offset the decrease in the Iberian area.

NPE and REO servicing revenues assets amounted to €390.3 million (€355.8 million as at September 30, 2021), an increase of 10%. At the product segment level, NPE revenues amounted to €326.2 million (€297.0 million in the first nine months of 2021), representing an increase of approximately 10%; while REO revenues totalled €64.1 million and, compared to €58.8 million in the same period of the previous year, showed a substantial 9% increase.

Co-investment revenues amounted to €1.1 million, compared to €4.2 million in September 2021. In 2021, these revenues related to gain on the Relais securitization whose mezzanine and junior notes had been purchased in the last few days of 2020 and resold in the first half of February 2021.

The contribution of Ancillary and other revenues is more significant and amounts to €34.1 million, up on €25.9 million in September 2021 and it is mainly due to income from data processing and provision services and other services connected with servicing activities, such as due diligence, master and structuring services, and legal services, as well as services offered in Rental, Real Estate Development and diversified Advisory and Portfolio Management activities.

These revenues accounted for 8% of total gross revenues for the period, whereas in the comparative period their share was around 7%.

9/30/2022 9/30/2021 Change € Change %
NPE revenues 326,188 296,968 29,220 10%
REO revenues 64,117 58,838 5,279 9%
Co-investment revenues 1,141 4,186 (3,045) (73)%
Ancillary and other revenues 34,083 25,887 8,196 32%
Gross revenues 425,529 385,879 39,650 10%
NPE Outsourcing fees (16,111) (22,401) 6,290 (28)%
REO Outsourcing fees (19,514) (16,898) (2,616) 15%
Ancillary Outsourcing fees (9,891) (7,748) (2,143) 28%
Net revenues 380,013 338,832 41,181 12%

(€/000)

Net revenues rose by around 12% to €380.0 million, compared to €338.8 million of the previous year.

NPE Outsourcing fees recorded an overall decrease of 28% (€16.1m in 2022 and €22.4m in 2021), linked to an increased use of internal resources in recovery activities. Please note that the percentage weight on the respective revenues decreases for the domestic scope from 7% to 5%, for the Hellenic scope from 3% to 2%, while it remains stable for the Iberian scope. At the consolidated level, the proportion of NPE fee and commission expenses on related revenues decreased from 7% to 5%.

REO Outsourcing fees were up and amounted to €19.5 million (€16.9 million in 2021), mainly related to assets under management by the subsidiary Altamira Asset Management, consistent with business performance.

Ancillary Outsourcing fees amounted to €9.9 million, compared to €7.7 million in 2021.

Overall, total commission expenses as a percentage of revenue decreased slightly, amounting to 10.7% for 2022 and 12.2% for the comparative period, while in absolute terms total commissions payable amounted to €45.5 million (€47.0 million as at September 2021).

Operating expenses amount to €230.5 million compared to €222.9 million in September 2021. The ratio to gross revenues stood at 54% compared to 58% in 2021, thus denoting an excellent recovery of efficiency compared to the first nine months of the previous year. The increase, in absolute value, is mainly related to the operating costs inherent to the reorganisation projects in the Iberia Region, which were lower than budgeted.

On the other hand, the domestic scope did not increase significantly either in absolute terms (+€0.4 million) or in relative terms as a percentage of revenues (stable at 17%), while the Greek scope, despite an increase in absolute terms of €3.0 million, recorded a lower percentage of revenues of 10% compared to 12% in September 2021.

Staff expenses amounted to €158.6 million, thus basically stable compared to €159.4 million in 2021. This item decreased as a percentage of finalised revenues to 37% from 41% in September 2021.

(€/000)

9/30/2022 9/30/2021 Change € Change %
Staff expenses (158,580) (159,365) 785 (0)%
Administrative expenses (71,871) (63,566) (8,305) 13%
o.w. IT (25,578) (21,429) (4,149) 19%
o.w. Real Estate (5,161) (4,966) (195) 4%
o.w. SG&A (41,132) (37,171) (3,961) 11%
Operating expenses (230,451) (222,931) (7,520) 3%
EBITDA 149,562 115,901 33,661 29%
o.w: Non-recurring items included in EBITDA (2,357) (236) (2,121) n.s.
o.w: EBITDA excluding non-recurring items 151,919 116,137 35,782 31%

The table below shows the number of FTEs (Full Time Equivalents) by geographical area.

FTEs BY REGION 9/30/2022 9/30/2021 Change Change %
Italy 988 1,008 (20) (2)%
Iberia 711 840 (129) (15)%
Hellenic Region 1,518 1,386 132 10%
Total 3,217 3,234 (17) (1)%

In line with the previous years, the operating expenses for the period include a number of non-recurring items ("NRIs"), which are shown as adjustments to EBITDA to facilitate comparison between periods and the identification of structural profitability for the Group.

These non-recurring items amounted to €2.4 million (€0.2 million in 2021) and mainly refer to consulting charges for extraordinary transactions.

EBITDA excluding non-recurring items amounted to €151.9 million (€116.1 million in September 2021) with a margin of 36% on revenue, up from 30% in the comparative period.

Including non-recurring expenses, EBITDA amounted to €149.6 million, up from €115.9 million in September 2021.

The Group's EBIT stands at €94.6 million compared to €49.5 million in the same period of the previous year.

EBT is equal to €72.1 million compared to €24.5 million in the comparative period. This item includes the financial costs linked to the two bond issues, the fair value delta on the notes of the Cairo securitization, Romeo SPV securities and other minor items related to the application of IFRS 16.

(€/000)

9/30/2022 9/30/2021 Change € Change %
EBITDA 149,562 115,901 33,661 29%
Net write-downs on property, plant, equipment and intangibles (47,919) (57,978) 10,059 (17)%
Net provisions for risks and charges (7,317) (8,894) 1,577 (18)%
Net write-downs of loans 265 429 (164) (38)%
Net income (losses) from investments - 83 (83) (100)%
EBIT 94,591 49,541 45,050 91%
Net income (loss) on financial assets and liabilities measured at fair
value (1,170) 615 (1,785) n.s.
Net financial interest and commissions (21,279) (25,676) 4,397 (17)%
EBT 72,142 24,480 47,662 n.s.

In addition to the non-recurring items included in EBITDA (€2.4 million), EBT includes additional nonrecurring items totalling €6.1 million, which are related to redundancy incentive costs that affected all

regions (especially in Spain connected with the exit of the Sareb portfolio), items related to an ongoing arbitration for a tax claim in Spain, and income from insurance reimbursements.

Net write-downs on property, plant, equipment and intangibles amounted to €47.9 million, compared to €58.0 million in the previous year.

This item mainly includes the amortisation of the Altamira and doValue Greece servicing contracts for a total of €24.8 million and which are classified in the balance sheet as intangible assets.

The total balance also includes the amortisation of right-of-use assets deriving from the recognition of leases in accordance with IFRS 16 for a total of €8.4 million. The remainder of amortisation primarily concerns software licenses connected with technology investments made by the Group during the period aimed at upgrading the IT platform. The change from the previous year is due to lower amortisation connected to servicing contracts that included Sareb in 2021 (fully amortised in the first half of 2022), as well as lower amortisation recorded on a specific contract connected to the "Mexico" operation.

Net Provisions for risks and charges amounted to €7.3 million, compared to €8.9 million as of September 2021, and are mainly related to provisions for redundancy incentives, as well as to a prudential provision on the payable Earn-out.

Interest and commission income from financial activities amounted to €21.3 million, down from €25.7 million in September 2021, when the €4.6 million economic effects of the closure of the financing line replaced by the second bond issue were recognised.

The item in question therefore mainly reflects the costs of the two bond issues to service the acquisition process carried out in Spain and Greece as implementation of the Group's internationalisation strategy, as well as the cost related essentially to the use of a revolving facility by the Spanish subsidiary, which has been now reimbursed.

(€/000)

9/30/2022 9/30/2021 Change € Change %
EBT 72,142 24,480 47,662 n.s.
Income tax for the period (22,984) (7,034) (15,950) n.s.
Profit (Loss) for the period 49,158 17,446 31,712 n.s.
Profit (loss) for the period attributable to Non-controlling interests (9,977) (4,609) (5,368) 116%
Profit (Loss) for the period attributable to the Shareholders of
the Parent Company 39,181 12,837 26,344 n.s.
Non-recurring items included in Profit (loss) for the period (6,849) (10,284) 3,435 (33)%
O.w. Non-recurring items included in Profit (loss) for the period
attributable to Non-controlling interest
(400) (438) 38 (9)%
Profit (loss) for the period attributable to the Shareholders of
the Parent Company excluding non-recurring items 45,630 22,683 22,947 101%
Earnings per share (in Euro) 0.50 0.16 0.33 n.s.
Earnings per share excluding non-recurring items (Euro) 0.58 0.29 0.29 1.02

Income tax for the priod amounted to €23.0 million compared to €7.0 million in September 2021, due to the higher value of the pre-tax result.

The Profit for the period attributable to the Shareholders of the Parent Company excluding nonrecurring items amounts to €45.6 million, compared to €22.7 million in the corresponding period of the previous year. Including non-recurring items, the Profit for the period attributable to the Shareholders of the Parent Company is €39.2 million, compared to the €12.8 million in the same period of the previous year.

SEGMENT REPORTING

doValue's international expansion into the broad Southern European market with first the acquisition of Altamira, and then doValue Greece, prompted Management to evaluate and analyse its business with a geographic segmentation.

This classification is tied to specific factors of the entities included in each category and to the type of market. The geographical regions thus identified are: Italy, Hellenic Region and Iberia.

Based on these criteria, the following table shows the revenues and EBITDA (excluding non-recurring items) for the period for each of these business segments.

Gross revenue recorded in the first nine months of 2022 amounted to €425.5 million (€385.9 million as at September 2021) and EBITDA excluding non-recurring items amounted to €151.9 million (€116.1 million as at September 2021). The Italian segment contributes 31% of the Group's gross revenue, the Hellenic Region segment 45%, and the Iberian segment 24%.

The EBITDA Margin, excluding non-recurring items, on the Italy and Iberia segments came to respectively 26% and 2%, lower than the Hellenic Region, which posted a figure of 60%.

First Nine Months 2022
Condensed Income Statement
(excluding non-recurring items)
Italy Hellenic Region Iberia Total
Servicing revenues 105,204 190,077 95,024 390,305
o/w NPE Revenues 105,204 174,434 46,550 326,188
o/w REO Revenues - 15,643 48,474 64,117
Co-investment revenues 1,141 - - 1,141
Ancillary and other revenues 26,275 2,681 5,127 34,083
Gross Revenues 132,620 192,758 100,151 425,529
NPE Outsourcing fees (5,365) (3,480) (7,266) (16,111)
REO Outsourcing fees - (2,502) (17,012) (19,514)
Ancillary Outsourcing fees (8,650) - (1,241) (9,891)
Net revenues 118,605 186,776 74,632 380,013
Staff expenses (63,253) (53,285) (42,042) (158,580)
Administrative expenses (20,482) (18,705) (30,327) (69,514)
o/w IT (10,087) (6,901) (8,590) (25,578)
o/w Real Estate (1,262) (2,812) (1,087) (5,161)
o/w SG&A (9,133) (8,992) (20,650) (38,775)
Operating expenses (83,735) (71,990) (72,369) (228,094)
EBITDA excluding non-recurring items 34,870 114,786 2,263 151,919
EBITDA margin excluding non-recurring items 26% 60% 2% 36%
Contribution to EBITDA excluding non-recurring items 23% 76% 1% 100%

First Nine Months 2022 vs 2021
Condensed Income Statement
(excluding non-recurring items)
Italy Hellenic Region Iberia Total
Servicing revenues
First Nine Months 2022 105,204 190,077 95,024 390,305
First Nine Months 2021 105,649 133,935 116,222 355,806
Change (445) 56,142 (21,198) 34,499
Co-investment revenues, ancillary and other revenues
First Nine Months 2022 27,416 2,681 5,127 35,224
First Nine Months 2021 22,815 1,029 6,229 30,073
Change 4,601 1,652 (1,102) 5,151
Outsourcing fees
First Nine Months 2022 (14,014) (5,983) (25,519) (45,516)
First Nine Months 2021 (14,000) (5,688) (27,359) (47,047)
Change (14) (295) 1,840 1,531
Staff expenses
First Nine Months 2022 (63,253) (53,285) (42,042) (158,580)
First Nine Months 2021 (64,402) (48,797) (46,166) (159,365)
Change 1,149 (4,488) 4,124 785
Administrative expenses
First Nine Months 2022 (20,482) (18,705) (30,327) (69,514)
First Nine Months 2021 (22,352) (15,557) (25,421) (63,330)
Change 1,870 (3,148) (4,906) (6,184)
EBITDA excluding non-recurring items
First Nine Months 2022 34,871 114,785 2,263 151,919
First Nine Months 2021 27,710 64,922 23,505 116,137
Change 7,161 49,863 (21,242) 35,782
EBITDA margin excluding non-recurring items
First Nine Months 2022 26% 60% 2% 36%
First Nine Months 2021 22% 48% 19% 30%
Change 4p.p. 12p.p. (17p.p.) 6p.p.

Group Financial Position

INTRODUCTION

The balance sheet figures have been reclassified from a management perspective, in line with the representation of the condensed income statement and the net financial position of the Group.

At the end of this Interim Report on Group Operations, in accordance with the same presentation approach for the income statement, we have included a reconciliation between the condensed balance sheet reported below and the table included in consolidated financial statements.

(€/000)

Condensed Balance Sheet 9/30/2022 12/31/2021 Change € Change %
Cash and liquid securities 159,518 166,668 (7,150) (4)%
Financial assets 58,459 61,961 (3,502) (6)%
Property, plant and equipment 34,116 34,204 (88) (0)%
Intangible assets 529,596 545,225 (15,629) (3)%
Tax assets 150,756 152,996 (2,240) (1)%
Trade receivables 197,849 206,326 (8,477) (4)%
Assets held for sale 10 30 (20) (67)%
Other assets 15,683 17,226 (1,543) (9)%
Total Assets 1,145,987 1,184,636 (38,649) (3)%
Financial liabilities: due to banks/bondholders 582,297 568,459 13,838 2%
Other financial liabilities 73,481 76,017 (2,536) (3)%
Trade payables 57,775 73,710 (15,935) (22)%
Tax liabilities 105,001 113,060 (8,059) (7)%
Employee termination benefits 8,836 10,264 (1,428) (14)%
Provisions for risks and charges 37,196 44,235 (7,039) (16)%
Other liabilities 78,278 104,888 (26,610) (25)%
Total Liabilities 942,864 990,633 (47,769) (5)%
Share capital 41,280 41,280 - n.s.
Reserves 84,947 96,299 (11,352) (12)%
Treasury shares (4,340) (4,678) 338 (7)%
Profit (loss) for the period attributable to the Shareholders of the
Parent Company
39,181 23,744 15,437 65%
Net Equity attributable to the Shareholders of the Parent
Company 161,068 156,645 4,423 3%
Total Liabilities and Net Equity attributable to the
Shareholders of the Parent Company 1,103,932 1,147,278 (43,346) (4)%
Net Equity attributable to Non-Controlling Interests 42,055 37,358 4,697 13%
Total Liabilities and Net Equity 1,145,987 1,184,636 (38,649) (3)%

The item Cash and liquid securities is substantially in line with the end of the previous year. For more details on the financial dynamics of the period, please also refer to the section on Net Financial Position.

Financial Assets showed a balance of €58.5 million, a decrease of €3.5 million compared to the value recorded as at December 31, 2021 and amounting to €62.0 million.

The item is broken down in the following table.

(€/000)

Financial assets 9/30/2022 12/31/2021 Change € Change %
At fair value through profit or loss 43,642 46,465 (2,823) (6)%
Debt securities 16,613 18,881 (2,268) (12)%
CIUs 24,634 25,805 (1,171) (5)%
Equity instruments 197 197 - n.s.
Non-hedging derivatives 2,198 1,582 616 39%
At fair value through OCI 9,393 9,989 (596) (6)%
Equity instruments 9,393 9,989 (596) (6)%
At amortized cost 5,424 5,507 (83) (2)%
L&R with banks other than current accounts and demand deposits 66 66 - n.s.
L&R with customers 5,358 5,441 (83) (2)%
Total 58,459 61,961 (3,502) (6)%

The financial assets "At fair value though profit or loss" recorded an aggregate decrease of €2.8 million, mainly due to a decrease in the Debt securities component, mostly originating from valuation effects (about €2 million) and the redemption of the Romeo and Mercuzio ABS securities (€0.3 million), as well as a reduction in CIU units (€1.2 million), due to the cancellation and distribution of units of the reserved closedend alternative investment fund Italian Recovery Fund (formerly Atlante II), partially offset by its revaluation.

The category "At fair value through OCI", which includes investments of minority interests in the Brazilian fintech company QueroQuitar S.A. and in the Irish proptech company BidX1, shows a reduction of €0.6 million related to the update of the fair value compared to December 31, 2021, the effect of which is offset in the first nine months of 2022 with the positive evaluation of derivative contracts related to the investment. The component of financial assets "At amortised cost" does not show any changes worthy of note; the item mainly includes receivables from customers attributable to the company doNext and arising from the use of financial resources originated by a limited recourse loan for a specific business and classified in other financial liabilities.

Property, plant and equipment, at €34.1 million, remain substantially unchanged from December 31, due to the joint effect of depreciation and purchases for the period, both amounting to €10.7 million respectively. Purchases in the period included about €6 million related to new rights of use in application of IFRS 16.

Intangible Assets decreased from €545.2 million to €529.6 million, a decrease of €15.6 million due to the combined effect of reductions of €36.7 million in amortisation and depreciation for the period and increases of €15.6 million in respect of software purchases (including the portion classified as assets under development and payments on accounts), as well as €6.1 million in respect of additional capitalised costs on the Frontier (SLA) portfolio.

The following is a breakdown of intangible assets:

(€/000)

Intangible assets 9/30/2022 12/31/2021 Change € Change %
Software 37,090 26,399 10,691 41%
Brands 25,954 28,506 (2,552) (9)%
Assets under development and payments on account 8,093 12,571 (4,478) (36)%
Goodwill 236,897 236,897 - n.s.
Other intangible assets 221,562 240,852 (19,290) (8)%
Total 529,596 545,225 (15,629) (3)%

In particular, the most significant portion of intangible assets derives from the last two acquisitions made by the Group, respectively referring to Altamira Asset Management and its subsidiaries at the end of June 2019 and the business combination of doValue Greece concluded in June 2020.

In relation to the consolidation of Altamira, intangible assets are composed as follows:

  • €11.4 million relating to software (including assets under development and payments on accounts);
  • €25.9 million for the Altamira brand;

  • €37.2 million relating to other intangible assets, which include the valuation of active long-term servicing contracts with major banks and companies for approximately €36.9 million and the backlog & database component for €0.3 million;
  • €124.1 million relating to goodwill.

With respect to the consolidation of doValue Greece, intangible assets may be analysed as follows:

  • €184.3 million related to special and master servicing contracts for the management of impaired exposure portfolios, including €39.9 million related to the Frontier portfolio acquired in December 2021;
  • €15.2 million relating to software (including assets under development);
  • €112.4 million allocated to goodwill.

The Tax Assets detailed below show a balance of €150.8 million at September 30, 2022, a decrease of €2.2 million compared to the balance at December 31, 2021 due to the reversal of deferred tax assets totalling €9.7 million, partially offset by new DTAs recognised for €3.5 million and a higher VAT and withholding tax receivable included in the "Other tax receivables" for €4.7 million.

(€/000)

Tax assets 9/30/2022 12/31/2021 Change € Change %
Current tax assets 5,783 6,392 (609) (10)%
Paid in advance 551 1,118 (567) (51)%
Tax credits 6,297 6,311 (14) (0)%
Tax liabilities (1,065) (1,037) (28) 3%
Deferred tax assets 106,350 112,640 (6,290) (6)%
Write-down on loans 49,365 49,370 (5) (0)%
Tax losses carried forward in the future 19,805 17,598 2,207 13%
Property, plants and equipment / Intangible assets 22,065 25,135 (3,070) (12)%
Other assets / liabilities 5,422 9,182 (3,760) (41)%
Provisions 9,693 11,355 (1,662) (15)%
Other tax receivables 38,623 33,964 4,659 14%
Total 150,756 152,996 (2,240) (1)%

Below is also a breakdown of Tax liabilities, which show a decrease from the 2021 balances due to the payment of current taxes and a decrease in deferred tax liabilities related to the Purchase Price Allocation (PPA) of Altamira and doValue Greece.

(€/000)

Tax liabilities 9/30/2022 12/31/2021 Change € Change %
Taxes for the period 22,906 26,553 (3,647) (14)%
Deferred tax liabilities 49,276 54,350 (5,074) (9)%
Other tax payables 32,819 32,157 662 2%
Total 105,001 113,060 (8,059) (7)%

As at September 30, 2022, Financial liabilities - due to banks/bondholders increased by €13.8 million, from €568.5 million to €582.3 million, mainly due to the €25 million borrowing of a short-term credit line by the subsidiary doValue Greece, which was repaid on November 1, 2022; this increase was partially offset by the repayment of the revolving facility made by the Spanish subsidiary Altamira (€7.5 million). At September 30, 2022, the residual debt at amortised cost for the two bonds issued is as follows: - 2020-2025 bond with a nominal value of €265.0 million, interest rate 5.0%: €259.6 million;

  • 2021-2026 bond with a nominal value of €300.0 million, interest rate 3.4%: €297.6 million.

Other financial liabilities for the first nine months of 2022 are detailed below:

(€/000)
Other financial liabilities 9/30/2022 12/31/2021 Change € Change %
Lease liabilities 23,158 26,366 (3,208) (12)%
Earn-out 23,220 23,043 177 1%
Put option on non-controlling interests 22,616 22,239 377 2%
Other financial liabilities 4,487 4,369 118 3%
Total 73,481 76,017 (2,536) (3)%

"Lease liabilities" include the discounted value of future lease payments, in accordance with the provisions of IFRS 16.

The liability for the "Earn-out" refers (i) to the Altamira operation in the amount of €17.5 million, which represents a portion of the acquisition price and (ii) to the acquisition of doValue Greece for €5.7 million that is related to the achievement of some EBITDA targets within a ten-year time frame and the first payments of which will not be due before 2024.

The liability for "Put option on non-controlling interests" relates to the option for the purchase of residual non-controlling interests in Altamira. The amount recognised at September 30, 2022 refers to the fair value of the option renegotiated and extended by an additional 24 months in July 2021, with the right to exercise only at the end of the two-year period, i.e., end of June 2023.

At September 30, 2022, "Other financial liabilities" include €4.5 million for a limited recourse loan relating to the above-mentioned loan allocated for a specific business.

