Quarterly Report • May 10, 2023
Quarterly Report
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(1st Quarter 2023)
This document is available in the Investori section of the Company website at www.fieramilano.it.
This document contains a faithful translation into English of the original report in Italian Resoconto intermedio di gestione consolidato al 31 marzo 2023. However, for information about Fiera Milano Group reference should be made exclusively to the original report in Italian.The Italian version of the Resoconto intermedio di gestione consolidato al 31 marzo 2023 shall prevail upon the English version.
Fiera Milano SpA Registered office: Piazzale Carlo Magno, 1 - 20149 Milan Operational and administrative office: Strada Statale del Sempione, 28 - 20017 Rho (Milan) Share capital: Euro 42,445,141.00 paid up Companies Register, Tax code and VAT no. 13194800150 - Economic Administrative Register 1623812
Rho (Milan), 10 May 2023

| ▪ | Corporate Bodies and Independent Auditor | page | 3 |
|---|---|---|---|
| ▪ | Business model | page | 4 |
| ▪ | Group structure | page | 5 |
| ▪ | Report on operations in the first quarter ▫ Summary of results and significant events in the quarter ▫ Net cash/debt ▫ Business performance by operating segment and by geographical area ▫ Group personnel |
page page page page |
6 10 11 14 |
| ▪ | Significant events after the end of the reporting period | page | 15 |
| ▪ | Business outlook | page | 15 |
| ▪ | Accounting criteria | page | 16 |
| ▪ | Financial statements ▫ Consolidated Income Statement ▫ Reclassified Consolidated Statement of Financial Position ▫ Comments on the capital and financial position |
page page page |
17 18 19 |
| ▪ | Declaration of the Financial Reporting Officer | page | 20 |
| ▪ | Attachment 1 List of companies included in the consolidation area and other investments at 31 March 2023 |
page | 21 |
__________________________________________________________________________________


| Carlo Bonomi | Chairman° |
|---|---|
| Francesco Conci | Chief Executive Officer |
| Michaela Castelli | Director* |
| Regina De Albertis | Director* |
| Paola Annamaria Petrone | Director* |
| Monica Poggio | Director* |
| Ferruccio Resta | Director* |
| Agostino Santoni | Director* |
| Elena Vasco | Director* |
° Independent director pursuant to art. 148, paragraph 3 of Legislative Decree 58 of 24 February 1998.
* Independent Director under Art. 148, paragraph 3 of Italian Legislative Decree 58 of 24 February 1998 and the Corporate Governance Code of Borsa Italiana
______________________________________________________________________________
REMUNERATION COMMITTEE COMMITTEE
Michaela Castelli Agostino Santoni Ferruccio Resta Paola Annamaria Petrone Regina De Albertis Michaela Castelli Ferruccio Resta Monica Poggio Elena Vasco
Enrico Maria Giarda Luigi Bricocoli Basilio Postiglione
--- The Board of Directors was appointed by the Shareholders' Meeting of 27 April 2023. The Directors' mandates will expire at the Shareholders' Meeting to approve the Financial Statements at 31 December 2025.
The Board of Directors is invested with the broadest powers for the ordinary and extraordinary management of the Company; it has the power to carry out all acts it deems appropriate or useful to attain the corporate objectives, except for those which, pursuant to law, are reserved for the Shareholders' Meeting.
Under the law and the Company Articles of Association, the Chairman is the company's legal representative. He is also vested with all powers over Fiera Milano's institutional external relations.
The Shareholders' Meeting appointed the Board of Statutory Auditors on 28 April 2021, and its mandate expires at the Shareholders' Meeting to approve the Financial Statements on 31 December 2023.
PWC SpA
The mandate, given by the Shareholders' Meeting of 27 April 2023, is for the financial years 2023-2031.

The Fiera Milano Group is active in all the key areas of the exhibition and congress industry and is one of the largest integrated exhibition companies worldwide.
______________________________________________________________________________
Under the current management approach, the operating segments have been re-defined as follows:




The table below gives the key figures of the Group for the period under review and the comparative data for the same period of the previous financial year, as well as those for the full financial year 2022.
| Full year | 1st Quarter | 1st Quarter | |
|---|---|---|---|
| at 31/12/22 | at 31/03/23 | at 31/03/22 | |
| (Amounts in € '000) | |||
| 220,285 | Revenues from sales and services | 48,109 | 23,469 |
| 58,403 | EBITDA (a) | 8,871 | (2,365) |
| 9,219 | EBIT | (4,217) | (14,201) |
| ( 5,760) | Net profit/(loss) of the period from continuing operations | (8,069) | (12,967) |
| - | Net profit/(loss) of the period from discontinued operations | 16,500 | - |
| ( 5,760) | Net profit/(loss) | 8,431 | (12,967) |
| ( 5,599) | - Attributable to the shareholders of the controlling entity | 8,500 | (12,898) |
| ( 161) | - Attributable to non-controlling interests | (69) | (69) |
| 473,157 | Net capital employed (b) | 507,377 | 487,717 |
| covered by: | |||
| 105,660 | Equity attributable to the Group | 112,838 | 96,501 |
| 533 | Equity attributable to non-controlling interests | 464 | 602 |
| ( 29,783) | Net financial debt/(cash) before IFRS 16 effects | (37,492) | (33,098) |
| 366,964 | Total net financial debt/(cash) | 394,075 | 390,614 |
| 3,976 | Investments (continuing operations and assets held for sale) | 830 | 210 |
674 Employees (no. of permanent employees at end of period) 677 663
(a) EBITDA is the operating result before depreciation and amortisation and adjustments to non-current asset values.
(b) Net capital employed is the sum of non-current assets, non-current liabilities and net working capital.
In the first three months of the year, 12 exhibitions were held in Italy. In January, Fiera Milano organised HOMI - Il salone degli stili di vita, the exhibition dedicated to lifestyle, tableware and decoration. The exhibition hosted over 500 brands, 40% foreign, from 28 countries. In partial concurrence, PTE - Promotion Trade Exhibition took place, an event dedicated to the world of advertising materials, which brought together more than 110 companies and brands from 12 countries.
February saw the return of fashion industry exhibitions. From Milano Unica, with 394 exhibiting companies, to MIDO, the international eyewear fair, which welcomed more than 1,000 exhibitors from over 150 countries. Meanwhile, all the exhibitions relating to the fashion accessory sector, HOMI Fashion&Jewels (accessories, jewellery and bijoux), MICAM Milano (footwear), Mipel (leather goods) and TheOneMilano, the international outerwear and haute-à-porter show, recorded a total of over 1,800 exhibiting companies and more than 48,000 attendees (+25% compared to previous editions).
In addition, Fiera Milano hosted Lineapelle, the international exhibition of leather, accessories, components, fabrics, synthetics and models, with 1,161 exhibitors from 42 countries, more than 38% from abroad and over 22,000 trade visitors.
In February, Fiera Milano organised BIT - Borsa Internazionale del Turismo. The exhibition brought more than 1,000 Italian and foreign exhibitors to the Allianz MiCo spaces.
This was followed by MyPlant & Garden and Filo. Myplant & Garden, an international horticulturalfloricultural event, transformed the Fiera Milano pavilions into a 45,000 sqm maxi-garden, with 650 brands on display, 22% foreign. Filo, staged in the Allianz MiCo spaces, is the only international exhibition dedicated to yarn excellence.
In February, Fiera Milano, in South Africa with its company Fiera Milano Exhibitions Africa, organised Investec Cape Town Art Fair (ICTAF), Africa's most important contemporary art fair, now in its tenth edition, hosted around 100 exhibiting companies and 23,000 visitors. As for other activities abroad, in China and Brazil, no exhibitions were scheduled at this time of year.

Congress activities in Q1 saw Allianz MiCo occupied by events ranging from medical-scientific congresses (including Unisvet, Assiom Forex, Vet Expo, It's All Right, EAU and EAUN), congress events with annexed exhibition area (Esxence-The Art Perfumery Event, Identità Golose, Fa' la cosa giusta!). In January, the congress centre hosted the first Padel Trend Expo. More than 90 exhibitors, six state-of-the-art courts, one conference area and 18,000 square metres for 180 hours of games staged in the Allianz MiCo premises.
On 28 February 2023, Fiera Milano closed out the buyback of treasury shares, purchasing 410,000 shares at an average price of Euro 3.02 for a total of Euro 1,241,132. The company holds 683,758 treasury shares, representing 0.95% of share capital.
On 9 March 2023, the Board of Directors of Fiera Milano, following the press releases of 25 January 2022, 20 May 2022, 13 October 2022, 2 March 2023 and 7 March 2023, announced that it had agreed to finalise the strategic transaction with Fiere di Parma SpA concerning a partnership aimed at creating a common European exhibition platform in the agri-food sector. Please note that the Operation was carried out at the closing date on 28 March 2023 through the subscription of a capital increase of Fiere di Parma reserved to Fiera Milano to be paid through the contribution of Fiera Milano's business unit related to the exhibition "Tuttofood", a leading exhibition event in the agri-food sector organised in Milan at the Rho exhibition site for a value of Euro 16.5 million. The Parties have agreed that Fiera Milano will initially hold 18.5% of the share capital of Fiere di Parma.
It also bears reminding that the transaction will see the Parties create a new multi-hub exhibition platform: (i) in Milan, 'Tuttofood powered by Cibus' will take on an international focus, bringing together audiences from all major agri-food producing countries and thus competing with other leading European exhibitions, while also continuing to support the local supply chain; and (ii) in Parma, 'Cibus' will become an iconic event for authentic Italian produce, including regional delicacies. Thanks to the synergies built between Fiera Milano and Fiere di Parma, the two exhibitions can optimise their positioning by offering strategic and permanent support to the Made in Italy agro-food industry and the Italian system in general.
With this transaction, Fiera Milano will also participate in the governance of Fiere di Parma by supporting private shareholders (i.e. Crédit Agricole Italia SpA and Unione Parmense degli Industriali) and public shareholders (i.e. the Municipality and Province of Parma, Parma Chamber of Commerce, and the Emilia-Romagna Region) in enhancing the execution of the exhibition business plan. The transaction will also see Fiera Milano provide services to Fiere di Parma concerning the 'Tuttofood powered by Cibus' event, which will continue to be held at the Rho exhibition site and managed by Fiera Milano.