Provisions for risks and charges decreased from a balance of €44.2 million at the end of 2021 to €37.2 million at September 30, 2022. The reduction of €7.0 million is attributable for €7.5 million to the "Other" component of the table below, which includes a provision that emerged with the definition of the PPA connected to the acquisition of doValue Greece and determined following a more precise interpretation of certain clauses in the Service Level Agreement signed between doValue Greece and Eurobank connected to a particular type of fee ("Curing Fee") and pursuant to IFRS 15 in relation to variable fees.

(€/000)

Provisions for risks and charges 9/30/2022 12/31/2021 Change € Change %
Legal and Tax disputes 18,137 17,659 478 3%
Staff expenses 731 730 1 0%
Other 18,328 25,846 (7,518) (29)%
Total 37,196 44,235 (7,039) (16)%

Other liabilities decreased from €104.9 million to €78.3 million, a decrease of €26.6 million, due to the effect of several components, as summarised in the table below.

(€/000)
Other liabilities 9/30/2022 12/31/2021 Change € Change %
Amounts due to personnel 32,099 38,314 (6,215) (16)%
Debts related to servicing contracts 19,758 31,068 (11,310) (36)%
Accrued expenses/deferred income and other debts 26,421 35,506 (9,085) (26)%
Total 78,278 104,888 (26,610) (25)%

"Debts related to servicing contracts" decreased by €11.3 million due to the €22.4 million release of the liability to Eurobank related to the "advance indemnity fee" connected to the securitisation of the Mexico portfolio, following the definition of a contractual addendum between the parties. This decrease was partially offset by the recording of the contractual liability related to the Frontier SLA (€5.9 million). "Amounts due to personnel" decreased by €6.2 million due to the settlement of the 2021 incentive scheme,

while "Accrued expenses/deferred income and other debts" decreased mainly due to the release of the accrued portion of the first nine months of 2022 of the deferred income on the prepayment of servicing fees (€7.5 million).

Net Equity attributable to the Shareholders of the Parent Company amounted to €161.1 million, up from €156.6 million as at December 31, 2021; the increase stems from the positive result for the period

achieved by the Parent Company (€39.2 million) and the net increase of €4.8 million in the stock option reserve recognised in accordance with IFRS 2, offset by the distribution of dividends (€39.5 million).

NET WORKING CAPITAL

(€/000)
Net Working Capital 9/30/2022 9/30/2021 12/31/2021
Trade receivables 197,849 199,054 206,326
Trade payables (57,775) (54,721) (73,710)
Total 140,074 144,333 132,616

The figure for the period was €140.1 million, compared to €132.6 million in December 2021. Compared to the previous quarter, net working capital showed a significant improvement of about €30.1 million (in June it amounted to €170.1 million). The amount, benchmarked against revenue in the last 12 months, thus stands at 23%, in line with the figure recorded at the end of 2021 (23%) and significantly better than both the 29% in the first two quarters of 2022 and the 27% in September 2021.

In determining this indicator, account must also be taken of the macroeconomic context within which the activities were carried out, characterised by an unstable European financial framework, and subject to fluctuations linked to international events.

NET FINANCIAL POSITION

(€/000)

Net Financial Position 9/30/2022 9/30/2021 12/31/2021
A Cash 159,518 138,070 166,668
B Liquidity (A) 159,518 138,070 166,668
C Current bank debts (25,104) (15,295) (7,607)
D Bonds issued - current (3,896) (4,149) (9,993)
E Net current financial position (B)+(C)+(D) 130,518 118,626 149,068
G Bonds issued – non-current (553,296) (550,584) (550,859)
H Net financial position (E)+(F)+(G) (422,778) (431,958) (401,791)

At September 30, 2022, the Net financial position amounted to €422.8 million, compared to €401.8 million at the end of 2021 (€432.0 million at September 30, 2021).

The period was characterised by the start of planned investments of approximately €13.7 million distributed in all the countries in which the Group operates, by the working capital dynamics which, as described above, gave a big impulse to cash generation in the third quarter, as well as by the payment of taxes for €25.4 million (largely attributable to the Hellenic Region, as well as domestic) and financial charges for €20.2 million.

Cash therefore amounted to €159.5 million, thus substantially in line with the €166.7 million at the end of 2021. In addition to this, at the end of September 2022, the Group had €130.5 million in available credit lines, bringing total liquidity (understood as cash plus available lines) to €290.0 million.

The Net current financial position is positive at €130.5 million (€149.1 million at the end of 2021 and €118.6 million at September 2021), indicating a balanced overall balance sheet structure, especially thanks to the second bond issue in July 2021.

With respect to its debt structure, it should be noted that doValue or an affiliate may, from time to time, depending on market conditions and other factors, repurchase or acquire an interest in our outstanding indebtedness, whether or not such indebtedness trades above or below its face amount, for cash or in exchange for other securities or other consideration, in each case in open market purchases or privately negotiated transactions or otherwise.

CONDENSED CASH FLOW

(€/000)

Condensed Cash flow 9/30/2022 9/30/2021 12/31/2021
EBITDA 149,562 115,901 199,347
Capex (13,733) (12,648) (29,640)
EBITDA-Capex 135,829 103,253 169,707
as % of EBITDA 91% 89% 85%
Adjustment for accrual on share-based incentive 4,810 1,547 1,027
system payments
Changes in NWC (Net Working Capital)
(7,458) (21,002) (9,285)
Changes in other assets/liabilities (69,263) (35,562) (21,340)
Operating Cash Flow 63,918 48,236 140,109
Corporate Income Tax paid (25,368) (6,149) (12,827)
Financial charges (20,200) (24,406) (31,220)
Free Cash Flow 18,350 17,681 96,062
(Investments)/divestments in financial assets 2,428 21,096 (26,489)
Tax claim payment - (32,981) (32,981)
Treasury shares buy-back - (4,603) (4,603)
Dividends paid to minority shareholders (5,002) (2,502) (2,502)
Dividends paid to Group shareholders (36,763) (20,093) (20,722)
Net Cash Flow of the period (20,987) (21,402) 8,765
Net financial Position - Beginning of period (401,791) (410,556) (410,556)
Net financial Position - End of period (422,778) (431,958) (401,791)
Change in Net Financial Position (20,987) (21,402) 8,765

Operating Cash Flow for the period was positive at €63.9 million (up by €48.2 million on September 2021). This figure was positively impacted by the profit margins of the period, with EBITDA at €149.6 million and investments of €13.7 million, equal to roughly 2% of gross revenues in the past 12 months (LTM). The cash-conversion of the operating cash flow with respect to EBITDA is equal to 91%, confirming the Group's significant ability to convert its operating margins into cash, despite the above-mentioned investment levels.

The net working capital trend, as already reported in the relevant section, is essentially flat over the nine months, while during the third quarter it experienced an absolutely positive trend, generating about €30 million of liquidity.

The item "Changes in other assets/liabilities" was impacted by the reversal in revenue related to the advance of fees that occurred last year in favour of the subsidiary doValue Greece, as well as by the effects related to the accounting of redundancy incentives.

Corporate Income Tax paid amounted to €25.4 million and financial charges paid amount to €20.2 million (€24.4 million in the third quarter of 2021), which reflected the average cost (at a fixed rate) recorded following the bond issuance in support of the Group's international growth process. Thanks to these transactions, the Group replaced the credit lines with a pre-established repayment plan, including interest and principal, with instruments with bullet repayment profiles for the principal and half-yearly repayment of coupons. This resulted in a greater balance of sources, extending deadlines.

The above movements thus result in a positive Free Cash Flow of €18.3 million compared to €17.7 million in September 2021.

The item "(Investments)/disinvestments in financial assets" is positive for €2.4 million, and mainly includes a collection of the units of the reserved alternative investment fund Italian Recovery Fund (€21.1 million as of September 2021 mainly referring to the gain realised for the Relais securitisation).

During the period in question, €39.5 million in dividends were approved for distribution to the Group's shareholders, of which €36.8 million had already been received by the payees as at September 30, 2022 (as at the third quarter of 2021, this disbursement amounted to €18.9 million).

Net cash flow of the period was negative for €21.0 million, substantially stable compared to September 2021, when it was negative for €21.4 million.

Significant events during the period

ASSET UNDER MANAGEMENT AND NEW SERVICING AGREEMENTS

During the first nine months of 2022, the Group added approximately €10.0 billion to its Gross Book Value, comprising €8.3 billion of new mandates (substantially related to the Frontier Project in Greece, already awarded in 2021 and on-boarded in February 2022, the Marina Project in Cyprus and two GACS securitisations in Italy won and on-boarded in 2022) and €1.7 billion from existing flow contracts (deriving in particular from contracts with Santander, Eurobank and UniCredit).

Since the start of the year to date, the Group has been awarded about €5.8 billion of new contracts (about €4.2 billion in the Hellenic Region, about €1.3 billion in Italy and €300 million in Iberia), to which the €1.7 billion from flow contracts must be added, totalling about €7.5 billion.

PRESENTATION OF THE BUSINESS PLAN 2022-2024

On January 25, 2022, doValue's Board of Directors approved the Business Plan 2022-2024, which was unveiled to the market on January 26, 2022 during the company's Capital Markets Day. The 2022-2024 Business Plan confirms doValue's efficient business model as a leading independent and capital light operator in the credit servicing sector in Southern Europe. The vision for "doValue 2024" mainly revolves around the Company's ability to lead the evolution of the credit servicing industry by investing in technology and through its ability to strengthen strategic and long-term partnerships with banks and investors in a broader target market.

SAREB CONTRACT

On February 24, 2022, Sareb (an entity owned by the Spanish government and established in 2012 with the objective of managing and disposing of distressed assets that had been transferred from the four nationalised Spanish financial institutions) announced its decision to engage two new servicers for the 2022-2025 contract, and therefore not renewing the contract with doValue and the other 3 servicers currently engaged in the management of the Sareb portfolio. The NPL part of the Sareb portfolio (€10 billion) was off-boarded on July 1, 2022, and the REO portion of the Sareb portfolio (€11 billion) was off-boarded on October 1, 2022.

Sareb's decision entails a reorganisation of Altamira's activities with the aim of operating on an adequate scale and preserving the profitability of the business in Iberia. Altamira is expected to be affected by a nonrecurring cost of maximum €15 million related to the reorganisation of personnel currently allocated to the management of the Sareb portfolio, to be incurred mainly in the second two quarters of 2022.

This outcome had already been anticipated as a possibility by doValue, as described in the 2022-2024 Business Plan presented by the Group on January 26, 2022. Given the highly competitive nature of the process conducted by Sareb over the past few months (which focused on the level of commissions payable by Sareb to servicers), the new contract would not have contributed positively to the Group profitability. Therefore, Sareb's decision does not have a material impact on the financial targets of the Business Plan 2022-2024 and the Group's overall strategic direction.

doValue's growth in Spain in 2023 and 2024, particularly in terms of EBITDA, will be driven by increased value extraction from the current GBV (excluding Sareb), new servicing agreements and new revenue streams. doValue confirms its targets for the Iberian Peninsula in terms of EBITDA for 2024 (€35-40 million), and the Group's broader financial targets as presented on January 26, 2022.

RUSSIAN-UKRAINIAN WAR

On February 24, 2022, Russia began a military invasion of Ukraine which led to a bitter conflict with the Ukrainian population and military armed forces. As a consequence, the Western countries, particularly the USA and the European Union, implemented various financial and economic sanctions against Russia. These sanctions, together with an increased geopolitical risk, have caused a considerable rise in volatility in the financial markets, which is still ongoing.

The doValue Group's direct exposure to Russia and Ukraine is negligible.

NEPTUNE PROJECT

In early April 2022, doValue, through its subsidiary doValue Greece, was awarded a new servicing mandate representing an additional Gross Book Value of approximately €500 million ("Neptune Project").

In 2020, an entity affiliated with funds managed by the Fortress Investment Group had acquired a portfolio from Alpha Bank for a Gross Book Value of approximately €1.1 billion by assigning a temporary servicing mandate to the Greek servicer CEPAL. With Neptune Project, doValue will assume the role of long-term servicer for the management of approximately 50% of the initial €1.1 billion portfolio. The onboarding of the portfolio was completed in April 2022. The portfolio comprises non-performing mortgage loans granted to corporates and small and medium enterprises in Greece.

ORDINARY SHAREHOLDERS' MEETING

The Ordinary Shareholders' Meeting of doValue (the "Shareholders' meeting") was held on April 28, 2022.

Specifically, the Shareholders:

  • approved the separate financial statements of doValue S.p.A. at December 31, 2021;
  • approved the distribution of dividends of approximately €39.5 million (corresponding to a dividend per share of €0.50);
  • approved the remuneration policy for 2021;
  • approved proposed departure from the 2021 remuneration policy, concerning the allocation of the variable remuneration of the CEO for 2021;
  • approved the 2022-2024 incentive plan;
  • granted a new authorisation to purchase treasury shares;
  • appointed Cristina Finocchi Mahne as the Company's director;
  • approved the integration of the 2021 audit fees due to EY S.p.A..

GACS ICCREA SECURITISATION

In May 2022, BCC Banca Iccrea completed a €650 million securitisation of non-performing loans backed by GACS guarantees. Seventy-one banks participated in the operation, of which 68 belonged to the BCC Iccrea Group, joined by Banca Valsabbina, Banca di Credito Popolare and Cassa di Risparmio di Asti. doValue assumed the role of master servicer and special servicer of the divested portfolio.

SKY PROJECT

doValue signed in May 2022, a memorandum of understanding ("MoU") with an affiliate of Cerberus Capital Management ("Cerberus"), a global leader in alternative investments, for the exclusive management of a portfolio of non-performing loans originated in Cyprus with a Gross Book Value of approximately €2.2 billion ("Sky Project").

The MoU was executed by Altamira Asset Management Cyprus, a subsidiary of doValue.

The portfolio related to the Sky Project was originated by Alpha Bank Cyprus and consists of secured corporate, SME and retail loans disbursed to more than 7,000 borrowers. During the first part of 2021, Alpha Bank decided to divest this portfolio and, in February 2022, reached an agreement with Cerberus for the divestiture (closing is expected by the end of 2022, and conditional on regulatory approvals). doValue will assume the role of servicer of the portfolio from the closing until the run-off of the portfolio and will also assist in the interim management of the portfolio until the closing.

With Sky Project, doValue further diversifies its business by bringing Cerberus on board as a new customer.

ADMISSION TO THE STAR SEGMENT

In May 2022, doValue was admitted to trading for its ordinary shares on the Euronext STAR Milan segment of the Euronext Milan market.

Already admitted to trading on the MTA of Borsa Italiana (now Euronext Milan) since July 14, 2017, doValue's ordinary shares began trading on June 3, 2022 on the Euronext STAR Milan segment of the Euronext Milan market, which is dedicated to companies with excellent attributes in terms of transparency, communication, liquidity and corporate governance (already largely met by doValue).

As part of its admission to the Euronext STAR Milan segment, doValue engaged Mediobanca - Banca di Credito Finanziario S.p.A. as Specialist, in accordance with the Rules and Instructions of Borsa Italiana.

UNICREDIT GACS SECURITISATION

In June 2022, UniCredit completed a €1.1 billion securitisation of non-performing loans backed by GACS guarantees. About €500 million of the €1.1 billion, represents additional GBV for doValue as the remainder was already under management by the company.

doValue and doNext assumed the role of special servicer and master servicer respectively of the divested portfolio.

The onboarding of the portfolio was completed in the second quarter of 2022.

LAUNCH OF SME BUSINESS UNIT IN SPAIN

In line with the 2022-2024 Business Plan presented to the market on 26 January 2022, the subsidiary Altamira Asset Management formally created in the first part of 2022 a business unit dedicated to the management of Non-performing Loans related to Small and Medium Enterprises (SMEs) in Spain and is investing significantly in its development.

The SME business unit employs about 40 professionals and currently manages about €3 billion Gross Book Value, a level that is expected to grow in the coming quarters. The current GBV under management is mainly composed of Non-performing Loans (NPLs), but the development plan of the SME business unit envisages expanding the business into the Unlikely to Pay (UTP) and Early Arrears categories.

The strengths of the SME business unit are its widespread presence throughout the territory (reflecting the dissemination of the SME segment), the fact that the unit is fully integrated with the doValue Group in terms of technology and IT systems, and the ability to leverage the Group-wide best practices already developed in Italy and Greece.

LAUNCH OF THE LEGAL SERVICES BUSINESS UNIT IN SPAIN

In line with the 2022-2024 Business Plan presented to the market on January 26, 2022, the subsidiary Altamira Asset Management formally established a new business unit in Spain dedicated to offering legal services to banks and institutional investors. The move is in line with the plan to further grow and diversify the portfolio of products and solutions offered by Altamira Asset Management to its existing and potential clients in Spain.

The Legal Services Business Unit employs more than 70 highly-qualified and specialised professionals covering all of Spain. The Legal Services business unit will provide support to both banks and institutional investors for the entire bankruptcy proceedings (including assistance with the preparation of legal documents, assistance with legal due diligence, trial management, auction management, out-of-court trial management, bankruptcy counselling and assistance with the further outsourcing of specialised legal counselling requirements).

CREDIT OUTLOOK IMPROVED TO POSITIVE BY FITCH

In July 2022, Fitch Ratings upgraded the Company's outlook to "Positive" (from "Stable") and confirmed the Long-Term Issuer Default Rating (IDR) at "BB".

DoValue's €265m and €300m senior bonds maturing in 2025 and 2026 were also confirmed at 'BB'.

According to Fitch Ratings, the "Positive" outlook reflects the expectation of continued growth of doValue's business and further diversification across customers and geographies.

FRONTIER II PROJECT

On July 29, 2022, doValue, through its subsidiary doValue Greece, signed an agreement with the National Bank of Greece ("NBG") in relation to the management of a Greek portfolio consisting mainly of impaired mortgage loans (NPLs) with a Gross Book Value of approximately €1.0 billion ("Frontier II Project"). The agreement is conditional on completing the securitisation of the portfolio under the so-called Hellenic Asset Protection Scheme (HAPS), which is expected to be finalised in the second half of 2022. NBG awarded the Frontier II Project to doValue based on the confidence and track record established during the Frontier I Project process. The Frontier II Project is another important step for the Group in the implementation of the 2022-2024 Business Plan and represents another milestone for doValue in the consolidation of its position as a leading independent servicer in Greece.

Significant events after the end of the period

SAREB LEGAL SERVICES AGREEMENT

In October 2022, doValue, through its subsidiary Altamira Asset Management, entered into a major agreement with Sareb for the provision of legal services.

Following the reassignment of the servicing contract in February 2022, Sareb decided to use qualified operators for legal support relating to its asset portfolio, as a specialised service separate from the commercial management of these same assets. Under the terms of the agreement, doValue will manage in legal terms the portfolio that was previously managed by its subsidiary Altamira Asset Management, and which includes approximately 40% of Sareb's legal proceedings.

The specific services provided for in the agreement with Sareb include preparing the documentation with a view to initiating specific legal proceedings, and also monitoring and controlling the recovery up to disposal (including preparing and monitoring auctions). The agreement provides for handling more than 4,500 legal proceedings.

DISPOSAL OF €450 MILLION SECONDARY NPL PORTFOLIO IN GREECE

Virgo Project, a €450 million GBV secondary portfolio disposal in Greece to a fund invested into by the EOS Group, was completed in the month of October 2022.

The portfolio has been carved out from the Frontier I HAPS securitisation vehicle which has been managed by doValue since the beginning of February 2022. The disposal, which was completed in the context of volatile market conditions, allows doValue to accelerate its collection activity in Greece whilst retaining the long-term servicing mandate on the €450 million GBV portfolio acquired by a fund invested into by the EOS Group.

The transaction also allows to further diversify doValue's institutional investor client base.

NEW SERVICING MANDATE FOR A €300 MILLION PORTFOLIO FROM FORTRESS IN SPAIN

Altamira Asset Management, a subsidiary of doValue, has been granted the management of a portfolio of non-performing loans by funds managed by affiliates of Fortress Investment Group ("Fortress") in Spain. The Gross Book Value (GBV) of the portfolio is approximately €300 million and the onboarding is expected by the end of 2022.

The portfolio, which has been recently sold by Santander to funds and accounts managed by Fortress, is composed of about 3,400 residential mortgages granted to around 2,000 individuals and is secured towards residential properties located in the main cities in Spain.

The new servicing mandate is an important step for the Group in the growth and diversification paths of its Spanish business, a key driver of the Business Plan 2022-2024 for the Iberia region and therefore for the Group as a whole.

In addition, the €300 million portfolio represents the first sizeable NPL portfolio investment of Fortress in the Spanish market after it set up its local office in Madrid in May 2022.

Outlook for operations

With respect to the current geopolitical crisis caused by the war in Ukraine, the Group continues to carefully monitor the consequences already underway: increase in inflation, slow down in global growth and greater volatility in financial markets and the increase in interest rates.

However, at the date of approval of this Report, given the high degree of uncertainty associated with potential developments of this crisis, it is difficult and probably premature to estimate the actual short-, medium- and long-term impact on the Group's operations. In general, recessionary macroeconomic scenarios could lead to a decrease in the recoverability rate of the current assets under management by the Group. However, at the same time, they could lead to new volumes of impaired loans by banks, the management of which, if outsourced, could result in an increase, in the medium term, of the assets managed by the Group.

As regards the current economic situation related to the effects of COVID-19, despite the operational continuity of doValue operations in all its markets and the gradual improvement of market conditions, the Group continues to carefully monitor the reduced activity of the legal system and public services in general which, thanks to electronic means, have resumed operations remotely, together with decisions on bank moratoria and developments in the real estate sector, which can affect the time needed to manage positions and collections.

The significant geographical, product and customer diversification and the flexibility of costs, in particular outsourcing costs and the employee incentive plan represent additional factors for the mitigation of the negative impacts of the COVID-19 pandemic.

On the other hand, more difficult macroeconomic conditions are likely to lead to an increase in the production of NPEs in the wake of an increase in the default rate. In particular, the pipeline of potential servicing agreements for 2022 across Southern Europe is currently estimated by doValue at around €19 billion and is likely to grow further in the coming months.

Finally, the doValue business model should be able to respond to the various phases of the economic cycle with the expansion of assets under management or collections, respectively, during the contraction or expansion phases of the cycle, in line with the Group's mission to support banks, investors, companies and individuals in all steps of credit management, fostering the sustainable development of the financial system.

Main risks and uncertainties

In consideration of the activities it performs and the results achieved, the financial position of the doValue Group is appropriately scaled to meet its needs.

The financial policy pursued is aimed at fostering the stability of the Group, which in view of its operations does not currently or prospectively intend to engage in speculative investment activity.

With regard to the main risks and uncertainties, the current financial markets' situation and the consequences of any economic and financial effects deriving from the spread of COVID-19 still involve elements of uncertainty, including in the event of more stable macroeconomic conditions than in the past. The current geopolitical crisis caused by the war in Ukraine continues to have serious repercussions on financial markets and global economic growth, causing an acceleration in inflation and a slowdown in global growth, as well as an increase in financial market volatility. As already described in the previous paragraph, at the date of approval of this Interim Report, given the high degree of uncertainty linked to potential evolutionary scenarios of the current crisis, it is difficult and probably premature to estimate the actual short, medium and long term impacts on the Group's activities as recessionary macroeconomic scenarios could lead to a decrease in both the recoverability rate and an increase in the medium term of the assets under management by the Group.