The Group's business has seasonal elements due to exhibitions that are held on a biennial basis. Due to the seasonal nature of the business, revenues and earnings in individual quarters may vary even significantly from one quarter to the next.
Looking in detail at the figures for Q1 2023, the main trends are as follows:
The change in revenue mainly relates to the positive overall performance of the annual exhibitions and conference business and the altered exhibition calendar for the quarter under review featuring the annual exhibitions Mido and Bit, which in the financial year 2022 had been postponed to Q2.
The changes in terms of exhibition space at exhibitions are detailed below:

The table below summarises the net square metres of exhibition space occupied by the various Fiera Milano Group exhibitions and by congresses with related exhibition space.
| Fiera Milano Group Summary operating figures | 1st Quarter 2023 | 1st Quarter 2022 | ||
|---|---|---|---|---|
| of which | of which | |||
| organised | organised | |||
| Total | by the Group | Total | by the Group | |
| Number of exhibitions: | 13 | 5 | 11 | 4 |
| Italy | 12 | 4 | 10 | 3 |
| . annual | 12 | 4 | 10 | 3 |
| . biennial | - | - | - | - |
| . multi-annual | - | - | - | - |
| Foreign countries | 1 | 1 | 1 | 1 |
| . annual | 1 | 1 | 1 | 1 |
| . biennial | - | - | - | - |
| . multi-annual | - | - | - | - |
| Number of congresses with related exhibition space - Italy |
11 | - | 1 | - |
| Net sq.metres of exhibition space: | 250,770 | 51,585 | 148,040 | 27,205 |
| Italy | 246,915 | 47,730 | 144,710 | 23,875 |
| . annual (a) | 246,915 | 47,730 | 144,710 | 23,875 |
| . biennial | - | - | - | - |
| . multi-annual | - | - | - | - |
| (a) of which congresses with related exhibition space | 22,690 | - | 820 | - |
| Foreign countries | 3,855 | 3,855 | 3,330 | 3,330 |
| . annual | 3,855 | 3,855 | 3,330 | 3,330 |
| . biennial | - | - | - | - |
| . multi-annual | - | - | - | - |
| Number of exhibitors: | 6,650 | 1,140 | 3,600 | 765 |
| Italy | 6,550 | 1,040 | 3,510 | 675 |
| . annual (b) | 6,550 | 1,040 | 3,510 | 675 |
| . biennial | - | - | - | - |
| . multi-annual | - | - | - | - |
| (b) of which congresses with related exhibition space | 1,470 | - | 40 | - |
| Foreign countries | 100 | 100 | 90 | 90 |
| . annual | 100 | 100 | 90 | 90 |
| . biennial | - | - | - | - |
| . multi-annual | - | - | - | - |
• EBITDA for the quarter totalled Euro 8,871 thousand, an improvement of Euro 11,236 thousand compared to the figure for the same quarter of the previous year (Euro -2,365 thousand). The change mainly reflects the aforementioned trend in revenues. This effect was partially offset by increased operating costs, mainly due to higher electricity prices.

The Group's financial debt and composition are shown in the table below.
| (Amounts in € '000) | 31/03/23 | 31/12/22 | change |
|---|---|---|---|
| A. Cash | 58,935 | 81,971 | (23,036) |
| B. Cash and equivalents | 50,755 | 30,652 | 20,103 |
| C. Other current financial assets | 7,161 | 5,768 | 1,393 |
| - C.1 of which Other current financial assets to the controlling shareholder | 1,325 | - | 1,325 |
| - C.2 of which Other current financial assets to joint venture | 704 | 703 | 1 |
| D. Liquidity (A+B+C) | 116,851 | 118,391 | (1,540) |
| E. Current financial debt (including debt instruments, but excluding current portion of non-current financial debt) | 499 | 618 | (119) |
| - E.1 of which Current financial debt to the controlling shareholder | - | 130 | (130) |
| F. Current portion of non-current debt | 26,010 | 27,250 | (1,240) |
| G. Current financial indebtedness (E+F) | 26,509 | 27,868 | (1,359) |
| H. Net current financial indebtedness (G-D) | (90,342) | (90,523) | 181 |
| I. Non-current financial debt | 52,850 | 62,549 | (9,699) |
| J. Debt instruments | - | - | - |
| K. Non-current other payables | - | - | - |
| L. Non-current financial indebtedness (I+J+K) | 52,850 | 62,549 | (9,699) |
| Net financial debt from continuing operations (H+L) | (37,492) | (27,974) | (9,518) |
| Net financial debt from assets held for sale | - | (1,809) | 1,809 |
| M. Total financial indebtedness before IFRS 16 effects | (37,492) | (29,783) | (7,709) |
| N. Current financial liabilities related to the right of use of assets | 55,750 | 49,889 | 5,861 |
| - N.1 of which current financial liabilities related to the right-of-use assets to the controlling shareholder | 53,240 | 48,295 | 4,945 |
| O. Non-current financial liabilities related to the right of use of assets | 375,817 | 346,858 | 28,959 |
| - O.1 of which non-current financial liabilities related to the right-of-use assets to the controlling shareholder | 374,692 | 345,348 | 29,344 |
| P. Current financial assets related to the right of use of assets | - | - | - |
| IFRS 16 financial effects | 431,567 | 396,747 | 34,820 |
| Q. Total net financial debt (M+N+O-P) | 394,075 | 366,964 | 27,111 |
Financial debt, not including IFRS 16 lease liabilities, shows net cash at 31 March 2023 of Euro 37,492 thousand, compared to net cash of Euro 29,783 thousand at 31 December 2022.
The increase of Euro 7,709 thousand resulted from the positive change in cash flow from operations, mainly due to advances received for exhibitions taking place in the following months, partially offset by amounts due to suppliers.
Financial debt, including IFRS 16 lease liabilities, totalled Euro 394,075 thousand, an increase of Euro 27,111 thousand compared to Euro 366,964 thousand at 31 December 2022.

| Full year at 31/12/22 (Amounts in € '000) |
1st Quarter at 31/03/23 | 1st Quarter at 31/03/22 | ||||
|---|---|---|---|---|---|---|
| Revenues from sales and services | ||||||
| % - By operating segment: | % | % | ||||
| 176,808 | 77.3 . Italian Exhibitions business | 40,548 | 80.7 | 20,807 | 87.8 | |
| 8,697 | 3.8 . Foreign Exhibitions business | 905 | 1.8 | 702 | 3.0 | |
| 43,310 | 18.9 . Congresses | 8,787 | 17.5 | 2,179 | 9.2 | |
| 228,815 | 100.0 Total revenues gross of adjustments for inter-segment transactions | 50,240 | 100.0 | 23,688 | 100.0 | |
| ( 8,530) | . Adjustments for inter-segment transactions | ( 2,131) | ( 219) | |||
| 220,285 | Total revenues net of adjustments for inter-segment transactions | 48,109 | 23,469 | |||
| - By geographic area: | ||||||
| 211,588 | 96.1 . Italy | 47,204 | 98.1 | 22,767 | 97.0 | |
| 8,697 | 3.9 . Foreign countries | 905 | 1.9 | 702 | 3.0 | |
| 220,285 | 100.0 Total | 48,109 | 100.0 | 23,469 | 100.0 | |
| % EBITDA | % | % | ||||
| on revenues - By operating segment: | on revenues | on revenues | ||||
| 44,549 | 25.2 . Italian Exhibitions business | 7,642 | 18.8 | ( 892) | (4.3) | |
| 330 | 3.8 . Foreign Exhibitions business | ( 627) | (69.3) | ( 501) | (71.4) | |
| 13,524 | 31.2 . Congresses | 1,856 | 21.1 | ( 972) | (44.6) | |
| - | . Adjustments for inter-segment transactions | - | - | |||
| 58,403 | 26.5 Total | 8,871 | 18.4 | ( 2,365) | (10.1) | |
| - By geographic area: | ||||||
| 58,063 | 27.4 . Italy | 9,486 | 20.1 | ( 1,874) | (8.2) | |
| 340 | 3.9 . Foreign countries | ( 615) | (68.0) | ( 491) | (69.9) | |
| 58,403 | 26.5 Total | 8,871 | 18.4 | ( 2,365) | (10.1) | |
| % EBITDA | % | % | ||||
| on revenues - By operating segment: | on revenues | on revenues | ||||
| 2,968 | 1.7 . Italian Exhibitions business | ( 3,858) | (9.5) | ( 11,184) | (53.8) | |
| ( 1,213) | (13.9) . Foreign Exhibitions business | ( 651) | (71.9) | ( 559) | (79.6) | |
| 7,464 | 17.2 . Congresses | 292 | 3.3 | ( 2,458) | (112.8) | |
| - | . Adjustments for inter-segment transactions | - | - | |||
| 9,219 | 4.2 Total | ( 4,217) | (8.8) | ( 14,201) | (60.5) | |
| - By geographic area: | ||||||
| 10,422 | 4.9 . Italy | ( 3,578) | (7.6) | ( 13,652) | (60.0) | |
| ( 1,203) | (13.8) . Foreign countries | ( 639) | (70.6) | ( 549) | (78.2) | |
| 9,219 | 4.2 Total | ( 4,217) | (8.8) | ( 14,201) | (60.5) | |
| Employees | ||||||
| (no. of permanent employees at the end of the period) | ||||||
| % - By operating segment: | % | % | ||||
| 545 | 80.9 . Italian Exhibitions business | 546 | 80.6 | 532 | 80.2 | |
| 83 | 12.3 . Foreign Exhibitions business | 85 | 12.6 | 85 | 12.8 | |
| 46 | 6.8 . Congresses | 46 | 6.8 | 46 | 6.9 | |
| 674 | 100.0 Total | 677 | 100.0 | 663 | 100.0 | |
| - By geographic area: | ||||||
| 591 | 87.7 . Italy | 592 | 87.4 | 578 | 87.2 | |
| 83 | 12.3 . Foreign countries | 85 | 12.6 | 85 | 12.8 | |
| 674 | 100.0 Total | 677 | 100.0 | 663 | 100.0 |
Revenues from sales and services, before the elimination of transactions among the three business segments of the Group were Euro 50,240 thousand, an increase of Euro 26,552 thousand compared to the Euro 23,688 thousand in Q1 2022.