GOING CONCERN

In order to express an opinion on the going concern assumption used to prepare this Consolidated Interim Report at September 30, 2022, the risks and uncertainties to which the Group is exposed were carefully assessed:

  • in particular, the forecasts regarding the macroeconomic and public health scenarios characterised by the COVID-19 pandemic and its variants and the government and EU measures and the related potential impact on the Group;
  • in the sustainability assessment of assets as at September 30, 2022, the Group's solid capital base, financial position and confirmed ability to generate cash flows, as shown in the Group's 2022-2024 Business plan, and the characteristics of doValue's specific business model, which is capable of responding flexibly to the various phases of the economic cycle, were considered;
  • finally, assets under management and the contribution of new contracts for the management of portfolios recorded in the first nine months of 2022 were considered.

From the analyses carried out and on the basis of the assumptions reported above, no uncertainties have emerged in relation to events or circumstances which, considered individually or as a whole, could give rise to doubts regarding the Group's ability to continue as a going concern.

Other information

MANAGEMENT AND COORDINATION

As at September 30, 2022, 25.05% of the shares of the Parent Company doValue were owned by its largest shareholder, Avio S.a r.l, the reference shareholder, a company incorporated in Luxembourg, affiliated to the Fortress Group, which in turn was acquired by Softbank Group Corporation in December 2017. A further 3.22% of doValue shares are held by other investors similarly connected with Softbank Group Corporation, which thereby holds an overall stake of 28.27%.

As of September 30, 2022, the remaining 71.73% of the shares were placed on the market and 1.13% consisted of 902,120 treasury shares, valued at cost, for a total of €4.3 million held by the Parent Company. The reference shareholder does not exercise any management or coordination powers over doValue pursuant to Article 2497 et seq. of the Civil Code, as it does not issue directives to doValue and, more generally, does not interfere in the management of the Group. Accordingly, the strategic and management policies of the doValue Group and all of its activities in general are the product of the independent selfdetermination of the corporate bodies and do not involve external management by Avio.

The Parent Company doValue exercises its management and coordination powers over its direct subsidiaries as provided for in the legislation referred to above.

TRANSACTIONS IN TREASURY SHARES

At September 30, 2022, doValue held 902,120 treasury shares, equal to 1.13% of the total share capital. Their book value is €4.3 million and they are recognised as a direct reduction of shareholders' equity under "Treasury shares" pursuant to article 2357-ter of the Italian Civil Code.

The ordinary shareholders' meeting of April 28, 2022 revoked the authorisation to purchase and sell treasury shares conferred by said meeting to doValue's Board of Directors by means of resolution of April 29, 2021. At the same time, a new authorisation to purchase treasury shares in one or more transactions was conferred, according to the same terms and conditions pursuant to the previous shareholders' meeting resolution, i.e. up to 8,000,000 ordinary shares of doValue S.p.A., equal to 10% of the total, for a period of 18 months from the shareholders' meeting approval.

RESEARCH AND DEVELOPMENT

During the period the Group continued to invest in a number of technological innovation projects, which are expected to bring a competitive advantage in the future.

HUMAN RESOURCES

The business of the doValue Group is linked to people and the enhancement and development of professional skills are strategic drivers to ensure innovation and sustainable growth. doValue continues to invest in its people through policies aimed at enhancing and developing human resources, with the aim of consolidating a climate of corporate satisfaction.

At the end of the third quarter of 2022, the number of Group employees was 3,237, compared to 3,153 at the end of 2021.

RELATED-PARTY TRANSACTIONS

In compliance with the provisions of the "Rules for Transactions with Related Parties" referred to in Consob Resolution no. 17221 of March 12, 2010, as amended, any transaction with related parties and connected persons shall be defined in accordance with the procedure approved by the Board of Directors, whose most recent update was approved at the meeting held on June 17, 2021.

This document is available to the public in the "Governance" section of the company website www.doValue.it.

With reference to paragraph 8 of art. 5 - "Public information on transactions with related parties" of the Consob Regulation cited above, it should be noted that:

  • A. on the basis of the related party transaction policy adopted by the Board of Directors of doValue S.p.A., in the first nine months of 2022, no transactions of greater importance were carried out;
  • B. in the first nine months of 2022, no transactions with related parties were carried out at other than market conditions, which have significantly affected the Group's financial position and financial performance;

C. in the first nine months of 2022, the intangible assets recognised in respect of Frontier Project increased by €6.1 million. This transaction meets the definition of transaction of greater importance as per point a) of the Directors' Report of the Group at December 31, 2021. This is due to a contract provision included in the agreement signed in 2021 and is subject to the fulfilment of certain conditions that, at September 30, 2022, are deemed highly probable.

DISCLOSURE ON THE OPT-OUT OPTION

We inform you that doValue S.p.A. has adopted the simplified rules provided for in Articles 70, paragraph 8, and 71, paragraph 1-bis, of the Consob Issuers Regulation no. 11971/1999, as subsequently amended, and has therefore exercised the option to derogate from compliance with the obligations to publish the information documents provided for in Articles 70, paragraph 6, and 71, paragraph 1, of that Regulation on the occasion of significant mergers, spin-offs, capital increases through the contribution of assets in kind, acquisitions and sales.

RECONCILIATION OF EQUITY AND PROFIT FOR THE YEAR OF THE PARENT COMPANY

In application of Consob Communication no. DEM/6064293 dated July 28, 2006, Shareholders' equity and the Parent Company's result are reconciled below with the related consolidated amounts.

(€/000)

9/30/2022 9/30/2021
Shareholders'
Equity
Profit (loss) of
the period
Shareholders'
Equity
Profit (loss) of
the period
doValue's S.p.A. separate financial
statements
170,953 16,012 207,118 4,211
- difference arising from the investments'
carrying values and the relative subsidiaries'
Equity
(49,628) - (78,603) -
- Results of the subsidiaries, net of minority
interest
- 40,595 - 26,261
Cancellation of dividends - (28,612) - (18,214)
Other consolidation adjustments 562 11,186 562 579
Consolidated financial statements
attributable to the Shareholders of the
Parent Company 121,887 39,181 129,077 12,837

Rome, January 12, 2024 The Board of Directors

RECONCILIATION OF THE CONDENSED AND THE STATUTORY INCOME STATEMENT

(€/000) 9/30/2022 9/30/2021
NPE revenues 326,188 296,968
o.w. Revenue from contracts with customers 326,153 297,263
o.w. Other revenues 35 (295)
REO revenues 64,117 58,838
o.w. Revenue from contracts with customers 61,544 50,122
o.w. Other revenues 2,573 8,716
Co-investment revenues 1,141 4,186
o.w. Financial (expense)/income 1,141 4,186
Ancillary and other revenues 34,083 25,887
o.w. Financial (expense)/income 9 10
o.w. Revenue from contracts with customers 7,538 5,774
o.w. Other revenues 26,774 20,355
o.w. Costs for services rendered (611) (264)
o.w. Other operating (expense)/income 373 12
Gross revenues 425,529 385,879
NPE Outsourcing fees
o.w. Costs for services rendered
(16,111)
(16,088)
(22,401)
(22,426)
o.w. Administrative expenses (23) (90)
o.w. Other revenues - 115
REO Outsourcing fees (19,514) (16,898)
o.w. Costs for services rendered (19,514) (16,898)
Ancillary Outsourcing fees (9,891) (7,748)
o.w. Costs for services rendered (1,241) (1,243)
o.w. Administrative expenses (8,650) (6,505)
Net revenues 380,013 338,832
Staff expenses (158,580) (159,365)
o.w. Personnel expenses (158,769) (159,568)
o.w. Other revenues 189 203
Administrative expenses (71,871) (63,566)
o.w. Personnel expenses (3,956) (3,736)
o.w. Personnel expenses - o.w. SG&A (3,956) (3,736)
o.w. Administrative expenses (68,432) (61,183)
o.w. Administrative expenses - o.w. IT (25,629) (21,270)
o.w. Administrative expenses - o.w: Real Estate (5,161) (4,966)
o.w. Administrative expenses - o.w. SG&A (37,642) (34,947)
o.w. Other operating (expense) (24) 678
o.w. Other operating (expense)/income - o.w. SG&A (24) 678
o.w. Other revenues 563 713
o.w. Other revenues - o.w. IT 51 (159)
o.w. Other revenues - o.w. SG&A 512 872
o.w. Costs for services rendered (22) (38)
o.w. Costs for services rendered - o.w. SG&A
Total "o.w. IT"
(22)
(25,578)
(38)
(21,429)
Total "o.w. Real Estate" (5,161) (4,966)
Total "o.w. SG&A" (41,132) (37,171)
Operating expenses (230,451) (222,931)
EBITDA 149,562 115,901
EBITDA margin 35% 30%
Non-recurring items included in EBITDA (2,357) (236)
EBITDA excluding non-recurring items 151,919 116,137
EBITDA margin excluding non-recurring items 36% 30%
Net write-downs on property, plant, equipment and intangibles (47,919) (57,978)
o.w. Depreciation, amortisation and impairment (48,020) (57,978)
o.w. Other operating (expense)/income 101 -
Net Provisions for risks and charges (7,317) (8,894)
o.w. Personnel expenses (8,513) (8,264)
o.w. Provisions for risks and charges (2,296) (349)
o.w. Other operating (expense)/income 3,688 18
o.w. Depreciation, amortisation and impairment (196) (299)
Net Write-downs of loans 265 429
o.w. Financial (expense)/income - 30
doValue – Consolidated Interim Report at September 30, 2022
o.w. Depreciation, amortisation and impairment 45 40
o.w. Other revenues 220 359
Profit (loss) from equity investments - 83
o.w. Profit (loss) of equity investments - 83
EBIT 94,591 49,541
Net income (loss) on financial assets and liabilities measured at
fair value (1,170) 615
o.w. Financial (expense)/income (1,170) 615
Financial interest and commissions (21,279) (25,676)
o.w. Financial (expense)/income (21,105) (25,277)
o.w. Costs for services rendered (174) (399)
EBT 72,142 24,480
Non-recurring items included in EBT (8,490) (12,727)
EBT excluding non-recurring items 80,632 37,207
Income tax for the period (22,984) (7,034)
o.w. Administrative expenses (1,209) (945)
o.w. Income tax expense (21,775) (6,089)
Profit (Loss) for the period 49,158 17,446
Profit (loss) for the period attributable to Non-controlling interests (9,977) (4,609)
Profit (Loss) for the period attributable to the Shareholders of
the Parent Company 39,181 12,837
Non-recurring items included in Profit (loss) for the period (6,849) (10,284)
O.w. Non-recurring items included in Profit (loss) for the period
attributable to Non-controlling interest (400) (438)
Profit (loss) for the period attributable to the Shareholders of the Parent
Company excluding non-recurring items 45,630 22,683
Profit (loss) for the period attributable to Non-controlling interests
excluding non-recurring items 10,377 5,047
Earnings per share (in Euro) 0.50 0.16
Earnings per share excluding non-recurring items (Euro) 0.58 0.29

RECONCILIATION OF THE CONDENSED AND THE STATUTORY BALANCE SHEET

9/30/2022 12/31/2021
Cash and liquid securities 159,518 166,668
Cash and cash equivalents 159,518 166,668
Financial assets 58,459 61,961
Non-current financial assets 56,943 60,445
Current financial assets 1,516 1,516
Property, plant and equipment 34,116 34,204
Property, plant and equipment 34,061 34,149
Inventories 55 55
Intangible assets 529,596 545,225
Intangible assets 529,596 545,225
Tax assets 150,756 152,996
Deferred tax assets 106,350 112,640
Other current assets 2,677 1,894
Tax assets 41,729 38,462
Trade receivables
Trade receivables
197,849
197,849
206,326
206,326
Assets held for sale 10 30
Assets held for sale 10 30
Other assets 15,683 17,226
Other current assets 13,670 15,212
Other non-current assets 2,013 2,014
Total Assets 1,145,987 1,184,636
Financial liabilities: due to banks/bondholders 582,297 568,459
Loans and other financing non-current 553,297 550,859
Loans and other financing current 29,000 17,600
Other financial liabilities 73,481 76,017
Loans and other financing non-current 4,487 4,365
Loans and other financing current - 4
Other non-current financial liabilities 20,491 46,048
Other current financial liabilities 48,503 25,600
Trade payables 57,775 73,710
Trade payables 57,775 73,710
Tax Liabilities 105,001 113,060
Tax liabilities 55,725 58,710
Deferred tax liabilities 49,276 54,350
Employee Termination Benefits 8,836 10,264
Employee benefits 8,836 10,264
Provision for risks and charges 37,196 44,235
Provisions for risks and charges 37,196 44,235
Other liabilities 78,278 104,888
Other current liabilities 68,864 75,052
Other non-current liabilities
Total Liabilities
9,414
942,864
29,836
990,633
Share capital 41,280 41,280
Share capital 41,280 41,280
Reserves 84,947 96,299
Valuation reserve (210) (1)
Other reserves 85,157 96,300
Treasury shares (4,340) (4,678)
Treasury shares (4,340) (4,678)
Profit (loss) for the period attributable to the Shareholders of the Parent 39,181 23,744
Company
Profit (loss) for the period attributable to the Shareholders of the Parent Company
39,181 23,744
Net Equity attributable to the Shareholders of the Parent Company 161,068 156,645
Total Liabilities and Net Equity attributable to the Shareholders of the Parent
Company 1,103,932 1,147,278
Net Equity attributable to Non-Controlling Interests 42,055 37,358
Net Equity attributable to Non-controlling interests 42,055 37,358
Total Liabilities and Net Equity 1,145,987 1,184,636

1. FINANCIAL STATEMENTS AT SEPTEMBER 30, 2022

39

CONSOLIDATED BALANCE SHEET

NOTE 9/30/2022 12/31/2021
Non-current assets
Intangible assets 1 529,596 545,225
Property, plant and equipment 2 34,061 34,149
Non-current financial assets 3 56,943 60,445
Deferred tax assets 4 106,350 112,640
Other non-current assets 5 2,013 2,013
Total non-current assets 728,963 754,472
Current assets
Inventories
Current financial assets
6
3
55
1,516
55
1,516
Trade receivables 7 197,849 206,326
Tax assets 8 41,729 38,462
Other current assets 5 16,347 17,107
Cash and cash equivalents 9 159,518 166,668
Total current assets 417,014 430,134
Assets held for sale 10 10 30
Total assets 1,145,987 1,184,636
Shareholders' Equity
Share capital 41,280 41,280
Valuation reserve (210) (1)
Other reserves
Treasury shares
85,157
(4,340)
96,300
(4,678)
Profit (loss) for the period attributable to the Shareholders of the Parent Company 39,181 23,744
Net Equity attributable to the Shareholders of the Parent Company 161,068 156,645
Net Equity attributable to Non-controlling interests 42,055 37,358
Total Net Equity 11 203,123 194,003
Non-current liabilities
Loans and other financing 12 557,784 555,224
Other non-current financial liabilities 13 20,491 46,048
Employee benefits 14 8,836 10,264
Provisions for risks and charges 15 37,196 44,235
Deferred tax liabilities 4 49,276 54,350
Other non current liabilities 17 9,414 29,836
Total non-current liabilities 682,997 739,957
Current liabilities
Loans and other financing 12 29,000 17,604
Other current financial liabilities 13 48,503 25,600
Trade payables
Tax liabilities
16
8
57,775
55,725
73,710
58,710
Other current liabilities 17 68,864 75,052
Total current liabilities 259,867 250,676
Total liabilities 942,864 990,633
Total Net Equity and liabilities 1,145,987 1,184,636

CONSOLIDATED INCOME STATEMENT

(€/000)

NOTE 9/30/2022 9/30/2021
Revenue from contracts with customers 20 395,235 353,159
Other revenues 21 30,354 30,166
Total revenue 425,589 383,325
Costs for services rendered 22 (37,650) (41,268)
Personnel expenses 23 (171,238) (171,567)
Administrative expenses 24 (78,314) (68,724)
Other operating (expense)/income 25 4,138 708
Depreciation, amortisation and impairment 26 (48,171) (58,237)
Provisions for risks and charges 27 (2,296) (349)
Total costs (333,531) (339,437)
Operating income 92,058 43,888
Financial (Expense)/Income 28 (21,125) (20,436)
Profit (loss) from equity investments - 84
Profit (Loss) before tax 70,933 23,536
Income tax expense 29 (21,775) (6,090)
Net profit (loss) from continuing operations 49,158 17,446
Profit (Loss) for the period 49,158 17,446
o.w. Profit (loss) for the period attributable to the Shareholders of the Parent
Company 39,181 12,837
o.w. Profit (loss) for the period attributable to Non-controlling interests 9,977 4,609
Earnings per share 30
basic 0.50 0.16
diluted 0.50 0.16

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

NOTE 9/30/2022 9/30/2021
Profit (Loss) for the period 49,158 17,446
Other comprehensive income after tax not recyclable to profit or
loss
Equity instruments designated at fair value through comprehensive
income 3 (597) -
Defined benefit plans 14 388 2
Other comprehensive income after tax recyclable to profit or loss
Cash flow hedges - 345
Total other comprehensive income after tax (209) 347
Comprehensive income 48,949 17,793
o.w. Comprehensive income attributable to Shareholders of the Parent
Company 38,972 13,184
o.w. Comprehensive income attributable to Non-controlling interests 9,977 4,609

STATEMENT OF CHANGES IN CONSOLIDATED SHAREHOLDERS' EQUITY (Note 11) 9/30/2022

Sha
tal
api
re c
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es
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pr
for
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any
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al N
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l ba
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ce
41
,28
0
(1) 50,
86
4
45
,43
6
(4,
678
)
23,
744
156
,64
5
37,
358
194
,00
3
of
fit t
Allo
cat
ion
the
evi
pr
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ye
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pro
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ser
ves
- - (53
5)
24,
279
- (23
4)
,74
- - -
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d o
the
ts
an
r pa
you
- - (24
,99
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(14
,55
3)
- - (39
,54
9)
(5,
00
2)
(44
,55
1)
Cha
s in
nge
re
ser
ves
- - (75
)
(74
)
- - (14
9)
(27
8)
(42
7)
Sto
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ion
opt
s
- - 765 4,0
46
338 - 5,1
49
- 5,1
49
Com
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f th
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pre
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e p
- (20
9)
- - - 39,
181
38,
97
2
9,9
77
48
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9
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al b
ala
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41
,28
0
(21
0)
26,
02
3
59,
134
(4,
0)
34
39,
18
1
16
1,0
68
42
,05
5
20
3,1
23

doValue – Consolidated Interim Report at September 30, 2022

12/31/2021

Sha
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re c
Oth
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es
ity
Ne
t e
qu
rib
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and
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any
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No
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Ini
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l ba
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ce
41
,28
0
(21
5)
61,
08
2
84
,29
5
(10
3)
(21
,94
3)
164
,39
6
41
,26
4
20
5,6
60
Allo
ion
of
the
evi
fit t
cat
pr
ous
ye
ar
pro
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ser
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- - 263 (29
,77
1)
- 29,
508
- - -
Div
ide
nds
d o
the
ts
an
r pa
you
- - (12
,97
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- - (7,
831
)
(20
,80
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(2,
50
2)
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,30
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nge
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ser
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- 30 (28
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(7,
592
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- 266 (7,
324
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7)
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s
- - 2,5
23
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(4,
575
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- (3,
548
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- (3,
548
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f th
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om
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- 184 - - - 23,
744
23,
92
8
9,4
29
33,
35
7
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al b
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41
,28
0
(1) 50,
86
4
45
,43
6
(4,
678
)
23,
744
156
,64
5
37,
358
194
,00
3

9/30/2021

Sha
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Val
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61,
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(10
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41
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- 21,
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ide
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- - - (20
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- - 8,0
95
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- 265 (11
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,04
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- - 2,4
93
(97
6)
(4,
575
)
- (3,
05
8)
- (3,
05
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Cha
s in
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inv
est
nts
nge
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me
- - - - - - - 3,3
13
3,3
13
Com
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sive
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f th
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pre
om
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- 544 - - - 12,
837
13,
38
1
4,6
09
99
0
17,
Fin
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ala
nce
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41
0
32
9
71,
67
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20,
47
6
(4,
678
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83
12,
7
14
1,9
14
31,
136
173
,05
0

CONSOLIDATED CASH FLOW STATEMENT - INDIRECT METHOD -

NOTE 9/30/2022 9/30/2021
Operating activities
Profit (loss) for the period befor tax 70,933 23,536
Adjustments to reconcile the profit (loss) before tax with the net financial
flows: 77,074 80,393
Capital gains/losses on financial assets/liabilities held for trading and on
financial assets/liabilities measured at fair through profit or loss (+/-) 3 994 (792)
Depreciation, amortisation and impairment 26 48,171 58,237
Change in net provisions for risks and charges 15 2,296 349
Financial (Expense)/Income 28 20,803 21,052
Costs for share-based payments 11 4,810 1,547
Change in working capital (7,654) (21,304)
Change in trade receivables 7 8,281 (24,199)
Change in trade payables 16 (15,935) 2,895
Change in financial assets and liabilities 2,109 30,899
Financial assets measured at fair value through other comprehensive income 3 - (1,506)
Other assets mandatorily measured at fair value 3 1,849 26,343
Financial assets measured at amortised cost 3 260 1,812
Financial liabilities measured at amortised cost 12 - 4,250
Other changes: (100,907) (80,477)
Interests paid 28 (23,821) (17,823)
Payment of income taxes 29 (23,701) (4,225)
Other changes in other assets/other liabilities (53,385) (58,429)
Cash flows generated by operations 41,555 33,047
Investing activities
Purchases of property, plant and equipment 2 (4,695) (1,066)
Purchases of intangible assets 1 (12,119) (11,582)
Net cash flows used in investing activities (16,814) (12,648)
Funding activities
Issues/purchases of treasury shares 11 - (4,603)
Dividends paid 11 (41,765) (22,595)
Loans obtained 12 25,000 310,615
Repayment of loans 12 (7,500) (290,500)
Payment of principal portion of lease liabilities 19 (7,626) (7,732)
Net cash flows used in funding activities (31,891) (14,815)
Net liquidity in the period (7,150) 5,584
Reconciliation
Cash and cash equivalents at the beginning of period 9 166,668 132,486
Net liquidity in the period (7,150) 5,584
Cash and cash equivalents at the end of the period 9 159,518 138,070

ILLUSTRATIVE NOTES

47

2. ACCOUNTING POLICIES

48

General information

STATEMENT OF COMPLIANCE WITH INTERNATIONAL ACCOUNTING STANDARDS

These interim condensed consolidated Financial Statements as at September 30, 2022 have been prepared in accordance with IAS 34 - Interim Financial Reporting. In accordance with paragraph 10 of mentioned IAS 34, the Group has opted to provide condensed consolidated financial statements.