Group EBITDA as a whole was Euro 8,871 thousand, an increase of Euro 11,236 thousand compared to the figure for the first quarter of 2022 (Euro -2,365 thousand). The breakdown was as follows:
EBIT for the four operating segments in Q1 2023 was Euro -4,217 thousand compared to Euro - 14,201 thousand in the same period of the previous financial year and reflected the aforementioned EBITDA trend, partially offset by higher amortisation and depreciation.
The breakdown by geographic area in the first quarter showed revenues from foreign activities of Euro 905 thousand, an increase of approximately Euro 203 thousand compared to the figure for the same period of the previous financial year (Euro 702 thousand). EBITDA totalled Euro -615 thousand, a decrease of Euro 124 thousand compared to the same period of the previous year (Euro -491 thousand).
EBIT was Euro -639 thousand compared to the figure for the same period of the previous financial year of Euro -549 thousand.
In Italy, during the quarter under review, 12 exhibitions and 11 events for congresses with adjoining exhibition space were held. Net square metres of exhibition space totalled 246,915 (144,710 sqm in 2022), while the number of exhibitors was 6,550 (3,510 in 2022).
Exhibitions directly organised by the Group in Italy and abroad occupied total net exhibition space of 51,585 square metres, equating to 21% of the total exhibition space.

Details of exhibitions held in Italy are given in the following table.
| Net sq. metres of exhibition space | Number of exhibitors | |||||
|---|---|---|---|---|---|---|
| Annual Exhibitions: | Quarter to 31/03/23 |
Quarter to 31/03/22 |
Quarter to 31/03/23 |
Quarter to 31/03/22 |
||
| Directly organised | ||||||
| - HOMI | 16,010 | 10,955 | 280 | 225 | ||
| - HOMI Fashion&Jewels (1st semester) | 12,630 | 9,400 | 460 | 365 | ||
| - Bit | 16,165 | a) | 210 | a) | ||
| - Promotion Trade Exhibition | 2,925 | 3,520 | 90 | 85 | ||
| Total annual exhibitions directly organised | 47,730 | 23,875 | 1,040 | 675 | ||
| Hosted | ||||||
| - LineaPelle Febbraio | 44,020 | 38,635 | 995 | 950 | ||
| - Milano Unica (Spring) | 24,520 | 18,850 | 475 | 385 | ||
| - Mido | 37,980 | a) | 945 | a) | ||
| - Mipel (March) | 4,420 | 3,200 | 155 | 110 | ||
| - My Plant & garden | 25,360 | 23,640 | 585 | 565 | ||
| - The Micam (Spring) | 35,100 | 30,165 | 745 | 630 | ||
| - Filo (1st semester) | 1,385 | 1,810 | 70 | 90 | ||
| - The ONE Milano (February) | 3,710 | 3,715 | 70 | 65 | ||
| Total annual exhibitions hosted | 176,495 | 120,015 | 4,040 | 2,795 | ||
| Total annual exhibitions | 224,225 | 143,890 | 5,080 | 3,470 | ||
| TOTAL EXHIBITIONS | 224,225 | 143,890 | 5,080 | 3,470 | ||
| - Congresses with related exhibition space | 22,690 | 820 | 1,470 | 40 | ||
| TOTAL | 246,915 | 144,710 | 6,550 | 3,510 |
a) The exhibition was held/will be held in subsequent quarters.
During the first quarter of 2023, one exhibition was held at a foreign exhibition site, and the net exhibition space occupied totalled 3,855 square metres (in Q1 2022, this figure was 3,330 square metres). The number of exhibitors was 100 (90 Q1 2022).
Details of the exhibitions organised abroad are given in the following table.
| Net sq. metres of exhibition space |
Number of exhibitors | ||||
|---|---|---|---|---|---|
| Annual Exhibitions: | Quarter to 31/03/23 |
Quarter to 31/03/22 |
Quarter to 31/03/23 |
Quarter to 31/03/22 |
|
| Exhibitions in South Africa | |||||
| - Cape Town Art Fair | 3,855 | 3,330 | 100 | 90 | |
| Total Exhibitions in South Africa | 3,855 | 3,330 | 100 | 90 | |
| Total Annual Exhibitions | 3,855 | 3,330 | 100 | 90 | |
| TOTAL EXHIBITIONS | 3,855 | 3,330 | 100 | 90 |