The interim condensed consolidated financial statements do not provide all the information required in the annual consolidated financial statements. For this reason, the interim condensed consolidated Financial Statements must be read together with the consolidated Financial Statements as at December 31, 2021.

Although the Group has defined the half-year period as the intermediate reference period for the purposes of applying the aforementioned international accounting standard IAS 34 and the definition of the interim financial report indicated therein, these interim condensed consolidated Financial Statements as at September 30, 2022 have been drawn up in compliance with this standard, in view of its possible inclusion in the documentation to be prepared for extraordinary transactions.

The preparation, the measurement and consolidation criteria and the accounting standards adopted to prepare these interim condensed consolidated Financial Statements are compliant with the accounting standards adopted in the preparation of the consolidated Financial Statements as at December 31, 2021, with the exception of the adoption of new or amended standards of the International Accounting Standards Board and interpretations of the International Financial Reporting Interpretations Committee as shown in the paragraph "New accounting standards". The adoption of these amendments and interpretations did not have significant impacts on the Group's financial position or result.

These interim condensed consolidated Financial Statements are accompanied by the Certification of the Financial Reporting Officer pursuant to Article 154-bis of Legislative Decree 58/1998.

BASIS OF PREPARATION

The interim condensed consolidated Financial Statements are prepared using the euro as the accounting currency, in accordance with the provisions of Art. 5(2) of Legislative Decree No 38/2005, and consists of:

  • the consolidated Financial Statements, which include the Consolidated balance sheet, the Consolidated income statement, the statement of Consolidated comprehensive income, the statement of changes in Consolidated Shareholders' Equity and the Consolidated Statement of Cash flows (prepared using the "indirect method");
  • the Illustrative Notes;

and are accompanied by the Directors' Interim report on Group operations.

The amounts stated are expressed in thousands of euros unless otherwise specified.

These Financial Statements have been prepared in application of the framework established by IAS 1 and the specific accounting standards approved by the European Commission and illustrated in the Section "Main items of the financial statements" of these Illustrative Notes.

The interim condensed consolidated Financial Statements were prepared on a going concern basis in accordance with the provisions of IAS 1, and in compliance with the principles of accrual accounting, the principles of relevance and materiality of accounting information and the prevalence of economic substance over legal form and with a view to fostering consistency with future presentations.

The criteria adopted in these interim condensed consolidated Financial Statements as at September 30, 2022 for the recognition, classification, measurement and derecognition of assets and liabilities and the recognition of costs and revenues have not been updated from those adopted in the preparation of the Consolidated Financial Statements for the year ended December 31, 2021.

No exceptions were made to the application of IAS/IFRS accounting standards.

Going concern

In the preparation of the interim condensed consolidated Financial Statements as of September 30, 2022, the Directors consider the going concern assumption to be appropriate since, in their opinion, despite the presence of the Russia-Ukraine conflict and the continuation of the complex economic scenario following the evolution of the COVID-19 pandemic and its variants, as well as the governmental and EU interventions and contrast measures adopted by the various countries in response to the two issues, no uncertainties have emerged related to events or circumstances that, considered individually or as a whole, could raise doubts as to the company's ability to continue as a going concern. The assessment took into account the Group's equity, financial position as well as the outlook of the operations, despite the uncertainties related to the continuing emergency situation; the possible presence of events or conditions linked to the climate, which may have an impact on the Group as a going concern was also assessed, also noting the absence of such cases.

Please also refer to the specific paragraph of the Directors' Interim Report on Group Operations.

Risks and uncertainties associated with the use of estimates

The application of accounting policies sometimes involves the use of estimates and assumptions that affect the amounts recorded in the financial statements and the disclosures regarding contingent assets and liabilities. For the purposes of the assumptions underlying estimates, we consider all information available at the date of preparation of the financial statements and any assumptions considered reasonable in the light of past experience and current conditions in the financial markets.

More specifically, estimation processes were adopted to support the book value of certain items recognized in the interim condensed consolidated Financial Statements at September 30, 2022, as required by accounting standards. These processes are essentially based on estimates of future recoverability of the values recognized and were conducted on a going concern basis. These processes supported the book values recognized as at September 30, 2022. Estimates and assumptions are reviewed regularly.

In view of the presence of uncertainty in the macroeconomic and market environment, the assumptions made, even if reasonable, might not hold in future scenarios in which the Group may operate. Accordingly, future results may differ from the estimates made for the purpose of preparing the financial statements, with the consequent probable need to make adjustments that currently cannot be foreseen or estimated to the book value of the assets and liabilities recognized in the financial statements. In addition, the economic effects deriving from the COVID-19 pandemic and the uncertainties of the future macroeconomic framework in which the Group will operate, also taking into account the consequences related to the Russia-Ukraine conflict, have required a careful analysis and weighting of the new economic context in the valuation models of the recoverable value of the Group's assets. These estimates and valuations are therefore difficult and inevitably involve elements of uncertainty, even in the presence of stable macroeconomic conditions.

The following Sections discuss the key accounting policies for the purposes of providing a true and fair representation of the Group's financial position and performance, both with regard to the materiality of the values in the financial statements and the considerable judgement required in performing the assessments.

Estimation of accruing servicing revenues and the effects of the application of servicing contracts

Sales revenues associated with servicing contracts for the recovery of receivables managed under mandate are recognized on an accruals basis based on the activities carried out by the Group, using IT procedures and complex accounting processes that take account of the different contractual terms of each mandate. Servicing agreements contain numerous clauses specifying the rights and duties of the Group in relations with the participating clients, which can generate income on the one hand and contingent liabilities on the other connected with the possibility of non-performance of contractual obligations.

The amount of the estimated variable consideration is included in whole or in part only to the extent that it is highly probable that when the uncertainty associated with the consideration is subsequently resolved, there will be no significant downward adjustment to the amount of cumulative revenue recognized.

At end of the period, revenues accrued that have not yet been manifestly accepted by the customer are recognized. Depending on the terms of contract and the established practice, that acceptance may take the form of the issuance of an invoice or an explicit notice.

In addition, any certain or contingent liabilities must be prudentially determined in order to assess compliance with the obligations set out in the servicing agreements, taking due account of natural differences in interpretation of contractual clauses in the context of actual recovery operations.

Determination of the fair value of financial assets

In the presence of financial instruments not listed on active markets or illiquid and complex instruments, it is necessary to adopt appropriate valuation processes that require the use of a certain degree of judgement concerning the choice of valuation models and the related input parameters, which may sometimes not be observable on the market.

A degree of subjectivity is present in the valuation on whether it is possible to observe or not certain parameters and the consequent classification in correspondence with the levels of fair value hierarchy. With particular reference to valuation methods and the unobservable inputs that may be used in fair value measurements, please see the specific Section "Information on fair value".

Estimation of the recoverability of deferred tax assets

The Group has significant deferred tax assets mainly arising from temporary differences between the date on which certain business costs are recognized in the income statement and the date on which the same costs can be deducted. Deferred tax assets are written down to the extent that they are deemed unrecoverable given the outlook for performance and the resulting expected taxable income, taking due account of tax legislation, which allows those assets to be converted into tax credits under certain conditions, regardless of the Group's ability to generate future profits. In the "Assets" section on tax assets and tax liabilities in these Illustrative Notes, information is provided on the nature and the assessments conducted with regard to the recognition of deferred tax assets.

Estimation of provisions for risks and charges

The complexity of the situations that underline the existing disputes, along with the difficulties in the interpretation of applicable law, makes it difficult to estimate the liabilities that may result when pending lawsuits are settled. The valuation difficulties concern what may be due and how much time will elapse before liabilities materialize and are particularly evident if the procedure launched is in the initial phase and/or its preliminary investigation is in progress.

Information about the Group's main risk positions related to legal disputes (revocatory action and pending lawsuits) and tax disputes, is provided in the "Liabilities" section of the Illustrative Notes that deals with Provisions for risks and charges.

Estimation of impairment losses on intangible assets

At least on an annual basis, upon preparing the annual Financial Statements, the absence of lasting impairment losses on intangible assets is verified. This impairment test is usually conducted by determining the value in use or the fair value of the assets and verifying that the book value of the intangible asset is less than the greater of the respective value in use and the fair value less costs to sell.

Impairment testing for cash generating units (CGUs), to which almost all intangible assets with a definite life and goodwill have been attributed, is conducted with reference to value in use obtained through the application of the Discounted Cash Flow Model (DCF), on the basis of which the value of a CGU is determined through the sum of its prospective cash flows, discounted using a specific rate. A similar procedure is used to estimate the recoverability of the values recognized for active long-term servicing contracts, which assess the business plans of the portfolios under management in order to check their consequent capacity to generate adequate cash flows.

However, note that the parameters and information used to check the recoverability of intangible assets, including goodwill (in particular the cash flow forecast for the various CGUs, as well as the discount rates used) are significantly influenced by macroeconomic conditions and market developments as well as the behavior of counterparties, which could change unpredictably.

If the recoverable value of the assets undergoing impairment testing is determined on the basis of the associated fair value, it should also be noted that the significant and persistent volatility shown by the markets and the intrinsic difficulties in forecasting contractual cash flows mean that we cannot rule out the possibility that the valuations based on parameters drawn from the same markets and on contractual cash flow forecasts may subsequently prove not to be fully representative of the fair value of the assets.

With reference to the intangible assets recognized, it should be noted that these assets are mainly measured on the basis of the definitive Purchase Price Allocation (PPA) of the two business combinations concluded in the past few years; i.e., the acquisition of control of Altamira Asset Management S.A. (Altamira) and its subsidiaries in June 2019 and that of Eurobank FPS (now doValue Greece) concluded in June 2020. The intangible asset arising from the payment by doValue Greece of a consideration for the acquisition of

the right to be appointed as Servicer of the "Frontier" contract was also measured.

The Group, in application of the internal policies in force on this matter, carried out a verification of the internal and external trigger events on the intangible assets deriving from the PPAs of the subsidiaries Altamira and doValue Greece, as well as on the aforementioned Frontier contract and on the goodwill.

The results of the trigger tests determined the need to subject the Santander contract to the Altamira PPA side and the Cairo and Frontier contracts for doValue Greece to an impairment test. However, there was no need to subject the goodwill to an impairment test.

The impairment test on the three contracts mentioned was carried out with reference to the related net book values, as resulting at the accounting date as of September 30, 2022 depending on the update of the amortizations for the period, calculated in an amount corresponding to the direct margin of each individual asset recorded in the period.

For the purposes of impairment testing, the forward-looking information determined in accordance with the Group's 2022-2024 Business Plan approved by the Board of Directors on 25 January this year was taken into consideration, which includes the most recent scenario assumptions gathered by the subsidiaries, one considering the trend of the pandemic and the estimated effects that this has entailed and will entail in the future for the NPL servicing market in general.

The methodology used for the tests is consistent with that adopted in the last consolidated half-yearly report as at June 30, 2022, to which please refer for a complete description.

The comparison between the recoverable value of the three contracts tested and their residual net book value at the reference date did not determine any write-downs; therefore, as of September 30, 2022, the result of the impairment test carried out as of June 30, 2022 on all intangible assets was confirmed and which had led to the recording of a write-down of €0.6 million on one of the contracts pertaining to Altamira.

As regards the methodological approach to the impairment test, please refer to the Accounting Policies in the section "Other matters - estimate of impairment losses of intangible assets" of the annual consolidated financial statements as at December 31, 2021. It should also be noted that, for the purposes of estimating the recoverable value of intangible assets acquired through business combinations, doValue adopted the valuation models used in the PPA for consistency.

Business combination

The recognition of business combinations involves allocating the difference between the acquisition cost and the net book value to the assets and liabilities of the acquiree. For most of the assets and liabilities, the difference is allocated by recognizing the assets and liabilities at their fair value. Any unallocated remainder is recognized as goodwill if positive; if negative, it is recognized in profit or loss as revenue. In the process of allocating the cost of the business combination, the doValue Group uses all available information; however, this process implies, by definition, complex and subjective estimate elements. For information on the Group's business combinations, please refer to the specific Section "Business combinations relating to company enterprises or business branches".

SCOPE AND METHOD OF CONSOLIDATION

The preparation of the interim condensed consolidated Financial Statements as at September 30, 2022 drew on the accounts as at the same date of the companies included in the scope of consolidation reported in the table presented at the end of this Section.

The accounts as at September 30, 2022 of the companies included in the scope of consolidation were reclassified and adjusted appropriately to take consolidation requirements into account and, where necessary, align them with the Group accounting policies.

All of the companies in the scope of consolidation use the euro as their currency of account and, accordingly, no translations of foreign currency amounts have been necessary.

The following Section shows the consolidation principles adopted by the Group in preparing the interim condensed consolidated Financial Statements as at September 30, 2022.

Subsidiaries

Entities in which doValue holds direct or indirect control are considered subsidiaries. Control over an entity is obtained when the Group is exposed, or has rights, to variable returns from its involvement with the investee and at the same time has the ability to affect those returns through its power over the entity. In order to ascertain the existence of control, the following factors are considered:

  • the purpose and design of the investee in order to identify the entity's objectives, the activities that determine its returns and how these activities are governed;
  • power, in order to determine whether the investor has contractual rights that give it the ability to direct the relevant activities; to this end, only substantive rights that give the practical ability to govern are considered;
  • the exposure or rights held in respect of the investee in order to assess whether the investor has relations with the investee whose returns are subject to changes that depend on the investee's performance;
  • the ability to exercise its power over the investee to affect its returns;
  • the existence of potential "principal-agent" relationships.

It is generally presumed that holding a majority of voting rights gives the investor control over the investee. When the Group holds less than a majority of voting rights (or similar rights), it considers all relevant facts and circumstances to determine whether it controls the investee, including:

  • contractual agreements with other holders of voting rights;
  • rights deriving from contractual agreements;
  • the Group's voting rights and potential voting rights.

The Group reconsiders whether or not it has control over an investee if facts and circumstances indicate that there have been changes in one or more of the three elements relevant to the definition of control. The consolidation of a subsidiary begins when the Group obtains control and ends when the Group loses control.

The book value of equity investments in companies consolidated on a line-by-line basis held by the Parent Company is eliminated - with the incorporation of the assets and liabilities of the investees - against the corresponding portion of shareholders' equity attributable to the Group.

Assets and liabilities, off-balance-sheet transactions, income and charges, as well as profits and losses occurring between companies within the scope of consolidation are fully eliminated, in accordance with the consolidation methods adopted.

The assets, liabilities, revenues and costs of the subsidiary acquired or sold during the year are included in the consolidated financial statements from the date on which the Group obtains control until the date on which the Group no longer exercises control over the company.

The difference between the amount received for the subsidiary and the book value of its net assets (including goodwill) at the same date is recognized in the income statement under "Profit (loss) from equity investments" for companies subject to line-by-line consolidation. The shareholding that may be retained must be recognized at fair value.

For companies included within the scope of consolidation for the first time, the fair value of the cost incurred to obtain control over the investee, including transactions costs, is measured as of the acquisition date.

If the disposal does not involve a loss of control, the difference between the amount received in the disposal of a portion of a subsidiary and the associated book value of the net assets is recognized with a balancing entry in shareholders' equity.

Business combinations

IFRS 3 is the reference accounting standard for business combinations. The transfer of control of a business (or an integrated set of activities and assets conducted and managed together) constitutes a business combination. To this end, control is considered transferred when the investor is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.

IFRS 3 requires that an acquirer be identified for all business combinations. The latter is the entity that obtains control over another entity or group of assets. If it is not possible to identify a controlling entity on the basis of the definition of control described above, such as for example in the case of exchanges of equity interests, the acquirer shall be identified using circumstances such as: the entity whose fair value is significantly greater, the entity that transfers cash, or the entity that issues new equity interests.

The acquisition, and therefore, the initial consolidation of the acquiree, must be recognized on the date on which the acquirer effectively obtains control over the company or assets acquired. When the transaction takes place as a single transfer, the date of transfer normally coincides with the acquisition date. However, it is always necessary to verify the possible presence of agreements between the parties that may lead to the transfer of control before the date of the exchange.

The consideration transferred as part of a business combination must be determined as the sum of the fair value, at the date of the exchange, of the assets acquired, the liabilities incurred or assumed and the equity instruments issued by the acquirer in exchange for control. In transactions involving payment in cash (or when payment is made using financial instruments comparable to cash) the price is the agreed consideration, possibly discounted if payment is to be made in instalments over a period longer than short term. If the payment is made using an instrument other than cash, therefore through the issue of equity instruments, the price is equal to the fair value of the means of payment, net of the costs directly attributable to the capital issue. Adjustments subject to future events are included in the consideration of the business combination at the acquisition date, if they are provided for in the agreements and only if they are probable, can be reliably determined and realized within the twelve months following the date of acquisition of control, while indemnities for a reduction of the value of the assets used are not considered as they are already considered either in the fair value of the equity instruments or as a reduction of the premium or increase in the discount on the initial issue in the case of the issue of debt instruments.

Any contingent consideration to be paid is recognized by the acquirer at fair value at the acquisition date. The contingent consideration classified as equity is not remeasured and its subsequent payment is accounted for with a balancing entry in shareholders' equity. The change in the fair value of the contingent consideration classified as an asset or liability, as a financial instrument that is subject to IFRS 9 Financial Instruments, must be recognized in the income statement in accordance with IFRS 9. The contingent consideration that does not fall under the scope of IFRS 9 is measured at fair value at the reporting date and the fair value changes are booked to the income statement.

Acquisition-related costs are the costs the acquirer incurs to affect a business combination. By way of example, these may include professional fees paid to auditors, experts, legal consultants, costs for appraisals and auditing of accounts, preparation of information documents required by regulations, as well as finder's fees paid to identify potential targets to be acquired if it is contractually established that the payment is made only in the event of a positive outcome of the combination, as well as the costs of registering and issuing debt and equity securities. The acquirer shall recognize acquisition-related costs in the periods in which these costs are incurred and the services are received, with the exception of the costs of issuing debt or equity securities, which shall be recognized in accordance with IAS 32 and IAS 39.

Business combinations are accounted for using the "acquisition method", under which the identifiable assets acquired (including any intangible assets not previously recognized by the acquiree) and the identifiable liabilities assumed (including contingent liabilities) are recognized at their respective fair values on the acquisition date. In addition, for each business combination, any non-controlling interests in the acquiree can be recognized at fair value (with a consequent increase in the consideration transferred) or in proportion to the non-controlling stake in the identifiable net assets of the acquiree.

If control is acquired in stages, the acquirer shall measure its previously held equity interest in the acquiree at its acquisition date fair value and recognize through profit or loss any difference compared to the previous carrying amount.

The excess of the consideration transferred (represented by the fair value of the assets transferred, the liabilities incurred or the equity instruments issued by the acquirer), the amount of any non-controlling interests (determined as described above) and the fair value of interests previously held by the acquirer,

over the fair value of the assets and liabilities acquired shall be recognized as goodwill. Conversely, if the latter exceeds the sum of the consideration, non-controlling interests and fair value of previously held interests, the difference shall be recognized in the income statement.

Business combinations may be accounted for provisionally by the end of the financial year in which the business combination is carried out and must be completed within twelve months of the acquisition date. Pursuant to IFRS 10, the acquisition of additional stakes in entities that are already controlled are considered equity transactions, i.e. transactions with owners in their capacity as owners. Therefore, differences between the acquisition costs and the book value of non-controlling interests acquired are booked to Group shareholders' equity; similarly, sales of non-controlling interests without loss of control do not generate gains/losses recognized in profit or loss but rather are recognized as changes in Group Equity.

Business combinations do not include transactions to obtain control over one or more entities that do not constitute a business or to obtain transitory control or, finally, if the business combination is carried out for the purpose of reorganization, therefore between two or more companies or activities that already belong to the doValue Group and that does not involve a change in the control structure regardless of the percentage of third-party rights before and after the transaction (so-called combinations of entities under common control). These transactions are considered as having no economic substance. Accordingly, in the absence of an IAS/IFRS that specifically applies to the transaction and in compliance with the assumptions of IAS 8, which requires that - in the absence of a specific standard - an entity shall use its judgement in applying an accounting policy that produces relevant, reliable and prudent information that reflects the economic substance of the transaction, such transactions are accounted for by retaining the values of the acquiree in the financial statements of the acquirer. Mergers are a form of business combination, representing the most complete form of such combinations, as they involve the legal and financial merging of the entities participating in the transaction.

Whether they involve the formation of a new legal entity (merger of equals) or the absorption of one entity by another existing entity, mergers are treated in accordance with the criteria discussed above. Specifically:

  • if the transaction involves the transfer of control of an entity, it is treated as a business combination pursuant to IFRS 3;
  • if the transaction does not involve the transfer of control, it is accounted for by retaining the accounting values of the merged company.

Associates

An associate is an entity over which an investor has significant influence but which is not controlled exclusively or jointly controlled. Significant influence is presumed when the investor:

  • holds, directly or indirectly, at least 20% of the share capital of another entity, or
  • is able, including through shareholders' agreements, to exercise significant influence through:
    • representation on the governing body of the company;
      • participation in decision-making processes, including participation in decisions about dividends or other distributions;
      • the existence of significant transactions between the investor and the investee;
      • the exchange of managerial personnel;
      • provision of essential technical information.

Note that only companies that are governed through voting rights can be classified as subject to significant influence.

Investments in associates are measured using the equity method. In accordance with IAS 36, the carrying amount of associated companies is tested as a single asset, comparing this with the recoverable amount (defined as the higher of its value in use and its fair value less costs of disposal).

Equity method

With the Equity method, the investment in an associated company is initially recognized at cost. The book value of the Equity investment in companies measured using the equity method include any goodwill (less any impairment loss) paid to purchase them. The investor's share of the profit or loss of the investee after the acquisition date is recognized in the income statement under "Profit (loss) from equity investments". Any dividends distributed reduce the book value of the equity investment.

If the investor's interest in a subsidiary's losses is equal to or greater than its book value, no further losses are recognized, unless the investor has assumed specific obligations to or made payments on behalf of the company.

Gains and losses on transactions with associates or joint arrangements are eliminated in proportion to the percentage interest in the company.

Any changes in the valuation reserves of associates or joint arrangements, which are recorded against the value changes in the associated item, are reported separately in the Statement of comprehensive income.

As at September 30, 2022, there were no companies measured using the Equity method.