At 31 March 2023, Group employees totalled 677. The breakdown compared to 31 March 2022 and 31 December 2022 was as follows:
| 31/12/22 | (units) | 31/03/23 | 31/03/22 | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Total | Italy | Foreign countries |
Fully consolidated companies: | Total | Italy | Foreign countries |
Total | Italy | Foreign countries |
| 30 | 29 | 1 | Executives | 29 | 28 | 1 | 29 | 28 | 1 |
| 561 | 537 | 24 | Managers and White collar workers (including Journalists) | 563 | 537 | 26 | 561 | 535 | 26 |
| 591 | 566 | 25 | Total | 592 | 565 | 27 | 590 | 563 | 27 |
| Equity-accounted companies (a): | |||||||||
| 5 | 2 | 3 | Executives | 5 | 2 | 3 | 5 | 2 | 3 |
| 78 | 23 | 55 | White collar workers | 80 | 25 | 55 | 68 | 13 | 55 |
| 83 | 25 | 58 | Total | 85 | 27 | 58 | 73 | 15 | 58 |
| 674 | 591 | 83 | TOTAL (a) the indicated data corresponds to the pro-quota of total |
677 | 592 | 85 | 663 | 578 | 85 |
| employees |
Compared to 31 December 2022, permanent employees increased by three net units.
On 27 April 2023, the Ordinary Shareholders' Meeting of the Parent Company took place, which approved the financial statements for the year ending 31 December 2022 and resolved to carry forward net loss for the year of Euro 5.479.657,11. The Ordinary Shareholders' Meeting also approved the content of the First and Second Section of the Remuneration Report, relative to the Company policy on the remuneration of the Board of Directors, and the approval of an Incentive Plan pursuant to 114-bis of Legislative Decree 58/1998. Lastly, the same Shareholders' Meeting approved the authorisation to purchase and dispose of treasury shares pursuant to Articles 2357 and 2357-ter of the Italian Civil Code, the appointment of the new Board of Directors, which will remain in office for the 2023-2025 financial years and the appointment of PWC SpA to audit the accounts of the Fiera Milano Group for the period 2023-2031.
Having successfully completed the restart of the exhibition and congress system over the last two years, in 2023, the Fiera Milano Group will continue to execute the CONN.EC.T.2025 strategic plan - the implementation of which is proceeding faster than expected - by leveraging the completion of the technological and digital transformation and the strengthening of the exhibition and congress portfolio, also by making agreements with strategic partners and the launch of new exhibition concepts. Based on the current macroeconomic scenario, the Group expects to confirm the EBITDA target of EUR 70-80 million as of 31 December 2023.

The Consolidated Interim Management Report of the Fiera Milano Group has been prepared in compliance with Article 154-ter of Legislative Decree 58/1998 and with the Listing Rules issued by Consob regulation no. 11971 of 14 May 1999 and subsequent amendments and integrations.
The financial, economic and capital data have been prepared in compliance with the disclosure and valuation requirements of the International Accounting Standards IAS/IFRS issued by the International Accounting Standards Board (IASB) and endorsed by the European Union.
The valuation criteria used to prepare the Financial Statements for the first quarter 2023 are the same as those used for the Consolidated Financial Statements for the full-year 2022, with the addition of the accounting standards endorsed by the European Union and applicable from 1 January 2023.
Please note that taxes are calculated by applying to the profit/(loss) before tax for the period the tax rate which would apply to the expected annual results. If the estimated effective tax rate does not give credible results, the income taxes are calculated by applying the tax rate and enacted regulations in the countries in which the Group operates to the estimated taxable income for the period.
The Consolidated Financial Statements have been prepared on the basis of the accounting situation at 31 March 2023 as approved by the Boards of Directors of the companies included in the area of consolidation and prepared by Group companies within the area of consolidation.
Please also note that the procedures used for estimates in preparing the Consolidated Interim Management Report at 31 March 2023 are the same as those typically used to prepare the Annual Consolidated Financial Statements.
The list of companies included in the scope of consolidation at 31 March 2023 is provided in Annex 1.
The Consolidated Interim Management Report is not subject to legal audit.
| Full year at 31/12/22 |
Consolidated Income Statement | 1st Quarter at 31/03/23 |
1st Quarter at 31/03/22 |
|||
|---|---|---|---|---|---|---|
| % | (Amounts in €'000) | % | % | |||
| 220,285 | 100 | Revenues from sales and services | 48,109 | 100 | 23,469 | 100 |
| 4,078 | 1.9 | Cost of materials | 694 | 1.4 | 463 | 2.0 |
| 110,159 | 50.0 | Cost of services | 25,986 | 54.0 | 14,046 | 59.8 |
| 1,246 | 0.6 | Costs for use of third party assets | 253 | 0.5 | 152 | 0.6 |
| 44,413 | 20.2 | Personnel expenses | 11,253 | 23.4 | 10,753 | 45.8 |
| 3,931 | 1.8 | Other operating expenses | 826 | 1.7 | 510 | 2.2 |
| 163,827 | 74.4 | Total operating costs | 39,012 | 81.1 | 25,924 | 110.5 |
| 4,135 | 1.9 | Other income | 713 | 1.5 | 704 | 3.0 |
| 466 | 0.2 | Results of equity-accounted companies | (919) | (1.9) | (709) | (3.0) |
| 2,656 | 1.2 | Allowance for doubtful accounts and other provisions | 20 | 0.0 | (95) | (0.4) |
| 58,403 | 26.5 | Operating result before adjustments to non-current asset values (EBITDA ) | 8,871 | 18.4 | (2,365) | (10.1) |
| 47,908 | 21.7 | Depreciation and amortisation | 13,088 | 27.2 | 11,836 | 50.4 |
| 1,276 | 0.6 | Adjustments to asset values | - | - | - | - |
| 9,219 | 4.2 | Operating result (EBIT) | (4,217) | (8.8) | (14,201) | (60.5) |
| ( 12,924) (5.9) | Financial income/(expenses) | (2,714) | (5.6) | (3,145) | (13.4) | |
| - | - | Valuation of financial assets | - | - | - | - |
| ( 3,705) | (1.7) | Profit/(loss) before income tax | (6,931) | (14.4) | (17,346) | (73.9) |
| 2,055 | 0.9 | Income tax | 1,138 | 2.4 | (4,379) | (18.7) |
| ( 5,760) | (2.6) | Profit/(loss) from continuing operations | (8,069) | (16.8) | (12,967) | (55.3) |
| - | - | Profit/(loss) from discontinued operations | 16,500 | 34.3 | - | - |
| ( 5,760) | (2.6) | Profit/(loss): | 8,431 | 17.5 | (12,967) | (55.3) |
| ( 5,599) | (2.5) | - attributable to the shareholders of the controlling entity | 8,500 | 17.7 | (12,898) | (55.0) |
| ( 161) | (0.1) | - attributable to non-controlling interests | (69) | (0.1) | (69) | (0.3) |

| (Amounts in €'000) | 31/03/23 | 31/12/22 |
|---|---|---|
| Goodwill | 95,036 | 95,036 |
| Intangible assets with a finite useful life | 14,589 | 15,195 |
| Right-of-use assets | 400,047 | 367,482 |
| Tangible fixed assets | 4,817 | 5,003 |
| Other non-current financial assets | 2,068 | 2,386 |
| Other non-current assets | 91,277 | 74,270 |
| Non-current assets | 607,834 | 559,372 |
| Inventory and contracts in progress | 4,463 | 3,144 |
| Trade and other receivables | 30,029 | 33,404 |
| Other assets | - | - |
| Current assets | 34,492 | 36,548 |
| Trade payables | 38,251 | 50,317 |
| Advances | 52,082 | 29,869 |
| Tax liabilities | 2,268 | 2,606 |
| Provisions for risks and charges and other current liabilities | 30,480 | 26,166 |
| Current liabilities | 123,081 | 108,958 |
| Net working capital (B - C) | (88,589) | (72,410) |
| Gross capital employed (A + D) | 519,245 | 486,962 |
| Employee benefit provisions | 7,635 | 7,763 |
| Provisions for risks and charges and other non-current liabilities | 4,233 | 4,233 |
| Non-current liabilities | 11,868 | 11,996 |
| NET CAPITAL EMPLOYED continuing operations (E - F) | 507,377 | 474,966 |
| NET CAPITAL EMPLOYED assets held for sale | - | (1,809) |
| TOTAL NET CAPITAL EMPLOYED (G + H) | 507,377 | 473,157 |
| covered by: | ||
| Equity attributable to the Group | 112,838 | 105,660 |
| Equity attributable to non-controlling interests | 464 | 533 |
| Total equity | 113,302 | 106,193 |
| Cash & cash equivalents | (109,690) | (112,623) |
| Current financial (assets)/liabilities | 75,098 | 71,989 |
| Non-current financial liabilities | 428,667 | 409,407 |
| Net financial debt continuing operations | 394,075 | 368,773 |
| Net financial debt assets held for sale | - | (1,809) |
| Net financial debt (TOTAL) | 394,075 | 366,964 |
| EQUITY AND NET FINANCIAL DEBT (I + L) | 507,377 | 473,157 |

At 31 March 2023, non-current assets totalled Euro 607,834 thousand compared to Euro 559,372 thousand at 31 December 2022. The increase of Euro 48,462 thousand relates to the balance between: Increases in rights of use on leased assets of Euro 44,007 thousand, capital expenditures of Euro 830 thousand, depreciation and amortisation of Euro 13,088 thousand, increases in deferred tax assets of Euro 24 thousand, changes in equity accounted investments of Euro 15,582 thousand, security deposits of Euro 2,354 thousand, decrease in tax consolidation receivables of Euro 955 thousand, decrease in hedging derivatives on loans of Euro 319 thousand, and other movements of Euro 27 thousand.
Net working capital went from Euro -72,410 thousand at 31 December 2022 to Euro -88,589 thousand at 31 March 2023.
The Euro -16,179 thousand change in this figure was due to the following:
At 31 March 2023, non-current liabilities totalled Euro 11,868 thousand compared to Euro 11,996 thousand at 31 December 2022.
Equity attributable to the Group at 31 March 2023 was Euro 112,838 thousand compared to Euro 105,660 thousand at 31 December 2022, a decrease of Euro 7,178 thousand due to the following:
Equity attributable to non-controlling interests was Euro 464 thousand at 31 March 2023 compared to Euro 533 thousand at 31 December 2022. The decrease of Euro 69 thousand is due to the loss for the period.
Information on the changes in financial assets and liabilities is given in the section on the financial position.