Investments in subsidiaries

The following table reports the companies included in the scope of consolidation:

Owner
relationship
Company name Headquarters
and
Registered
Office
Country Type of
Relationship
(1)
Held by Holding % Voting
rights %
(2)
1. doValue S.p.A. Verona Italy Holding
2. doNext S.p.A. (formerly Italfondiario
S.p.A.)
Rome Italy 1 doValue S.p.A. 100% 100%
3. doData S.r.l. Rome Italy 1 doValue S.p.A. 100% 100%
4. Altamira Asset Management S.A. Madrid Spain 1 doValue S.p.A. 85% 85%
5. doValue Portugal, Unipessoal Limitada Lisbon Portugal 1 Altamira Asset
Management S.A.
100% 100%
6. Altamira Asset Management Cyprus
Limited
Nicosia Cyprus 1 Altamira Asset
Management S.A.
100% 100%
7. doValue Cyprus Limited Nicosia Cyprus 1 doValue S.p.A. +
Altamira AM S.A.
94%+6% 94%+6%
8. doValue Greece Loans and Credits Claim
Management Société Anonyme
Moschato Greece 1 doValue S.p.A. 80% 80%
9. doValue Greece Real Estate Services
single member Société Anonyme
Moschato Greece 1 doValue S.p.A. 100% 100%
10. Zarco STC, S.A. Lisbon Portugal 1 doValue Portugal,
Unipessoal Limitada
100% 100%
11. Adsolum Real Estate S.L. Madrid Spain 1 Altamira Asset
Management S.A.
100% 100%

Notes to the table

(1) Type of relationship:

1 = majority of voting rights at ordinary shareholders' meeting

2 = dominant influence at ordinary shareholders' meeting

3 = agreements with other shareholders

4 = other types of control

5 = centralized management pursuant to Article 39, paragraph 1, of Legislative Decree 136/2015

6 = centralized management pursuant to Article 39, paragraph 2, of Legislative Decree 136/2015

(2) Voting rights available in general meeting. The reported voting rights are considered effective

Changes in the scope of consolidation

There were no changes to the scope of consolidation in the first nine months of 2022.

Significant valuations and assumptions for determining the scope of consolidation

The doValue Group determines the existence of control and, as a consequence, the scope of consolidation, by ascertaining compliance with the requirements envisaged by IFRS 10 with regard to entities in which it holds exposures:

  • the existence of power over the entities' relevant activities;
  • exposure to variable returns;
  • the ability to affect the returns.

The factors considered for the purpose of this assessment depend on the entity's method of governance, its purpose and its financial structure.

This analysis led to the inclusion of the subsidiaries listed in the previous section within the scope of consolidation as at September 30, 2022.

SUBSEQUENT EVENTS

In accordance with the provisions of IAS 10, following the closing date of the period and up to the approval of these Financial Statements, no significant events occurred that would require an adjustment to the results presented in the interim condensed consolidated Financial Statements.

Please refer to the Directors' Interim Report on Group Operations for a description of the significant events occurred after the end of the period.

OTHER MATTERS

Impacts of the COVID-19 epidemic and conflict in Ukraine

The recovery of the world economy from the pandemic crisis continued with a strong acceleration in the first nine months of 2022, albeit with geographically diversified modalities and intensities. The discriminating factors are the speed of vaccination campaigns, the efficiency of infection prevention mechanisms and, lastly, the intensity of fiscal support for recovery.

At present, various support measures for households and businesses in terms of debt moratoriums ceased and there was a gradual normalization of the activity of the courts with a consequent acceleration of the collection activity by sector operators compared to the recent past. It is also believed that the moratoriums and various forms of government support implemented during the pandemic, although mostly ceased, did not allow a realistic view of the actual degree of credit deterioration.

Since the beginning of the pandemic, the doValue Group has activated the Business Continuity & Crisis Management Committee in a crisis session in order to take decisions based on the development of the situation. The main measures taken over time and still in force were aimed at supporting its employees and collaborators, in all countries in which it operates, in the management of the COVID-19 emergency, first and foremost protecting their health and well-being, while allowing them to maintain contact with the organization.

That being said, in compliance with the indications issued by ESMA, contained in the public statements published in March, May, July and October 2020, and by Consob, referred to in Warning Notices No. 6/20 of April 9, 2020, No. 8/20 of July 16, 2020 and No. 1/21 of February 16, 2021, the Group has continued to closely monitor the evolution of the situation with respect to the main areas of interest and in the main countries in which it operates, in continuity with what has already been indicated in the Consolidated Financial Statements as of December 31, 2021, in order to assess, based on the specific business circumstances and the availability of reliable information, the relevance of the impacts of COVID-19 on the Group's business activities, financial position and economic performance as at September 30, 2022.

In this regard, it should be noted that the data for the first nine months of 2022 are not significantly affected by the effects of the COVID-19 pandemic. In particular, with regard to non-financial assets and any adjustments to their value (IAS 36), there were no significant changes due to the COVID-19 pandemic worthy of further consideration with respect to December 31, 2021.

However, while in the first nine months of 2022 the world economy is recovering from the pandemic, the Russian-Ukrainian military conflict, which started in February 2022, leads companies to face a new macroeconomic scenario of uncertainty.

Indeed, the Russian invasion of Ukraine poses a new threat to raw material supplies and prices and will further complicate the supply chain, also in view of the significant role Russia and Ukraine play in the international economic chessboard. Inflationary pressures, initially linked to the pandemic, will be exacerbated by the ongoing conflict and will burden costs across the board.

In relation to the aforementioned conflict between Russia and Ukraine, the Group is therefore aware of the potential criticalities connected to the ongoing emergency caused by the war, which has direct and indirect repercussions on the world economy and is contributing to fueling the context of general uncertainty already existing due to the effects of the COVID-19 pandemic, whose evolutions and effects are not currently predictable and quantifiable with a high degree of reliability.

In accordance with the indications issued by ESMA in its public statement of 13 May 2022 "Implications of Russia's invasion of Ukraine on half-yearly financial reports" as well as Consob's Warning Notice No. 3/22 of May 19, 2022, the Group has carried out an analysis of the direct and indirect impacts in relation to the aforementioned conflict, the result of which leads to the conclusion that, as of today, the impacts on the doValue Group may be limited.

Regarding direct impacts:

  • the transaction flows on which the cash flows of Group companies are based are not made in the monetary currencies of the countries involved in the conflict;
  • the Group does not operate with credit institutions subject to restrictions/sanctions issued by the European Union and the International Community;
  • the group companies do not operate with customers and suppliers directly located in the countries involved in the conflict;
  • there are no significant positions managed through the mandated portfolios that are impacted by the consequences of the conflict.

With regard to indirect impacts, mainly related to the deterioration of key general economic indicators, such as inflation, growth rate, and interest rate trends, the Group carried out a verification of the internal and external trigger events on the intangible assets and conducted the impairment test, pursuant to IAS 36, only for those for which the trigger test threshold was exceeded without the need of write-downs. Therefore, as of September 30, 2022, the result of the impairment test carried out as of June 30, 2022 on all intangible assets was confirmed and which had brought to light some impairment indicators, such as the differences between the value in use of the active servicing contracts and their book value, net of the amortization for the period of €0.6 million, related to the Altamira contracts.

The situation regarding the Russia-Ukraine conflict will continue to be constantly monitored, and with it the potential effects on the 2022 annual financial statements.

New accounting standards

The Group has adopted, for the first time, a number of accounting standards and amendments in preparing these interim condensed consolidated Financial Statements that took effect for financial years beginning as from January 1, 2022, with a list of them set out below, showing that they did not have any substantial effect on the balance sheet and income statement figures reported:

  • Amendments issued on May 14, 2020 for:
    • o IFRS 3 Business Combinations;
    • o IAS 16 Property, Plant and Equipment;
    • o IAS 37 Provisions, Contingent Liabilities and Contingent Assets;
    • o Annual Improvements 2018-2020.

On May 13, 2022, ESMA published the Public Statement regarding the disclosure in half-yearly financial reports on the implications of Russia's invasion of Ukraine.

On the same topic, Consob published a Warning Notice (No. 3/22) on May 19, 2022: Conflict in Ukraine - Call for attention of supervised issuers on financial reporting and compliance with the EU's restrictive measures against Russia.

Lastly, the new accounting standards, amendments and interpretations issued by IASB, but still not endorsed by the European Union, are reported below:

  • Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current and Classification of Liabilities as Current or Non-current - Deferral of Effective Date (issued on January 23, 2020 and July 15, 2020 respectively);
  • Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction, issued on May 7, 2021;
  • Amendments to IFRS 17 Insurance contracts: Initial Application of IFRS 17 and IFRS 9 Comparative Information (issued on December 9, 2021);
  • Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback (issued on 22 September 2022).

Main items of the financial statements

As regards the criteria for the recognition, classification, measurement and derecognition of the main items of the financial statements, refer to the corresponding section of the Illustratives Notes to the consolidated Financial Statements as at December 31, 2021.

Information on fair value

Paragraph 9 of IFRS 13 defines fair value as "the price that would be received for the sale of an asset or that would be paid for the transfer of a liability in an arm's length transaction at the measurement date".

Measurement at fair value assumes that the sale of an asset or transfer of a liability takes place in a principal market, which can be defined as the market with the highest trading volumes and levels for the asset/liability being measured. In the absence of a principal market, the most advantageous market should be taken as the reference, i.e. the market that maximizes the amount that would be received in the sale of an asset or minimizes the amount that would be paid in the transfer of a liability, after taking into account transaction costs.

With the aim of maximizing the consistency and comparability of fair value measurements and related disclosures, IFRS 13 establishes a fair value hierarchy that divides the parameters used to measure fair value into three levels:

  • Level 1: the fair value of the instrument is determined on the basis of listed prices observed on active markets;
  • Level 2: the fair value of the instrument is determined on the basis of valuation models that use observable inputs onto active markets, such as:
    • o prices listed on active markets for similar instruments;
    • o observable parameters such as interest rates or yield curves, implied volatility, early payment risk, default rates and illiquidity factors;
    • o parameters that are not observable but supported and confirmed by market data.
  • Level 3: the fair value of the instrument is determined on the basis of valuation models that mainly use inputs that cannot be inferred from the market, which therefore involve the adoption of estimates and internal assumptions.

This classification aims to establish a hierarchy in terms of objectivity of the fair value according to the degree of discretion adopted, giving priority to the use of parameters observable on the market. The fair value hierarchy is also defined on the basis of the input data used in the fair value calculation models and not on the basis of the valuation models themselves.

FAIR VALUE LEVELS 2 AND 3: VALUATION TECHNIQUES AND INPUTS USED

The information required by IFRS 13 with regard to accounting portfolios measured at fair value on a recurring basis is shown below. For financial assets not measured at fair value, the Group believes that the book value is a reasonable approximation of the fair value.

At the date of preparation of the interim condensed consolidated Financial Statements as at September 30, 2022, there are no assets or liabilities measured at fair value on a non-recurring basis.

Assets and liabilities measured at fair value on recurring basis

ASSET BACKED SECURITIES

ABSs are measured using the discounted cash flow model, which is based on an estimate of the cash flows paid by the security and an estimate of a spread for discounting.

EQUITY INVESTMENTS

Equities are assigned to Level 1 when an active market price considered liquid is available and to Level 3 when there are no prices or the prices have been suspended permanently. Such instruments are classified as Level 2 only if the volume of activity on the listing market is significantly reduced.

For equities measured at cost, an impairment loss is recognized if the cost exceeds the recoverable amount significantly and/or for a long time.

INVESTMENT FUNDS

Funds are classified as Level 1 if they are listed on an active market; if this does not occur, they are classified as Level 3 and are assessed through a credit adjustment of the Net asset value (NAV) based on the specific characteristics of the individual fund.

OTHER DERIVATIVES INSTUMENT

The fair value of derivatives not traded on an active market is derived from the application of mark-tomodel valuation techniques. When there is an active market for the input parameters to the valuation model of the different components of the derivative, the fair value is determined on the basis of the market prices of those parameters. Valuation techniques based on observable inputs are classified as Level 2 while those based on significant unobservable inputs are classified as Level 3.

Description of assessment techniques

In order to assess positions for which market sources do not provide a directly observable market price, specific valuation techniques that are common in the market and described below are used.

DISCOUNTED CASH FLOW

The valuation techniques based on the discounted cash flow generally consist in determining an estimate of the future cash flows expected over the life of the instrument. The model requires the estimate of cash flows and the adoption of market parameters for the discount: the discount rate or margin reflects the credit and/or funding spread required by the market for instruments with similar risk and liquidity profiles, in order to define a "discounted value". The fair value of the contract is the sum of the discounted future cash flows.

MARKET APPROACH

A valuation technique that uses prices generated by market transactions involving assets, liabilities or groups of identical or comparable assets and liabilities.

NAV

The NAV is the difference between the total value of the fund's assets and liabilities. An increase in NAV coincides with an increase in fair value. Usually, for funds classified at Level 3, the NAV is a risk-free valuation; therefore, in this case, the NAV is adjusted to consider the issuer's default risk.

HIERARCHY OF FAIR VALUE

Financial instruments are assigned to a certain fair value level based on whether the inputs used for valuation are observable.

When fair value is measured directly using an observable quoted price in an active market, the instrument will be categorized within Level 1. When the fair value must be measured using a comparable approach or a pricing model, the instrument will be categorized in either Level 2 or Level 3, depending on whether all significant inputs used in the valuation are observable.

In the choice between the different valuation techniques, the one that maximizes the use of the observable inputs is used.

All transfers between the levels of the fair value hierarchy are made with reference to the end of the reporting period.

The main factors that would prompt a transfer between fair value levels (both between Level 1 and Level 2 and to Level 3) include changes in market conditions and improvements in valuation models and the relative weights of unobservable inputs used in fair value measurement.

FAIR VALUE HIERARCHY: ASSET AND LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS - BREAKDOWN BY FAIR VALUE LEVEL

The following table reports the breakdown of assets and liabilities measured at fair value by fair value hierarchy input level.

Level 3 of the category "Financial assets recognized at fair value through profit or loss" mainly includes:

    1. the value of the notes issued by the securitization vehicle companies:
    2. Romeo Special Purpose Vehicle (SPV) and Mercuzio Securitization, amounting to 5% of the total securities;
    3. Cairo, whose mezzanine notes were purchased on June 5, 2020 in conjunction with the acquisition of the subsidiary doValue Greece;
    4. Mexico, purchased in December 2021 and remaining 5% of the total subordinated securities issued by the vehicle;
    1. Units in collective investment undertakings (UCITS): the equivalent of the amount paid for the subscription of the remaining 26 quotas of the reserved alternative investment fund Italian Recovery Fund (formerly Atlante II), net of redemptions;
    1. the fair value of the call option on equity instruments of the investee BIDX1, acquired along with the minority interest of 15.2% of the company's capital on November 9, 2021.

Level 3 of the category "Financial assets recognized at fair value with impact on comprehensive income" includes the value of equity instruments related to the aforementioned minority interest in the company BidX1 and in the brazilian fintech company QueroQuitar S.A. for 11,46%, for which the Group applies, upon initial recognition, the option to designate at fair value with impact on comprehensive income.

The fair value of these financial assets was determined on the basis of the contracts for the acquisition of equity interests and the economic-financial parameters that can be drawn from the long-term plans of the acquired company. Since these parameters are not observable on the market (either directly or indirectly), these assets are classified under Level 3.

Level 3 of the "Other financial liabilities" category includes:

    1. the Earn-out represented by the fair value of the liability related to a portion of the acquisition price of Altamira;
    1. the Earn-out represented by the fair value of the liability linked to a portion of the acquisition price of Eurobank FPS (now doValue Greece), which is linked to the achievement of certain EBITDA targets over a ten-year horizon;
    1. the fair value of the liability related to the option to purchase residual minority interests in the subsidiary Altamira Asset Management, which expires in future years.

The fair value of these financial liabilities was determined on the basis of the contracts for the acquisition of equity interests and the economic-financial parameters that can be drawn from the long-term plans of the acquired companies. Since these parameters are not observable on the market (either directly or indirectly), these liabilities are classified under Level 3.

9/30/2022 12/31/2021
Level
1
Level
2
Level
3
Level
1
Level
2
Level
3
Financial assets measured at fair value through profit or
loss
- - 43,642 - - 46,465
Units in collective investment undertakings - - 24,634 - - 25,805
Debt securities - - 16,613 - - 18,881
Equity securities - - 197 - - 197
Non-hedging derivatives - - 2,198 - - 1,582
Financial assets measured at fair value through
comprehensive income
- - 9,393 - - 9,989
Equity securities - - 9,393 - - 9,989
Total - - 53,035 - - 56,454
Other financial liabilities - - 45,836 - - 45,282
Earn-out - - 23,220 - - 23,043
Put option on non-controlling interests - - 22,616 - - 22,239
Total - - 45,836 - - 45,282

3. INFORMATION ON THE CONSOLIDATED BALANCE SHEET

64

Assets

NOTE 1 – INTANGIBLE ASSETS

(€/000)

Software Brands Assets under
development
and payments
on account
Goodwill Other intangible
assets
Total Total
9/30/2022 12/31/2021
Gross opening balance 144,714 46,881 12,571 236,897 431,340 872,403 811,834
Initial reduction in value (118,315) (18,375) - - (190,488) (327,178) (234,374)
Net opening balance 26,399 28,506 12,571 236,897 240,852 545,225 577,460
Initial adjustments - - - - - - 3,351
Changes in gross balance 20,059 4 (4,478) - 5,490 21,075 57,218
Purchases 10,752 4 4,829 - 6,080 21,665 61,010
Disposals - - - - - - (86)
Impairment - - - - (590) (590) (3,524)
Other changes 9,307 - (9,307) - - - (182)
Changes in reduction in value (9,368) (2,556) - - (24,780) (36,704) (92,804)
Amortisation (9,368) (2,556) - - (24,780) (36,704) (76,288)
Other changes - - - - - - (16,516)
Gross closing balance 164,773 46,885 8,093 236,897 436,830 893,478 872,403
Final reduction in value (127,683) (20,931) - - (215,268) (363,882) (327,178)
Net closing balance 37,090 25,954 8,093 236,897 221,562 529,596 545,225

The opening balances are mainly represented by the value of the multi-year servicing contracts included in the item "Other intangible assets" and goodwill arising from the acquisitions made by the Group: in June 2019, the acquisition of Altamira Asset Management and its subsidiaries and, in June 2020, the business combination of Eurobank FPS (now doValue Greece).

Due to the acquisition of doValue Greece, the following net values were recorded as at September 30, 2022:

  • €15.8 million for software and related assets under development;
  • €184.3 million related to Special and Master servicing contracts for the management of impaired exposure portfolios, including €39.9 million related to the Frontier portfolio acquired in December 2021;
  • €112.4 million relating to goodwill.

With respect to the acquisition of Altamira Asset Management and its subsidiaries, the net values as of September 30, 2022 are as follows:

  • €11.4 million for software and related assets under development;
  • €25.9 million for the Altamira brand;
  • €37.2 million relating to other intangible assets, which include the valuation of active long-term servicing contracts with major banks and companies for €37.0 million and the backlog & database component for €0.2 million;
  • €124.1 million relating to goodwill.

The changes in gross balance mainly include "purchases", €21.7 million, which during the period were concentrated on the development of the IT platform, with an increase in the "software" and "assets under development and payments on account" categories. With regard to the category "other intangible assets", the reported increase of €6.1 million refers to the value recognised for additional costs incurred in obtaining the servicing contract for the Frontier portfolio.

The item also includes an "impairment" for a total of €0.6 million and originates from the impairment test in accordance with IAS 36 carried out on the values of intangible assets as at June 30, 2022.

In this regard, it should be noted that, with reference to September 30, 2022, the Group carried out an impairment test on three long-term servicing contracts of the Altamira and doValue Greece perimeters, following the result of the "trigger test" on internal and external indicators to all intangible assets purchased or resulting from business combinations, including goodwill.

This impairment test did not reveal any further write-downs compared to the loss of €0.6 million mentioned above which emerged in the last consolidated half-yearly report as at June 30, 2022, to which please refer for further information.

With regard to the methods used to carry out the test, please refer to the Section "Accounting Policies - Risks and uncertainties associated with the use of estimates" in the paragraph dedicated to Estimation of impairment losses on intangible assets.

The "other changes", which mainly affect the "software" and "assets under development and payments on account" categories, relate to the reclassification of assets between the two categories in connection with the entry into use of software.

The changes in reduction in value mainly consist of the amortisation charges for the period of €36.7 million. "Other intangible assets" include the values of long-term servicing contracts deriving from the evaluation of the doValue Spain and doValue Greece acquisition transactions and the "Frontier" contract, which are systematically amortised based on the direct margin curve for each contract over the course of its entire useful life, consistent with the best estimate of the cash flows from each individual contract. The amortisation charge of each contract was calculated to an extent corresponding to the direct margin posted in the period.

NOTE 2 – PROPERTY, PLANT AND EQUIPMENT

(€/000)

Buildings Furniture Electronic
Systems
Assets
under
developme
nt and
payments
on account
Other Total Total
9/30/2022 12/31/2021
Gross opening balance 54,889 3,187 11,794 - 18,218 88,088 76,482
Initial reduction in value (29,216) (2,479) (9,496) - (12,748) (53,939) (40,361)
Net opening balance 25,673 708 2,298 - 5,470 34,149 36,121
Changes in gross
balance (1,703) 332 3,398 3,246 (2,128) 3,146 11,604
Purchases 1,439 345 4,134 3,246 1,515 10,679 13,367
o.w. Right of Use 812 - 3,947 - 1,225 5,985 9,173
Disposals - - - - - - (228)
Impairment - - - - - - (30)
Other changes (3,142) (13) (736) - (3,643) (7,533) (1,505)
Changes in reduction in
value (2,870) (269) (1,578) - 1,483 (3,234) (13,576)
Amortisation (6,126) (281) (1,802) - (2,517) (10,726) (14,724)
o.w. Right of Use (5,543) - (1,023) - (1,830) (8,396) (11,878)
Other changes 3,256 12 224 - 4,000 7,492 1,148
Gross closing balance 53,186 3,519 15,192 3,246 16,090 91,234 88,088
Final reduction in value (32,086) (2,748) (11,074) - (11,265) (57,173) (53,939)
Net closing balance 21,100 771 4,118 3,246 4,825 34,061 34,149

At September 30, 2022 this item shows a substantially stable balance comparing to the initial amount of €34.1 million.

The changes in gross balance mainly include "purchases", which in the period totalled €10.7 million (of which €6.0 million in rights of use).

The "other changes" in gross balance should be read together with the same component included under changes in reduction in value and are largely related to the disposal of depreciated assets.

The changes in reduction in value included depreciation of €10.7 million, of which €8.4 million related to rights of use.

Please see Note 19 for more details on changes in rights of use.

NOTE 3 –FINANCIAL ASSETS

(€/000)

9/30/2022 12/31/2021
Non-current financial assets 56,943 60,445
Financial assets measured at fair value through profit or loss 42,126 44,949
Units in collective investment undertakings 24,634 25,805
Debt securities 16,613 18,881
Equity securities 197 197
Non-hedging derivatives 682 66
Financial assets measured at amortised cost 5,424 5,507
Loans to customers 5,358 5,441
Loans to banks 66 66
Financial assets measured at fair value through other comprehensive income 9,393 9,989
Equity securities 9,393 9,989
Current financial assets 1,516 1,516
Financial assets measured at fair value through profit or loss 1,516 1,516
Non-hedging derivatives 1,516 1,516
Total 58,459 61,961

Non-current financial assets measured at fair value through profit or loss include UCITS units, debt securities, equity securities and non-hedging derivatives.

The UICTS units relate to 26 units of the reserved closed-end alternative investment fund Italian Recovery Fund (formerly Atlante II). During the period, a partial repayment of €1.5 million was recorded, while a portion of further shares to be subscribed amounting to €1.1 million was entered under commitments. The fair value of these UCITS units, determined through a credit adjustment of the NAV based on the specific characteristics communicated by the Fund, revealed a positive difference of €0.4 million compared to the previous year.

Debt securities recorded a decrease of €2.3 million, of which €2.0 million of valuation origin related to the application of the Discounted Cash Flow method, as described in the section on Accounting Policies – Information on fair value.

Equity investments classified at fair value through profit or loss are attributable to the minority interests for which the Group has not exercised the envisaged option under IFRS 9 to measure these instruments at fair value through other comprehensive income without recycling to profit or loss.

Non-hedging derivatives include an option related to the purchase of additional shares in BidX1 mentioned below among the financial assets recognized at fair value through other comprehensive income.

The category of non-current financial assets measured at amortized cost includes loans to customers, the value of which is in line with that of 2021. This item is mainly attributable to the subsidiary doNext and derives from the use of financial resources originating from a limited recourse loan, destined for a specific business and classified in other financial liabilities. For more details, please refer to the section of financial risks in the chapter on Information on risks and risks management policies.

The category of non-current financial assets measured at fair value through other comprehensive income includes the value of equity securities related to two companies:

  • €1.5 million or 11.46% of the Brazilian fintech company QueroQuitar S.A., which operates in the field of digital collections;

  • €7.9 million or 15.2% of BidX1, an Irish proptech company specializing in the promotion and execution of real estate transactions through real-time online auction processes.

For these non-controlling interests, the Group has exercised the option provided by IFRS 9, which allows these instruments to be measured at fair value with an impact on comprehensive income without recycling to the income statement.

Current financial assets include the valuation of a non-hedging derivative in the category at fair value through profit or loss. The derivative, which has been recognized since 2021, is the result of a call option included in the contract for the acquisition of the shareholding in Bidx1 and, as at September 30, 2022, recorded a positive fair value of €1.5 million.

NOTE 4 – DEFERRED TAX ASSETS AND LIABILITIES

The items report deferred tax assets by deductible temporary difference.

Deferred tax assets (hereinafter also referred to as "DTAs") include amounts in respect of loan write-downs and deferred tax assets determined specifically on the basis of the stocks of the components to which they refer (litigation, provisions for employees).

In this regard, the Parent Company exercised the option to retain the possibility of converting deferred tax assets into tax credits pursuant to Article 11 of Legislative Decree 59 of May 3, 2016, ratified with Law 119 of June 30, 2016. This measure introduced the optional regime in order to eliminate issues that emerged at the Community level regarding the incompatibility of the DTA transformation legislation with the rules governing state aid, ensuring that the convertibility of qualifying DTAs into tax credits is only allowed following payment of a specific fee based on the amount of those DTAs.

With regard to the deferred tax assets referred to in Law 214/2011, as a result of the express provision of Article 56 of Decree-Law 225 of 12/29/2010, the negative components corresponding to the deferred tax assets transformed into tax credits are not deductible, first offsetting on a priority basis decreases at the nearest maturity in an amount corresponding to a tax equal to the transformed DTAs.

The 2019 Budget Act (Law 145/2018) modified the temporary mechanism provided for in Article 16, paragraphs 3-4 and 8-9 of Decree-Law 83/2015 concerning the deductibility for both IRES and IRAP purposes of the loan losses of banks, financial companies and insurance undertakings. The law essentially deferred to the current tax period as at December 31, 2026, for both IRES and IRAP purposes, the deductibility of 10% of write-downs and losses on loans to customers recognized for that purpose that were originally intended to be deducted for the current tax period as at December 31, 2018.

Article 1, paragraphs 712-715 of the 2020 Budget Act (Law 160/2019) then provided for the deferral of the deduction of the negative IRES (corporate income tax) components. More specifically, the deductibility, for IRES and IRAP purposes, of the stock of write-downs and loan losses credit and financial institutions, of 12%, originally established for the tax period under way as at December 31, 2019 was postponed to tax periods under way as at December 31, 2022 and the three subsequent tax periods. The deferral is made on a straight-line basis.

Article 42 of Decree-Law No. 17/2022 intervenes for the third time on the original deduction plan with a postponement technique substantially similar to that carried out by Law No. 160/2019.

This law provides as follows: the portion that should have been deducted in the financial year 2022 is deferred to the tax period in progress on December 31, 2023 and the three following years. It should be noted, in this regard, that the postponement only affects the 12% deduction originally provided for in Decree-Law 83/2015, but not the 3% deduction provided for in Article 1, paragraph 712 of Law No. 160/2019, which instead remains deductible according to the ordinary timeframe. Moreover, to partially mitigate the effects of such postponement, Paragraph 1-bis of Article 42 amends Paragraph 1056 of Law No. 145/2018, establishing that 53% of the 10% share pertaining to 2019 and postponed for IRES and IRAP purposes to 2026 is brought forward to December 31, 2022; for the remaining part (47%), the deductibility of the share itself remains fixed to 2026.

The recovery plan for pre-2015 corrections is now as follows as a result of Decree-Law No. 17/2022: 5% in the tax period ending December 31, 2016; 8% in the tax period ending December 31, 2017; 12% in the tax period ending December 31, 2020; 12% in the tax period ending December 31, 2021; 8.3% (3% +5.3%) in the tax period ending December 31, 2022; 18% (12% +3% +3%) for the tax period ending December 31, 2023; 18% (12% +3% +3%) for the tax period ending December 31, 2024; 11% (5% +3%+3%) for the tax period ending December 31, 2025; 7.7% for the tax period ending December 31, 2026. At the time of conversion, the original provision of Decree-Law No. 17/2022 (which provided for the deferral of the portion subject to reversal in 2021) was amended in two respects: i) on the one hand, the deferral to the 2022 portion was provided for instead of the 2021 portion; ii) on the other hand, the deduction of the 2019 portion deferred to 2026 was partially brought forward to 2022.

As a result of these legal provisions, the amount of deferred tax assets relating to the Parent Company will begin to move as of 2023, instead of 2022.

With regard to the provisions of IAS 12, deferred tax assets are subject to sustainability testing, taking account of forecast profits in future years and verifying that future taxable income will be available against which the deferred tax assets can be used.

As at September 30, 2022, additional DTAs totaling €3.5 million were recognized, mostly related to tax losses carried forward. This increase was more than offset by lower deferred tax assets related to the cancelation of deferred tax assets for the period in the amount of €9.7 million.

The criteria used for the recognition of deferred tax assets can be summarized as follows:

deferred tax assets correspond to the amounts of income tax that can be recovered in future years regarding temporary differences;

the prerequisite for the recognition of deferred tax assets is that it is considered reasonably certain in view of corporate developments that taxable income will be generated against which the deductible temporary differences will be used.

IRES and IRAP taxation was calculated by applying the tax rates established by the legal provisions in force in each country, with application, only to doNext, of the IRES surcharge of 3.5 percent provided for Italian credit and financial institutions (Law 208 of December 28, 2015).

On the other hand, as far as the determination of the Italian IRAP rate is concerned, as of September 30, 2022, doValue maintains the requirements of a non-financial holding company. As a result of this classification, doValue determines the taxable base in the same way as ordinary companies, in addition to taking into account the difference between interest income and similar income and interest expense and similar charges to the extent provided for by tax law, and also applying the increased rate (equal to 5.57% unless otherwise provided for by the individual competent regions) as applied to credit and financial institutions.

Deferred tax assets

Breakdown

9/30/2022 12/31/2021
Provisions recognised through Income Statement 105,986 112,152
Write-downs of loans 49,365 49,370
Tax losses carried forward 19,805 17,598
Provisions for risks and charges 7,885 9,474
Property, plant and equipment / intangible assets 22,065 25,135
Administrative expenses 1,444 1,393
Other assets / liabilities 5,422 9,182
Provisions recognised through Equity 364 488
Defined benefit plans 364 488
Total 106,350 112,640

Change

(€/000)

Recognised
through
Income
Statement
Recognised
through
Equity
Total Total
9/30/2022 12/31/2021
Opening balance 112,152 488 112,640 94,702
Initial adjustments - - - 8,248
Adjusted opening balance 112,152 488 112,640 102,950
Increases 6,213 - 6,213 13,693
Deferred tax assets recognised during the year 3,457 - 3,457 11,540
- In respect of previous years 1,005 - 1,005 -
- Other 2,452 - 2,452 11,540
Other changes 2,756 - 2,756 2,153
Decreases (12,379) (124) (12,503) (4,003)
Deferred tax assets derecognised during the year (9,706) - (9,706) (2,857)
- Reversals of temporary differences (3,251) - (3,251) (2,766)
- Other (6,455) - (6,455) (91)
Reduction in tax rates - - - (1,002)
Other changes (2,673) (124) (2,797) (144)
Total 105,986 364 106,350 112,640

Deferred tax liabilities

Breakdown

(€/000)
9/30/2022 12/31/2021
Provisions recognised through Income Statement 49,256 54,330
Other assets / liabilities 49,256 54,330
Provisions recognised through Equity 20 20
Defined benefit plans 20 20
Total 49,276 54,350

Change

(€/000)

Recognised
through
Income
Statement
Recognised
through
Equity
Total
9/30/2022
Total
12/31/2021
Opening balance 54,330 20 54,350 77,466
Initial adjustments - - - (13,735)
Adjusted opening balance 54,330 20 54,350 63,731
Increases 235 - 235 99
Deferred tax liabilities recognised during the year 235 - 235 (1,720)
Other changes - - - 1,819
Decreases
Deferred tax liabilities derecognised during the
(5,309) - (5,309) (9,480)
year (5,309) - (5,309) (5,579)
Reduction in tax rates - - - (3,900)
Other changes - - - (1)
Total 49,256 20 49,276 54,350

Deferred tax liabilities derive mainly from business combinations and, in particular, from the exercise of the Purchase Price Allocation (PPA) as an overall tax effect of the fair value adjustments made to the values of the entry to consolidation of the companies acquired in the last two years, namely Altamira and doValue Greece, both determined on the basis of the definitive PPA.

NOTE 5 – OTHER ASSETS

(€/000)

9/30/2022 12/31/2021
Other non-current assets 2,013 2,013
Other current assets 16,347 17,107
Accrued income / prepaid expenses 4,842 1,852
Items for employees 974 1,274
Receivables for advances 6,804 10,797
Tax receivables 2,681 1,898
Other items 1,046 1,286
Total 18,360 19,120

Overall, this item decreased by €0.8 million compared to December 31, 2021, mainly due to the combined effect of a reduction in receivables for expense advances on portfolios under management and an increase in prepaid expenses.

Other non-current assets mainly include guarantee deposits.

NOTE 6 – INVENTORIES

As at September 30, 2022, the item amounted to €55 thousand, unchanged with respect to the balance as at December 31, 2021. It refers to the Group's real estate portfolio composed of the value of two buildings.

NOTE 7 – TRADE RECEIVABLES

(€/000)

9/30/2022 12/31/2021
Receivables 199,815 209,123
Receivables accruing (Invoices to be issued) 140,486 139,201
Receivables for invoices issued but not collected 59,329 69,922
Provisions (1,966) (2,797)
Provisions for expected losses on receivables (1,966) (2,797)
Total 197,849 206,326

Trade receivables arise in respect of invoices issued and accruing revenues mainly connected with servicing activities and real estate services under mandate and therefore mainly relating to the revenue item "revenues from contracts with customers".

This item shows a reduction of €8.5 million compared to the balance at December 31, 2021, due to the combined effect of lower receivables for invoices issued to be collected, and higher allocations made to invoices to be issued at the end of the period.

Provisions for expected future losses on loans are around 1% of loans.

NOTE 8 – TAX ASSETS AND TAX LIABILITIES

Tax assets

(€/000)

9/30/2022 12/31/2021
Current tax assets 5,783 6,392
VAT asset 35,946 32,070
Total 41,729 38,462

Tax liabilities

(€/000)

9/30/2022 12/31/2021
Current tax liabilities 22,906 26,553
VAT liability 29,715 26,291
Withholding taxes and others 3,104 5,866
Total 55,725 58,710

NOTE 9 - CASH AND CASH EQUIVALENTS

The balance of €159.5 million, marking a decrease of €7.2 million compared with the balance of €166.7 million reported as at December 31, 2021, represents the liquidity available at the end of the period. For information on the subsequent evolution, please refer to the paragraph on the Net Financial Position in the Directors' Interim Report on Group Operations.

For an analysis of changes in cash and cash equivalents, please refer to the Consolidated Cash Flow Statement.

NOTE 10 – ASSETS HELD FOR SALE AND RELATED LIABILITIES

The table shows the values relating to the total equity investment in the shares of three Special Purpose Vehicles (SPV) which the Group is liquidating or intends to sell to third parties. The liquidation of two of the total three SPVs in question was finalized during the period.

(€/000)
9/30/2022 12/31/2021
Non-current assets:
Intangible assets - -
Property, plant and equipment - -
Investments in associates and joint ventures - -
Non-current financial assets 10 30
Deferred tax assets - -
Other non-current assets - -
Total non-current assets 10 30
Current assets:
Inventories - -
Current financial assets - -
Trade receivables - -
Tax assets - -
Other current assets - -
Cash and cash equivalents - -
Total current assets - -
Total assets held for sale 10 30
Non-current liabilities:
Loans and other financing - -
Other non-current financial liabilities - -
Employee benefits - -
Provisions for risks and charges - -
Deferred tax liabilities - -
Total non-current liabilities - -
Current liabilities:
Loans and other financing - -
Other current financial liabilities - -
Trade payables - -
Tax liabilities - -
Other current liabilities - -
Total current liabilities - -
Total liabilities associated with assets held for sale - -

Liabilities and Equity

NOTE 11 – NET EQUITY

(€/000)

9/30/2022 12/31/2021
Net Equity attributable to the Shareholders of the Parent Company 161.068 156,645
Share capital 41,280 41,280
Valuation reserve (210) (1)
Other reserves 85,157 96,300
Treasury shares (4,340) (4,678)
Profit (loss) for the period attributable to the Shareholders of the Parent Company 39,181 23,744
Net Equity attributable to Non-controlling interests 42,055 37,358
Total 203,123 194,003

Below is the breakdown of the Share Capital:

(€/000)

9/30/2022 12/31/2021
Share Capital (euro thousand) 41,280 41,280
Number of ordinary shares 80,000,000 80,000,000
Nominal value of ordinary shares 0.52 0.52
Treasury Shares (euro thousand) 4,340 4,678
Number of treasury shares 902,120 972,339

The valuation reserve as at September 30, 2022 amounted to a negative value of -€210 thousand, (-€1 thousand as at December 31, 2021) and included the combined effect of the valuation of the severance indemnity pursuant to IAS 19 and that arising from the valuation of the Bidx1 equity.

Other reserves break down as follows:

9/30/2022 12/31/2021
Reserves from allocation of profits or tax-suspended reserves 26,023 50,864
Legal reserve 8,256 8,256
Reserve art. 7 Law 218/90 2,304 2,304
Tax-suspended reserve from business combinations 2 2
Reserve from FTA IAS art. 7 par. 7 Lgs. Decree 38/2005 8,780 8,780
Reserve from FTA IAS IFRS 9 1,140 1,140
Reserve from retained earnings (8,597) 16,935
Reserve established in by laws for purchase of treasury shares - 75
Reserve from retained earnings - Share Based Payments 14,138 13,372
Other reserves 59,134 45,436
Extraordinary reserve 88,154 102,970
Reserve, Lgs. Decree no. 153/99 6,103 6,103
Legal reserve for distributed earnings 44 44
Reserve art. 7 Law 218/90 4,179 4,179
Reserve from business combinations 1,746 1,746
Share Based Payments Reserve 8,734 4,689
Consolidation reserve (33,132) (57,698)
Negative reserve for put option on non-controlling interests (16,694) (16,597)
Total 85,157 96,300

Overall, the item shows a decrease of around €11.1 million due to the combination of the following main elements:

  • €39.5 million decrease mainly related to the dividends that the Shareholders' Meeting of April 28, 2022, resolved to distribute (of which €36.8 million was paid as of September 30, 2022): using €25.0 million from the reserve from retained earnings and €14.5 million from the extraordinary reserve;
  • €24.6 million decrease in the negative consolidation reserve mainly due to the 2021 results of the subsidiaries;
  • €0.1 million increase in the negative reserve related to the recognition of the financial liability for the option to purchase non-controlling interests pursuant to IAS 32, which increased from - €16.6 million to -€16.7 million due to the portion exceeding the amount of equity attributable to non-controlling interests related to the Altamira acquisition;
  • €4.8 million net increase of the Share Based Payments reserves accounted for pursuant to IFRS 2 in implementation of the post-IPO remuneration policy, which provides for the grant of shares as remuneration to certain categories of managers.

Treasury shares, directly deducted from shareholders' equity, amounted to €4.3 million, a decrease of €338 thousand compared to December 31, 2021 as a result of the allocations made when the 2021 incentive scheme was finalized, in accordance with the 2021 Remuneration Policy.

Net equity attributable to Non-controlling interests amounted to €42.1 million, including the result for the period attributable to non-controlling interests of €9.7 million, and refers to the 20% stake in doValue Greece held by Eurobank.

The portion of shareholders' equity attributable to the minority interests of Altamira, which also includes the related portion of the positive result for the period attributable to minority interests amounting to €0.3 million, is absorbed by the recognition of the liability related to the "Put option on non-controlling interests", (please refer to Note 13 – Other financial liabilities).

NOTE 12 – LOANS AND OTHER FINANCING

(€/000)

Interest Rate % Due Date 9/30/2022 12/31/2021
Non-current loans and other financing 557,784 555,224
Due to other lenders 3%-5% 12/31/2024 4,488 4,365
Bond 2020 5% 08/04/2025 257,407 255,675
Bond 2021 3,375% 7/31/2026 295,889 295,184
Current loans and other financing 29,000 17,604
Bank loans on demand 25,000 41
Bank overdrafts Euribor3m+1,9% on demand 104 7,566
Due to other lenders on demand - 4
Bond 2020 5% 2/1/2023 2,208 5,521
Bond 2021 3,375% 1/31/2023 1,688 4,472
Total 586,784 572,828

The balance of loans and other financing at September 30, 2022 includes the residual debt values at amortized cost of the following loans (current and non-current portion):

  • €259.6 million for the guaranteed senior bond loan issued on August 4, 2020 maturing in 2025, at the annual rate of 5% for a principal of €265.0 million and used to repay the bridge loan in the context of the acquisition of doValue Greece.
  • €297.6 million for the guaranteed senior bond loan issued on July 22, 2021, maturing in 2026, for a principal amount of €300.0 million at a fixed annual interest rate of 3.375%, which was used to repay the Facility Loan concluded to finance the acquisition of the equity investment in Altamira and to refinance the pre-existing debt of the same investee.

The bonds were reserved for qualified investors and are listed on the Euro MTF multilateral trading system of the Luxembourg Stock Exchange.

Pursuant to IFRS 9, the valuation of debt is based on the amortized cost criterion and therefore takes into account the charges connected with the signing of the loan as well as the accrued interest.

Non-current loans and other financing includes due to other lenders in the amount of €4.5 million related to a limited recourse loan for a specific business. For more details, please refer to the section of financial risks in the chapter on Information on risks and risk management policies.

Finally, the item current loans and other financing includes €25 million of a short-term credit line relating to the subsdiary doValue Greece, which was repaid on November 1, 2022; the revolving facility existing among bank overdrafts at December 31, 2021, was instead substantially reimbursed by the Spanish subsidiary Altamira Asset Management (€7.6 million).

NOTE 13 – OTHER FINANCIAL LIABILITIES

(€/000)

9/30/2022 12/31/2021
Other non-current financial liabilities 20,491 46,048
Lease liabilities 14,760 18,255
Earn-out 5,731 5,554
Put option on non-controlling interests - 22,239
Other current financial liabilities 48,503 25,600
Lease liabilities 8,398 8,111
Earn-out 17,489 17,489
Put option on non-controlling interests 22,616 -
Total 68,994 71,648

Lease liabilities, split into current and non-current components, represent the recognition of the current value of the remaining lease payments following the introduction of IFRS 16. Please see Note 19 for information on changes in lease liabilities during the period.

The Earn-out liability recorded under other current financial liabilities relates to part of the acquisition price of Altamira (€17.5 million), while that recorded under non-current liabilities, €5.7 million, relates to the debt arising from the acquisition of doValue Greece and is linked to the achievement of certain EBITDA targets over a ten-year period and any payments will not be due before 2024.

The put option on non-controlling interests, under current liabilities, represents the liability associated with the option to purchase the remaining minority interest in Altamira, which is scheduled to expire at the end of June 2023.

The valuation of the option includes the discount effect and takes into account Altamira's forecast results.

Net financial indebtness

In accordance with the requirements of Consob Communication of July 28, 2006 and in compliance with the CESR Recommendation of February 10, 2005 "Recommendations for the consistent implementation of the EU Regulation on prospectuses", the Group's net financial indebtedness as at September 30, 2022 breaks down as follows.

(€/000)

Note 9/30/2022 12/31/2021
9 A Cash on hand 3 3
9 B Cash at banks and short-term deposits 159,515 166,665
D Liquidity (A)+(B)+(C) 159,518 166,668
3 E Current financial assets 1,516 1,516
12 F Current bank debt (104) (7,566)
12 G Current portion of non-current debt (25,000) (41)
12, 13 H Other current financial debt (48,503) (25,604)
I Current financial indebtness (F)+(G)+(H) (73,607) (33,211)
J Net current financial indebtness (I)+(E)+(D) 87,427 134,973
12 L Bond Issued (557,192) (560,852)
12, 13 M Other non-current loans (24,979) (50,413)
N Non-current financial indebtness (K)+(L)+(M) (582,171) (611,265)
O Net financial indebtness (J)+(N) (494,744) (476,292)

Compared with the net financial position, equal to €422.8 million reported in the Directors' Interim Report on Group Operations, to which reference should also be made for further information, this table includes the items reported under letters E, H and M, for a total of €72.0 million. The following table reconciles the two different representations:

(€/000)

9/30/2022 12/31/2021
A Net financial indebtness (494,744) (476,292)
Other current financial debt 48,503 25,604
Other non-current loans 24,979 50,413
Current financial assets (1,516) (1,516)
B Items excluded from the Net financial position 71,966 74,501
C Net financial position (A)+(B) (422,778) (401,791)

NOTE 14 – EMPLOYEE BENEFITS

Within the Group, there are defined benefit plans, or plans for which the benefit is linked to the salary and seniority of the employee.

The defined benefit plans of the Italian companies mainly include "post-employment benefits" in accordance with applicable regulations, as well as other provisions of a contractual nature. For Greece, there is a defined benefit plan on a mandatory basis.

In accordance with IAS 19, the obligations of defined benefit plans are determined using the "Projected Unit Credit" method. This method envisages that the present value of the benefits accrued by each participant in the plan during the year is recognized as an operating cost, considering both future salary increases and the benefit allocation formula. The total benefit that the participant expects to acquire at the retirement date is divided into units, associated on the one hand with the seniority accrued at the valuation date and on the other with the expected future seniority until retirement.

Employee benefits restated for the application of IAS 19 changed as follows during the period.

(€/000)

9/30/2022 12/31/2021
Opening balance 10,264 16,341
Initial adjustments - 124
Adjusted opening balance 10,264 16,465
Increases 333 728
Provisions for the year 335 525
Other changes (2) 203
Decreases (1,761) (6,929)
Benefits paid (1,234) (842)
Other changes (527) (6,087)
Closing balance 8,836 10,264

Overall, the item shows a decrease of about €1.4 million compared to 31 December 2021 mainly deriving from benefits paid during the period.

NOTE 15 – PROVISIONS FOR RISKS AND CHARGES

(€/000)

Funds against the item "Provisions for risk and charges" of
the income statement
Funds against other items of the
income statement
Legal
and tax
disputes
Out-of-court
disputes and
other provisions
Provisions
for other
commitments
and
guarantees
issued
Total funds
against the
item
"Provisions
for risk
and
charges"
of the
income
statement
Potential
liabilities
for
employee
Other Total
funds
against
other
items of
the
income
statement
Total Total
9/30/2022 12/31/2021
Opening balance
Initial adjustments
7,464
-
8,291
-
3
-
15,758
-
730
-
27,747
-
28,477
-
44,235
-
55,110
32,236
Adjusted opening balance 7,464 8,291 3 15,758 730 27,747 28,477 44,235 87,346
Increases
Provisions for the period
1,550
1,542
3,308
2,539
-
-
4,857
4,081
197
193
5,032
5,028
5,229
5,221
10,086
9,302
20,841
19,509
Changes due to the passage
of time and changes in the
discount rate
(7) 6 - (1) 4 - 4 3 -
Other changes 15 763 - 777 - 4 4 781 1,332
Decreases
Reallocations of the period
Utilisation for payment
(3,085)
(1,004)
(1,853)
(1,299)
(779)
(505)
-
-
-
(4,383)
(1,783)
(2,357)
(195)
(8)
(5)
(12,547)
(6,360)
(6,187)
(12,741)
(6,368)
(6,191)
(17,125)
(8,151)
(8,549)
(63,952)
(21,706)
(39,676)
Other changes (228) (15) - (243) (182) - (182) (425) (2,570)
Closing balance 5,929 10,300 3 16,232 732 20,232 20,965 37,196 44,235

The item legal and tax disputes recognized against the economic item "provisions for risks and charges" primarily includes funds in respect of the risks of litigation brought against the Group concerning its core activities. It decreased by €1.5 million owing to the greater impact of the settlement of a number of disputes compared with provisions for new disputes.

The item out-of-court disputes and other provisions increased by €2.0 million, from €8.3 million at December 31, 2021 to €10.3 million at September 30, 2022, and mainly includes provisions for risks for which no litigation has currently been undertaken.

The change in the item other shows the provision and release to the income statement of the respective portions pertaining to the year of the variable fees connected to a particular type of fee ("Curing Fee") and in application of the provisions of IFRS15.

Risks connected with outstanding litigations

The Group operates in a legal and legislative context that exposes it to a vast range of possible litigation connected with the core business of servicing loan recovery under mandate, potential administrative irregularities and labor litigation.

The associated risks are assessed periodically in order to quantify a specific allocation to the "Provision for risks and charges" whenever an outlay is considered probable or possible on the basis of the information that becomes available, as provided for in the specific internal policies.

NOTE 16 – TRADE PAYABLES

(€/000)

9/30/2022 12/31/2021
Payables to suppliers for invoices to be received 42,986 49,274
Payables to suppliers for invoices to be paid 14,789 24,436
Total 57,775 73,710

The 2022 figure shows a decrease of €15.9 million compared to the figure as at December 31, 2021, mainly attributable to payables for invoices to be settled (-39%), while payables for invoices to be received show a less significant decrease (-13%).

NOTE 17 – OTHER LIABILITIES

(€/000)

9/30/2022 12/31/2021
Other non-current liabilities 9,414 29,836
Amounts to be paid to third parties 9,333 29,668
Deferral of government grants related to assets 81 168
Other current liabilities 68,864 75,052
Amounts to be paid to third parties 10,425 1,398
Amounts due to personnel 27,931 32,484
o.w. employees 27,174 31,126
o.w. members of Board of Directors and Auditors 758 1,358
Amounts due to pension and social security institutions 4,168 5,830
Items being processed 18,987 19,412
Deferral of government grants related to assets 116 121
Other accrued expenses / deferred income 5,921 13,932
Other items 1,316 1,875
Total 78,278 104,888

As at September 30, 2022, the item amounted to €78.3 million compared to €104.9 million in 2021, with an overall decrease of €26.6 million.

With regard to other non-current liabilities, the main component "Amounts to be paid to third parties" refers for €7.3 million to the liability towards Eurobank linked to the "advance compensation commission", subject to certain performance conditions, received by the Group in connection with the securitisation of the Mexico portfolio. The item recorded a decrease of €20.3 million, mainly due to the combined effect of the €22.4 million release of the liability towards Eurobank mentioned above, following the definition of a contractual addendum between the parties, offset by the recognition of €2.1 million liability related to the acquisition of software under medium- to long-term contracts.

The item other current liabilities shows an overall decrease of €6.2 million, resulting from the aggregation of the changes in the following main components.

"Amounts to be paid to third parties" increased by €9.0 million and at the end of the period included €2.9 million relating to dividends to be paid and €5.9 million referring to contractual liabilities related to the Frontier SLA.

"Amounts due to personnel" decreased by €4.6 million, mainly related to the payment of MBO bonuses for the 2021 incentive scheme and for redundancies.

"Other accrued expenses/deferred income" decreased by €8.0 million mainly due to the release of the period portion of the deferred income recorded at the end of 2020 in the amount of €31 million, in application of IFRS15 and referring to the accounting of the prepayment of fixed servicing fees accruing in the year 2021.

NOTE 18 – SHARE-BASED PAYMENTS

The Shareholders' Meeting of doValue on 28 April 2022 approved the Report on the Remuneration Policy 2022-2024 (hereinafter "the Policy") and the remuneration paid in 2021 by doValue S.p.A. applicable to Directors, Executives with Strategic Responsibilities and Members of the Control Bodies.

The new Remuneration Policy is based on the time horizon of 2022-2024, in line with the Business Plan and thus able to ensure a high degree of consistency to the entire governance system, to favor the filling of key roles and also to guarantee an attractive remuneration offer for people who are key to the Group's long-term strategy.

With the perspective of a three-year policy, the main features of the Remuneration Policy in 2021 were confirmed, while introducing some elements:

  • maintenance of the variable remuneration strategy for Executives with Strategic Responsibilities, as follows:
    • o a short term Management By Objectives (MBO) incentive plan to encourage annual performance, both financial and non-financial, with a focus on skills and conduct, aimed at improving alignment with doValue values across the Group;
    • o a long-term incentive plan (LTI) to promote the alignment of participants with the longterm interests of the Stakeholders, attract and retain individuals who are key to the longterm success of the Group, and promote the "One-Group culture";
    • o an increased focus on ESG metrics as a key element in strengthening doValue's sustainability plan;
    • o a review of the Peer Group for the purpose of identifying the relative "Total Shareholders Return" (TSR), to take into account the new structure of the doValue Group.

The Policy envisages remuneration systems in some cases based on the use of its own financial instruments. In detail, they include the following types of remuneration:

  • part of the fixed remuneration and the entire variable remuneration of the CEO is paid in shares;
  • a part of the variable remuneration of Executives with Strategic Responsibilities, specifically that deriving from the long-term incentive (LTI) plan, is paid in shares. The LTI plan provides for an annual grant ("rolling" plan) based entirely on the value of doValue's shares ("Performance shares") and based on the assignment with a 3-year vesting period. The target for the 2022-2024 cycle is aligned with the 2022-2024 Business Plan, while targets for the 2023-2025 and 2024-2026 cycles will be set at the beginning of 2023 and 2024. The plan grants beneficiaries the right to receive, on a rolling basis, free company shares if a given set of return conditions is respected at the end of the vesting period.

The variable component of remuneration of the Chief Executive Officer indicated above is paid in part upfront and in part on a deferred basis over three years. The up-front portion is paid after the approval, by the Shareholders' Meeting, of the financial statements for the accrual period and no later than the month following approval. The deferred variable portion is instead postponed on a pro-rata basis on the threeyear period following assignment of the variable up-front portion.

The disbursement of the deferred portion of the variable component of the Chief Executive Officer is subject to assessment by an Access Gate and certain malus conditions, measured as at December 31 of the year prior to vesting.

For the shares allocated to Executives with Strategic Responsibilities of the LTI plans, provision is made for a 1-year retention period for 50% of the shares accrued, while for the Chief Executive Officer, the shares received can be sold on a quarterly basis, for a maximum amount not exceeding 25% of the shares allocated.

The Group uses treasury shares for these remuneration plans.

The reference price for calculating the number of shares to be assigned as the equivalent value of the variable remuneration of the LTI plan is determined by using the average of the closing prices in the 3 months prior to the day on which the Board of Directors approves each allotment cycle.

In order to reflect the levels of performance and risk actually taken on, and to take account of the individual contribution of the beneficiaries, the Group applies ex-post correction mechanisms (malus and claw-back clauses) defined in accordance with the provisions of the applicable national collective bargaining agreements, where applicable, or any individual agreements/mandates.

For more details on the mechanisms and terms of attribution of the shares, please refer to the information documentation published on the internet website of the Group www.doValue.it ("Governance/Remuneration" section).

doValue – Consolidated Interim Report at September 30, 2022

The amount recognized in the income statement for the first nine months of 2022 amounts to €4.8 million, with a corresponding amount reflected in a specific equity reserve.

NOTE 19 – LEASES

The Group leases properties and vehicles that are used in operations or assigned to employees. The property leases generally have an original term of 6 years, while the vehicle leases generally have an original term of 4 years. The liabilities in respect of these lease contracts are secured by the lessors' ownership of the leased assets. In general, the Group cannot sublet its leased assets to third parties. Most of the leases include renewal or cancelation options typical of property leases, while none envisage variable payments.

The following table reports the carrying amounts of right-of-use assets and changes in the period:

Buildings Electronic
system
Other tangible
assets
Total Total
9/30/2022 12/31/2021
Opening balance 22,925 - 3,099 26,024 29,330
Increases (2,472) 3,947 (2,907) (1,432) 9,281
Purchases 812 3,947 1,225 5,984 9,173
Other changes (3,284) - (4,132) (7,416) 108
Decreases (2,259) (1,023) 2,282 (1,000) (12,587)
Amortisation (5,543) (1,023) (1,830) (8,396) (11,878)
Other changes 3,284 - 4,112 7,396 (709)
Closing balance 18,194 2,924 2,474 23,592 26,024

Information is provided below on the carrying amounts of the lease liabilities (included in the item "Other financial liabilities") and their changes in the period:

(€/000)

9/30/2022 12/31/2021
Opening balance 26,366 28,793
Increases 4,459 7,833
New liabilities 4,003 1,369
Financial expenses 456 674
Other changes - 5,790
Decreases (7,667) (10,260)
Payments (7,626) (8,639)
Other changes (41) (1,621)
Closing balance 23,158 26,366
o.w.: Non-current lease liabilities 14,760 18,255
o.w.: Current lease liabilities 8,398 8,111

The amounts recognized in profit or loss are provided in the following table:

9/30/2022 9/30/2021
Amortisation of right-of-use assets (8,396) (8,260)
Financial expenses from lease liabilities (456) (480)
Total (8,852) (8,740)

4. INFORMATION ON CONSOLIDATED INCOME STATEMENT

84

NOTE 20 – REVENUE FROM CONTRACTS WITH CUSTOMERS

(€/000)

9/30/2022 9/30/2021
Servicing services 205,967 195,757
Servicing for securitisations 133,509 107,411
REO services 55,759 49,991
Total 395,235 353,159

Overall, this item increased by 12% compared to September 30, 2021.

This positive result resulted from higher revenues recorded in all components: servicing for securitizations (+24%), REO services (+12%), and servicing services (+5%).

Performance obligations

Servicing services under mandate and for securitisation transactions

The servicing services include the administration, management and recovery of loans utilizing in-court and out-of-court recovery processes on behalf and under the mandate of third parties for portfolios mainly consisting of non-performing loans.

These services normally include a performance obligation that is fulfilled over time: in fact, the customer simultaneously receives and uses the benefits of the recovery service and the service provided improves the credit that the customer controls.

For the recognition of revenues, the Group applies a valuation method based on the outputs represented by both the assets managed and the collections on each position under mandate, so as to recognize revenues for an amount equal to that for which it has the right to invoice the customer.

The Group, following a more precise interpretation of certain clauses in the Service Level Agreement signed between doValue Greece and Eurobank related to a particular type of fee (the so-called "Curing Fee") and in application of the provisions of IFRS15 on variable fees, aligned the related revenue recognition method, with a balancing entry to a specific provision for risks and charges against possible penalties on restructured stock and flow portfolios.

Real estate services under mandate

This involves the management of real estate assets on behalf of and under the mandate of third parties, including the management of real estate guarantees as well as the development and management of the properties subject to mandate.

As with the servicing services mentioned above, there is an obligation to perform over time because the customer receives and simultaneously uses the benefits of the property management and/or sale service. For revenue recognition, the Group applies a valuation method based on the outputs of property management activities and sales on each managed position, so as to recognize revenues for an amount equal to that for which it has the right to invoice the customer.

The breakdown of revenue from contracts with Group customers is shown below:

First Nine Months 2022 Italy Hellenic
Region
Iberia Infrasector Group
Servicing services 26,877 132,479 53,710 (7,099) 205,967
Servicing for securitisations 85,864 47,645 - - 133,509
REO services - 9,953 50,775 (4,969) 55,759
Total revenue 112,741 190,077 104,485 (12,068) 395,235
First Nine Months 2021 Italy Hellenic
Region
Iberia Infrasector Group
Servicing services 34,102 95,056 76,317 (9,718) 195,757
Servicing for securitisations 76,998 30,413 - - 107,411
REO services - 9,324 48,382 (7,715) 49,991
Total revenue 111,100 134,793 124,699 (17,433) 353,159

NOTE 21 – OTHER REVENUES

(€/000)

9/30/2022 9/30/2021
Administrative Servicing / Corporate Services Provider 12,917 6,938
Information services 3,263 3,706
Recovery of expenses 750 1,171
Due diligence & Advisory 1,910 2,748
Ancillary REO services 8,753 13,466
Other revenues 2,761 2,137
Total 30,354 30,166

The item is substantially stable compared to the same period of the previous year (+1%), as a result of higher revenues related to administrative servicing / Corporate Services Provider activities mainly carried out by the parent company doValue and including the new "Master Legal" business line.

These higher revenues were almost totally offset by lower revenues recorded in particular in ancillary REO services, the cause of which can be traced back to a contractual renegotiation with less favorable volumes and terms compared to the pre-existing situation.

NOTE 22 – COSTS FOR SERVICES RENDERED

(€/000)

9/30/2022 9/30/2021
Costs for management of agency contracts (19,318) (25,393)
Brokerage fees (16,996) (15,084)
Costs for services (1,336) (791)
Total (37,650) (41,268)

The item, which includes the skills of the network dedicated to recovery, was overall down by 9% compared to the same period of 2021, as a result of a greater use of internal resources in the recovery activity to the detriment of the external network.

NOTE 23 – PERSONNEL EXPENSES

(€/000)

9/30/2022 9/30/2021
Payroll employees (162,137) (165,084)
Members of Board of Directors and Board of Statutory Auditors (6,119) (4,680)
Other personnel (2,982) (1,803)
Total (171,238) (171,567)

Average number of employees by category

9/30/2022 9/30/2021
Payroll employees 3,067 3,172
a) Executives 133 146
b) Managers 939 1,047
c) Other employees 1,995 1,979
Other staff 171 84
Total 3,239 3,256

The item is substantially stable compared to the same period of the previous year, in line with the trend in the average number of employees.

Personnel expenses include charges related to redundancy incentives (a total of €8.4 million in Italy, in the Altamira and doValue Greece perimeter), which are paid to employees who have joined the plans initiated by the Group, in line with the objectives of the 2022-2024 Business Plan. With regard to the breakdown of the cost for employee benefits included in this item, please refer to Note 14 - Employee benefits.

NOTE 24 – ADMINISTRATIVE EXPENSES

(€/000)

9/30/2022 9/30/2021
External consultants (28,670) (23,439)
Information Technology (27,005) (22,648)
Administrative and logistical services (6,445) (7,734)
Rentals, building maintenance and security (2,845) (2,958)
Insurance (1,543) (1,783)
Indirect taxes and duties (1,738) (1,543)
Postal services, office supplies (675) (1,241)
Indirect personnel expenses (2,544) (1,860)
Debt collection (262) (535)
Utilities (1,960) (1,381)
Advertising and marketing (3,439) (2,847)
Other expenses (1,188) (755)
Total (78,314) (68,724)

This item shows an increase of 14% compared to the same period of the previous year, which is mainly related to IT services related to capitalized developments and external consultancy.

NOTE 25 – OTHER OPERATING (EXPENSE)/INCOME

(€/000)

9/30/2022 9/30/2021
Recovery of expenses - 726
Government grants 101 -
Reductions in assets 62 18
Other expenses (267) (52)
Other income 4,242 16
Total 4,138 708

In the first nine months of 2022, this item amounted to €4.1 million, compared to €0.7 million in the first nine months of 2021.

The increase was mainly attributable to an insurance claim related to a dispute with a customer for which the disbursement had occurred in 2021.

NOTE 26 – DEPRECIATION, AMORTISATION AND IMPAIRMENT

(€/000)

(€/000)

9/30/2022 9/30/2021
Intangible assets (37,294) (47,700)
Amortisation (36,704) (47,391)
Impairment (590) (309)
Property, plant and equipment (10,726) (10,307)
Amortisation (10,726) (10,277)
Impairment - (30)
Financial assets measured at amortised cost 45 69
Writedowns (41) (98)
Writebacks 86 167
Trade receivables (196) (299)
Writedowns (262) (299)
Writebacks 66 -
Total (48,171) (58,237)

This item decreased by 17% compared to the first nine months of 2021, mainly due to lower amortization recorded in intangible assets, as a result of the normal run-off of the long-term servicing contracts recorded. The write-down of intangible assets of €0.6 million is due to the effects of the impairment test conducted on the book balances as at June 30, 2022 (for more details, see also Note 1 – Intangible Assets). The item is also affected by the effects of IFRS 16 for amortisation of rights of use, which amounted to €8.4 million in 2022.

NOTE 27 – PROVISIONS FOR RISKS AND CHARGES

9/30/2022 9/30/2021
Provisions Reallocations Total Provisions Reallocations Total
Legal and tax disputes (1,535) 1,005 (530) (1,918) 1,297 (621)
o.w. Employee disputes - 11 11 (278) 171 (107)
Out-of-court disputes (2,545) 779 (1,766) (482) 754 272
Total (4,080) 1,784 (2,296) (2,400) 2,051 (349)

The item consists of operational changes in provisions, with the exception of those for employee benefits (classified under personnel expenses), and of those for tax claims (classified under income tax expense) allocated to meet legal and contractual obligations that are presumed will require an outflow of economic resources in subsequent years.

As at September 30, 2022, the item showed a negative balance of €2.3 million (€349 thousand as at September 30, 2021), due to the combined effect of releases for provisions from previous years that are no longer deemed to exist and prudential provisions relating to both litigation and operating risks and other charges.

NOTE 28 – FINANCIAL (EXPENSE)/INCOME

(€/000)

9/30/2022 9/30/2021
Financial income 1,304 4,461
Income from financial assets measured at fair value through P&L 1,141 4,186
Income from financial assets measured at amortised cost 134 88
Other financial income 29 187
Financial expense (21,435) (25,689)
Expense from financial liabilities measured at amortised cost (20,200) (24,163)
Expense from hedging derivates - (507)
Other financial expenses (1,235) (1,019)
Net change of other financial assets and liabilities measured at fair value through
P&L
(994) 792
Debt securities (1,962) 64
Units in collective investment undertakings 353 728
Non-hedging derivatives 615 -
Total (21,125) (20,436)

Financial income from financial assets measured at fair value through profit or loss amounted to €1.1 million and derived from the income from the Romeo and Mercuzio ABS securities and Mexico securities; the comparison with the previous period shows the impact only in 2021 of the €4.0 million gains realized on the sale of the Relais securitization securities.

Financial expense (€21.4 million) includes interest expenses accrued on the outstanding 2020 and 2021 bonds amounting to €20.0 million.

The component "other financial expenses" essentially includes the portion of interest calculated in accordance with IFRS 16.

The net change of other financial assets and liabilities measured at fair value through profit or loss is attributable to the fair value delta related to the notes of the Cairo, Romeo SPV and Mexico securitizations.

NOTA 29 – IMPOSTE SUL REDDITO

Every country in which the doValue Group operates has an independent tax system in which the determination of the tax base, the level of the tax rates, the nature, the type and the timing of the formal obligations differ from one another.

Currently, for the year in progress, as regards tax rates and with reference to the countries in which the Group operates, the income tax of the companies is established at a nominal rate of 25% in Spain, 21% in Portugal (to which a "Municipal Surtax" of 1.5% is added and an additional "State surtax" of 3%, 5% or 9% depending on the disposable income bracket), 22% in Greece and 12.5% in Cyprus.

In Italy, the standard income tax rate (IRES) is 24%, to which a surcharge of 3.5% is added, applicable exclusively to banks and financial institutions (Law no. 208 of December 28, 2015), which applies to the subsidiary doNext.

In addition to IRES, in Italy, IRAP (regional business tax) must be added. As at December 31, 2021, in order to determine the IRAP rate of the Parent Company doValue, maintenance of the requirements of nonfinancial equity holding was verified, with the subsequent application of the rate envisaged for banks and the extension of the tax base also to financial charges and income; the nominal rate for banks and financial institutions is 4.65% (to which each Region can independently apply an increase of 0.92%, up to a theoretical rate of 5.57% plus a further 0.15% for the regions with a health deficit).

(€/000)

9/30/2022 9/30/2021
Current tax (19,275) (13,915)
Adjustment to current tax of prior years (1,325) (39)
Reduction of current tax for the year - 6
Changes to deferred tax assets (6,249) 679
Changes to deferred tax liabilities 5,074 7,179
Total (21,775) (6,090)

Income taxes for the period amounted to €19.3 million, up from €13.9 million in the first nine months of 2021, as a result of a higher tax base.

NOTE 30 – EARNINGS PER SHARE

(€/000)

9/30/2022 9/30/2021
Profit (loss) for the period attributable to the Shareholders of the Parent
Company [A]
39,181 12,837
Weighted average number of shares outstanding for the purposes of calculation
of profit (loss) per share
basic [B] 79,084,698 79,258,282
diluted [C] 79,084,698 79,258,282
Earnings (loss) per share (in euro)
basic [A/B] 0.50 0.16
diluted [A/C] 0.50 0.16

The basic earnings per share are calculated by comparing the economic result attributable to holders of ordinary equity instruments of the Parent Company doValue to the weighted average number of shares outstanding, net of treasury shares.

Diluted earnings per share are equal to the basic earnings as there are no other categories of shares other than ordinary shares and there are no instruments convertible into shares.

5. INFORMATION ON RISKS AND RISK MANAGEMENT POLICIES

91

INTRODUCTION

The doValue Group, in line with the regulations that apply to it and applicable best practices, has an Internal Control System that is composed of instruments, organizational structures, company rules and regulations targeted at allowing, through an adequate process of company risk identification, measurement, management and monitoring, sound, correct company management consistent with the pre-established performance targets and protection of company assets as a whole.

The Group Internal Control System is based on control bodies and departments, information flows and mechanisms to involve the applicable parties and Group governance mechanisms. In particular, the Group has structured its organizational model of internal controls by pursuing the need to ensure integration and coordination between the actors of the Internal Control System, in compliance with the principles of integration, proportionality and cost-effectiveness, as well as to ensure the reliability, accuracy, trustworthiness and timeliness of financial reporting.

Financial risks

CREDIT RISK

Credit risk is the risk that a counterparty will not fulfil its obligations linked to a financial instrument or a commercial contract, therefore leading to a financial loss. This risk mainly derives from economic and financial factors, or from the possibility of a default situation of a counterparty.

The Group is exposed to credit risk deriving mainly from its operating activities, i.e., from trade receivables and, to a lesser extent, from its financing activities, deposits with leading banks and financial institutions and other financial instruments, as well as reduced non-performing positions owned.

Trade receivables, which are at very short term and are settled with payment of the related invoice, are essentially attributable to servicing contracts under which the Group companies accrue receivables in respect of their counterparties, who may default due to insolvency, economic events, liquidity shortages, operational deficiencies or other reasons.

In order to limit this risk, the Group monitors the positions of individual customers, analyses expected and actual cash flows in order to promptly undertake any recovery actions.

Pursuant to IFRS 9, at each reporting date, these receivables are subject to an assessment aimed at verifying whether there is evidence that the carrying amount of the assets cannot be fully recovered.

As at September 30, 2022, the main trade counterparties were represented by banks and important investment funds with high credit standing and Vehicle Companies established pursuant to the provisions of Law 130/1999.

For a quantitative analysis, please see the Note on trade receivables.

With regard to individual non-performing positions, which concern a marginal number of positions acquired over time, the procedures and tools supporting the activity of the workout units always enable position managers to prepare accurate forecasts of the amounts and timing of expected recoveries on the individual relationships in accordance with the state of progress in the recovery management process. These analytical evaluations take account of all the elements objectively connected with the counterparty and are in any case conducted by the position managers in compliance with the principle of sound and prudent management.

As regards the credit risk relating to relations with banks and financial institutions, the Group only uses interlocutors with a high credit standing.

LIQUIDITY RISK

The liquidity risk is manifested as the inability to raise, an economically sustainable manner, the financial resources necessary for the Group's operations.

The two main factors that determine the Group's liquidity situation are, on the one hand, the resources generated or absorbed by operating and investment activities and, on the other, the expiry and renewal characteristics of the debt or liquidity of financial investments and market conditions.

The Group has adopted a series of policies and processes to optimize the management of financial resources, thereby reducing liquidity risk.

The Parent Company doValue identifies and monitors liquidity risk on a current and forward-looking basis. In particular, the prospective assessment takes account of probable developments in the cash flows connected with the Group's business.

One of the main instruments for mitigating liquidity risk is the holding of reserves of liquid assets and revolving credit lines. The liquidity buffer represents the amount of liquid assets held by the Group and readily usable under stress conditions and deemed appropriate in relation to the risk tolerance threshold specified.

In order to ensure efficient liquidity management, starting from the second quarter of the current financial year, treasury activities are largely centralized at the Holding level, providing for liquidity requirements primarily with cash flows generated by ordinary operations and ensuring appropriate management of any surpluses.

Management believes that the funds and credit lines currently available, in addition to the liquidity that will be generated by operations and financing activities, will enable the Group to meet its requirements for investment, working capital management and repayment of debt as it falls due.

doValue – Consolidated Interim Report at September 30, 2022

MARKET RISK - INTEREST RATE RISK

Market risk is the risk that the fair value of future cash flows of a financial instrument will change due to changes in the market price. The market price includes three types of risk: interest rate risk, currency risk and other price risks, such as, for example, the price risk on equity securities. The financial instruments affected by market risk include loans and financing, deposits, debt and equity instruments and financial derivative instruments.

The Group, which uses external financial resources in the form of debt and uses available liquidity in bank deposits, is exposed to interest rate risk, which represents the risk that the fair value or future cash flows of a financial instrument will change due to due to changes in market interest rates. The Group's exposure to the risk of changes in market interest rates is related to long-term indebtedness with variable interest rates.

Thanks to the 2020 and 2021 fixed rate bond issues, the structure of the Group's current long-term debt is no longer affected by interest rate risk.

SECURITISATIONS

This section shows securitization transactions originated by the Group, those in which the Group invests by underwriting the related debt securities, and transactions in which the Group acts as servicer.

On September 30, 2016, the assignment of the non-performing portfolio of the Parent Company doValue to the securitization vehicle Romeo SPV S.r.l. ("Romeo") was finalized. Romeo was established pursuant to Law 130/1999. Subsequently, during the second quarter of 2017, the portion of the unsecured portfolio was transferred to the vehicle Mercuzio Securitization S.r.l. ("Mercuzio") and at the same time the issue of ABS securities by both SPVs was completed with a single tranching of securities.

As originator, doValue has subscribed a nominal value of notes equal to 5% of the total securities issued in order to comply with the provisions of the retention rule referred to in Regulation (EU) 575/2013 (the CRR). In both transactions, doValue plays the role of Servicer and Administrative Services Provider.

At the same time as the acquisition of Eurobank FPS (now doValue Greece), in June 2020 mezzanine notes of the three Cairo securitizations (Cairo I, Cairo II and Cairo III) were subscribed, the securities of which are backed by state guarantees ("Asset Protection Scheme"). The originator of this transaction is Eurobank, which sold €7.4 billion of performing and non-performing loans.

In December 2020, mezzanine and junior ABS securities were also subscribed for the Relais securitization, which concerns lease receivables sold by UniCredit. However, these notes were sold in February 2021, while the Group maintained the roles of Master Servicer (performed by doNext) and Special Servicer (performed by doValue).

In the second half of 2021, with regard to the Mexico transaction, the Parent Company doValue subscribed €45.0 million of junior and mezzanine notes, corresponding to 95% of the notes issued by the vehicle, and simultaneously sold 90% of the total notes issued to a third investor; the remaining portion of notes recognized in the balance sheet therefore corresponds to 5% class B (mezzanine) and 5% class C (junior). The Group is servicer of the portfolio through its subsidiary doValue Greece.

ASSETS ALLOCATED FOR A SPECIFIC BUSINESS ACTIVITY

"Vitruvian" asset allocated for a specific business activity

On March 16, 2021, the subsidiary doNext collected funds deriving from a special purpose loan payable, taken out with Vitruvian Investments S.A. and regulated by Articles 2447-bis, paragraph 1, letter B and 2447–decies of the Italian Civil Code.

In consideration of the typical limited recourse arrangement of this loan, it emerged that the credit risk assumed by doNext is essentially nil.

In particular, the specific business activity forming the object of the special purpose loan provided by Vitruvian to Italfondiario of €4.3 million, is aimed at allowing the disbursement of new pre-deductible finance pursuant to Article 182-quater of Royal Decree 267 of March 16, 1942 by doNext in the restructuring procedure launched in accordance with Article 182-bis of Royal Decree 267 of March 16, 1942 by the borrower, and in particular:

  • a. disbursement of a medium/long-term loan of €1.8 million, with repayment in quarterly instalments by December 2024;
  • b. opening of a credit line of up to a total of €2.5 million, expiring on December 31, 2023.

Interest income accrues at a fixed rate of 500 bps (5%) on the medium/long-term credit line, while interest income accrues at a fixed rate of 300 bps (3%) on the credit line for the advance payment of invoices. By contrast, interest accrues on the special purpose loan for an amount corresponding to the amount collected by doNext relating to the business activity in the form of interest on the new financing.

Pursuant to and in accordance with Article 2447-decies of the Italian Civil Code, a copy of the special purpose loan agreement was published in the Register of Companies.

For the initial structuring of the transaction doNext has already collected a fee of €40 thousand.

As at September 30, 2022 the medium/long-term loan of €1.8 million was disbursed, while the credit line was totally used.

Details of the items in the balance sheet as at September 30, 2022 relating to this special purpose loan are shown below, whose amount in the income statement is equal to zero due to the full of offsetting of the interest income and interest expense both recognized in the item "financial (expenses)/income".

9/30/2022
Non-current assets
Non-current financial assets 4,291
Total non-current assets 4,291
Current assets
Other current assets 2
Cash and cash equivalents 196
Total current assets 198
Total assets 4,489
Non-current liabilities
Loans and other financing 4,487
Total non-current liabilities 4,487
Current liabilities
Other current liabilities 2
Total current liabilities 2
Total liabilities 4,489
Total Net Equity and liabilities 4,489

Operational risks

Operational risk is the risk of incurring losses due to the inadequacy or the failure of procedures, human resources and internal systems, or to external events.

This includes, among other things, losses from fraud, human error, the interruption of operations, system unavailability, contractual breaches and natural disasters. Operational risks (including the IT component) include legal risk, while strategic and reputational risks are not included.

doValue adopts a set of controls, principles and rules to manage operational risk.

In the organizational sphere, within the Operations Country Italy Department, the position of Contact Person for Risk Management activities for Country Italy has been established, which guarantees, also through the collaboration and being able to count on the operational support of the Group function - Enterprise Risk Management, constant monitoring and proactive management of risks attributable to business and support processes and their potential impact in terms of provisions and operating losses.

The Function is therefore responsible for overseeing the management of significant risks to which the Parent Company's activities are exposed, with specific regard to operational risks. It defines the associated guidelines and identifies and monitors those risks, using suitable methodological approaches, procedures and tools and providing appropriate reporting to the Corporate Bodies, consistent with the approach set out in the broader doValue Control System.

The governance structure for operational risks envisages not only the direct involvement of senior management but also an Operational Risks Committee, which is responsible for doValue, proposing measures to address the risks detected, examining operational risk reports, recommending control procedures and limits on operational risks and monitoring risk mitigation actions.

In order to manage operational risks, doValue has implemented a structured set of processes, functions and resources dedicated to:

  • the collection, registration, check (before approval (and monitoring of operational risk reports from workout units and other company structures;
  • the analysis of provisions for risks and charges movements;
  • the definition and implementation of operational risk indicators in the most important areas for company business activities.

With regard to the latter process, the indicators are a forward-looking component that promptly reflects improvements or deteriorations in the risk profile as a result of changes in operating segments, in human resources, technological and organizational resources as well as in the internal control system. In this regard, specific indicators have been created which are monitored on a monthly basis and compared with the previous month to justify any positive or negative changes in order to highlight any risks in corporate processes, as well as an action plan for indicators that do not fall within the specified range.

Finally, the Parent Company has set up a reporting system with different reporting dates and levels of detail that ensures timely reporting on operational risks to the Corporate Bodies and the heads of the organizational functions involved.

Similarly, a risk management framework compliant with Circular no. 288 of April 3, 2015 of the Bank of Italy that provides for the management of operational risk identification processes, not unlike those of the Parent Company, has also been implemented at the doNext subsidiary, which is entered the register of financial intermediaries pursuant to Article 106 of the Consolidated Banking Act, and the register of payment institutions pursuant to Article 114 - septies of the Consolidated Banking Act (although it has not yet started operating as a payment institution).

Capital management

For the purposes of the management of the Groups capital, it was defined that this includes the share premium reserve and all other reserves attributable to the shareholders of the Parent Company. The main objective of capital management is to maximize value for shareholders, safeguard business continuity, as well as support the development of the Group.

The Group therefore intends to maintain an adequate level of capitalization, which at the same time makes it possible to achieve a satisfactory economic return for shareholders and to guarantee efficient access to external sources of financing.

The Group constantly monitors the evolution of the level of indebtedness to be compared to shareholders' equity and taking into account the generation of cash from the businesses in which it operates.

There are currently no financial covenants linked to a gearing ratio, i.e. the ratio between the net debt and the total capital plus the net debt, illustrated below.

(€/000)

9/30/2022 12/31/2021
Loans and other financing (Note 12) 586,784 572,828
Other financial liabilities (Note 13) 68,994 71,648
Trade payables (Note 16) 57,775 73,710
Other liabilities (Note 17) 78,278 104,888
Less: cash and cash equivalents (159,518) (166,668)
Net debt (A) 632,313 656,406
Equity 161,068 156,645
Equity and net debt (B) 793,381 813,051
Gearing ratio (A/B) 80% 81%

The gearing ratio in the first nine months of 2022 is substantially stable compared to that of 2021. The table below reconciles the net debt figure shown in the previous table with the net financial indebtedness presented in Note 13 of the "Information on the consolidated balance sheet".

9/30/2022 12/31/2021
Net financial indebtness (Note 13) 494,744 476,292
Trade payables (Note 16) 57,775 73,710
Other liabilities (Note 17) 78,278 104,888
Current financial assets (Note 3) 1,516 1,516
Net debt (A) 632,313 656,406

6. SEGMENT REPORTING

98

In accordance with IFRS 8, segment reporting was prepared as a breakdown of revenues by region, intended as the location in which services are provided.

For management purposes, the Group is organized into business units based on the geographical areas in the southern European zone in which it operates following the latest corporate acquisitions in Europe (Altamira at the end of June 2019 and doValue Greece - formerly Eurobank FPS - in June 2020), which are illustrated below:

  • Italy: includes the companies operating in Italy, namely the parent company doValue, doData, and doNext;
  • Hellenic Region: includes doValue Greece, doValue Greece RES, based in Greece, and Altamira Asset Management's investee companies based in Cyprus;
  • Iberia: includes the companies based in Spain and Portugal, namely Altamira Asset Management with its subsidiary Adsolum and doValue Portugal with its subsidiary Zarco, respectively.

(€/000)

First Nine Months 2022 Italy Hellenic
Region
Iberia Infrasector Group
Revenue from contracts with customers 112,741 190,077 104,485 (12,068) 395,235
Other revenues 22,138 2,681 11,740 (6,206) 30,353
Total revenue 134,879 192,758 116,225 (18,274) 425,588
Costs for services rendered (5,572) (5,982) (26,129) 35 (37,648)
Personnel expenses (68,895) (52,903) (49,701) 261 (171,238)
Administrative expenses (35,277) (19,283) (26,783) 3,029 (78,314)
Other operating (expense)/income 533 - 3,605 - 4,138
Depreciation, amortisation and impairment (9,705) (24,078) (37,716) 23,328 (48,171)
Provisions for risks and charges (2,464) (106) 274 - (2,296)
Total costs (121,380) (102,352) (136,450) 26,653 (333,529)
Operating income 13,499 90,406 (20,225) 8,379 92,059
Financial (expense)/income (16,609) (1,403) (4,525) 1,412 (21,125)
Dividends and ordinary similar income 20,484 - 7,000 (27,484) -
Profit (loss) before tax 17,374 89,003 (17,750) (17,693) 70,934
Income tax expense (2,320) (21,518) 667 1,396 (21,775)
Net Profit (loss) from continuing
operations 15,054 67,485 (17,083) (16,297) 49,159
Net profit (loss) for the period 15,054 67,485 (17,083) (16,297) 49,159
Total assets (861,081) (507,151) (222,240) 444,486 (1,145,986)
Total liabilities (18,060) (322,036) (96,173) (93,327) (529,596)

Intra-sector revenues are eliminated at the consolidated level and are reflected in the column "Infrasector".

7. BUSINESS COMBINATIONS RELATING TO COMPANY ENTERPRISES OR BUSINESS BRANCHES

Business combinations completed in the period

This section provides detailed information on business combinations involving company enterprises or branches undertaken with counterparties outside the Group, which are accounted for using the purchase method as provided for under IFRS 3 "Business combinations".

Therefore, business combinations involving company enterprises or business branches already controlled directly or indirectly by doValue as part of the Group's internal re-organizations are not included here. These transactions, which do not have economic substance, are accounted for in the financial statements of the seller and the buyer on a predecessor value basis.

No external or internal business combinations were recorded in the first nine months of 2022.

Business combinations completed after the end of the period

The doValue Group did not carry out any business combinations after September 30, 2022.

Retrospective adjustments

As at September 30, 2022, there are no retrospective adjustments related to previous business combinations.

8. RELATED-PARTY TRANSACTIONS

102

INTRODUCTION

The provisions of IAS 24 apply for the purposes of disclosures on related parties. That standard defines the concept of related party and identifies the relationship between the related party and the entity preparing the financial statements.

Pursuant to IAS 24, significant related parties for the doValue Group include:

  • the Parent Company;
  • the companies that jointly control or exercise significant influence over the company;
  • the subsidiaries;
  • the associates;
  • the joint ventures;
  • key management personnel;
  • close family members of key management personnel and subsidiaries, including jointly, by key management personnel or their close family;
  • other related parties.

In compliance with Consob Resolution no. 17221 of March 12, 2010, doValue has adopted the "Policy for the management of transactions with related parties and transactions conducted in situations of conflict of interest of the doValue Group", published on the corporate website of doValue (www.doValue.it), which defines the principles and rules for managing the risk associated with situations of possible conflict of interest engendered by the proximity of certain parties to decision-making centers.

To manage transactions with related parties, doValue has established a Risks and Operations with Related Parties Committee - composed of a minimum of 3 (three) and a maximum of 5 (five) members chosen from the non-executive members of the Board of Directors, and with the majority meeting independence requirements - charged with the task of issuing reasoned opinions to the Board of Directors regarding transactions with related parties in the cases governed by the procedure.

RELATED-PARTY TRANSACTIONS

During the period, low-value transactions with related parties of an ordinary nature and lesser importance were carried out, mainly attributable to contracts for the provision of services.

All transactions with related parties carried out in the first nine months of 2022 were concluded in the interest of the Group and at market or standard conditions. The following table shows the assets, liabilities and guarantees and commitments outstanding as at September 30, 2022, and the items of the income statement, with separate indication for the various types of related parties pursuant to IAS 24.

(€/000)

Financial Transactions Amount related to
"Other related
parties"
Total as per
financial
statement
% of
financial
statemen
t total
Non-current financial assets 2,381 56,943 4.2%
Trade receivables 8,970 197,849 4.5%
Total assets 11,351 254,792 4.5%
Trade payables 37 57,775 0.1%
Total liabilities 37 57,775 0.1%

(€/000)

Costs/Revenues Amount related to
"Other related
parties"
Total as per
financial
statement
% of
financial
statement
total
Revenue from contracts with customers 26,894 395,235 6.8%
Other revenues 3,043 30,354 10.0%
Personnel expenses (701) (171,238) 0.4%
Administrative expenses (76) (78,314) 0.1%
Other operating (expense)/income - 4,138 0.0%
Depreciation, amortisation and impairment (90) (48,171) 0.2%
Financial (Expense)/Income 1,077 (21,125) (5.1)%
Total 30,147 110,879 27.9%

With 25.05% of the shares, the ultimate parent company is Avio S.a r.l., a company incorporated under Luxembourg law that is affiliated with the Fortress Group, which in turn was acquired by Softbank Group Corporation in December 2017. Avio S.a r.l. does not exercise any management or coordination powers over doValue pursuant to Article 2497 et seq. of the Italian Civil Code.

The main relations with other related parties relate to:

  • Securitization SPVs: the Group carries out "Master Servicing and Structuring" activities: i.e., administrative, accounting, cash management and reporting services in support of the securitization of loans; structuring services for securitization transactions under Law 130/1999 as well as performing the role of authorized entity in securitization transactions. Some of these vehicles, in particular those linked to Softbank, fall within the scope of related parties and for the first nine months of 2022 the amount of revenues from contracts with customers for this category of customers amounts to €26.8 million, while other revenues are equal to €2.4 million with corresponding trade receivables of €7.8 million as at September 30, 2022; for the vehicles Romeo SPV and Mercuzio Securitization, for which the Group holds ABS notes, €2.4 million of financial assets and €1.1 million of financial income are also recorded;
  • Torre SGR S.p.A.: the company has rented the Group one of the main offices in Rome, which has been dismissed during the first quarter of 2022. This contract has been accounted for in accordance with IFRS 16 with amortization of €90 thousand; during the period, also an amount of €76 has been recordet for administrative costs related to those buildings and trade payables for €37 thousand;
  • FIG LLC: doValue carries out due diligence services for the company and in the first nine months of 2022 accrued revenues of €260 thousand and trade receivables of €623 thousand at the end of the period;
  • ReoCo: doValue manages property assets for certain ReoCo (real estate owned companies), with revenue from contracts with customers and other revenue during the period of €360 thousand and trade receivables of €418 thousand;
  • Eurolife FFH General Insurance Single Member Societé Anonyme: the company manages pension funds and medical insurance for the employees of the subsidiary doValue Greece. At September 30, 2022, personnel expenses of €0.7 million and receivables of €171 thousandn were recorded.

CERTIFICATIONS AND REPORTS

105

doValue – Consolidated Interim Report as at September 30, 2022

Certification pursuant article 154‐bis, paragraph 2 of Italian Legislative Decree no. 58 of 24 February 1998 (the Consolidated Financial Law)

Pursuant to Article 154‐bis, paragraph 2, of the "Consolidated Law on Finance", Mr Davide Soffietti, in his capacity as the Financial Reporting Officer with preparing the financial reports of doValue S.p.A, certifies that the accounting information contained in the 'Consolidated Interim Report as at September 30,2022', is consistent with the data in the supporting documents and the Group's books of accounts and other accounting records.

Rome, January 12, 2024

Davide Soffietti Financial Reporting Officer

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