The Financial Reporting Officer, Andrea Maldi, in compliance with paragraph 2 of Article 154-bis of the Consolidated Finance Act, herewith declares that the accounting information in the present Interim Management Report is consistent with the company's official documents, books and accounting records.
*****

List of companies included in the consolidation area and other investments at 31 March 2023
| Shareholding % | |||||||
|---|---|---|---|---|---|---|---|
| Company name and registered office | Main activity | Share capital (000) (*) |
Group total |
Directly held by Fiera Milano |
Indirectly held through other Group companies |
Shareholding of Group companies % |
|
| A) Parent Company | |||||||
| Fiera Milano SpA | Organisation and hosting of | ||||||
| Milan, p.le Carlo Magno 1 | exhibitions in Italy | 42,445 | |||||
| B) Fully consolidated companies Fiera Milano Congressi SpA |
|||||||
| Milan, p.le Carlo Magno 1 | Management of congresses | 2,000 | 100 | 100 | 100 | Fiera Milano SpA | |
| Nolostand SpA | |||||||
| Milan, p.le Carlo Magno 1 | Stand fitting services | 7,500 | 100 | 100 | 100 | Fiera Milano SpA | |
| MADE eventi Srl | |||||||
| Rho (Milano), strada Statale del Sempione n. 28 | Organisation of exhibitions in Italy |
10 | 60 | 60 | 60 | Fiera Milano SpA | |
| Fiera Milano Brasil Ltda | 99.99 | Fiera Milano SpA | |||||
| São Paulo Brasil, Av. Angelica | Organisation of exhibitions outside of Italy |
R \$ 97,981 | 100 | 99.99 | 0.01 | 0.01 | Nolostand SpA |
| Fiera Milano Exhibitions Africa Pty Ltd Cape Town, The Terraces, Steenberg Office Park, Tokai |
Organisation of exhibitions outside of Italy |
ZAR 0.6 | 100 | 100 | 100 | Fiera Milano SpA | |
| C) List of jointly controlled companies equity-accounted | |||||||
| Hannover Milano Global Germany GmbH Hannover Germany, Messegelaende |
Organisation of exhibitions outside of Italy |
25 | 49 | 49 | 49 | Fiera Milano SpA | |
| Hannover Milano Fairs Shanghai Co. Ltd | Organisation of exhibitions | Hannover Milano | |||||
| Shanghai China, Pudong Office Tower | outside of Italy | USD 500 | 49 | 100 | 100 | Global Germany | |
| Hannover Milano Fairs China Ltd | Organisation of exhibitions | Hannover Milano Global Germany |
|||||
| Hong Kong China, Golden Gate Building | outside of Italy | HKD 10 | 49 | 100 | 100 | GmbH | |
| Hannover Milano Fairs India Pvt Ltd | Organisation of exhibitions | Hannover Milano Global Germany |
|||||
| East Mumbai, Andheri | outside of Italy | INR 274,640 | 48.99 | 99.99 | 99.99 | GmbH | |
| Hannover Milano Best Exhibitions Co., Ltd | Hannover Milano | ||||||
| Guangzhou China, West Tower, Poly World Trade Center | Organisation of exhibitions outside of Italy |
RMB 1,000 | 24.99 | 51 | 51 | Fairs Shanghai Co. Ltd |
|
| Hannover Milano XZQ Exhibitions Co., Ltd | Organisation of exhibitions | Hannover Milano Fairs Shanghai Co. |
|||||
| Shenzhen China | outside of Italy | RMB 100 | 29.40 | 60 | 60 | Ltd | |
| Ipack Ima Srl | Organisation of exhibitions in | ||||||
| Rho, S.S. del Sempione km 28 | Italy | 20 | 49 | 49 | 49 | Fiera Milano SpA | |
| Mico DMC S.r.l. | |||||||
| Milan, p.le Carlo Magno 1 | Destination management services |
10 | 51 | 51 | 51 | Fiera Milano Congressi SpA |
|
| Ge.Fi. SpA | |||||||
| Milano, v.le Achille Papa 30 | Organisation of exhibitions in Italy |
1,000 | 25 | 25 | 25 | Fiera Milano SpA | |
| Mi-View Srl | |||||||
| Milano, v.le Achille Papa 30 | Organisation of exhibitions in Italy |
10 | 25 | 25 | 100 | Ge.Fi.SpA | |
| Fiere di Parma SpA | Organisation of exhibitions in | ||||||
| Parma , v.le delle Esposizioni 393/a | Italy | 31,167 | 18.5 | 18.5 | 18.5 | Fiera Milano SpA | |
| D) List of companies accounted at cost | |||||||
| Comitato Golden Card | |||||||
| Cinisello Balsamo, viale Fulvio Testi 128 | Other activities | 3 | 33.33 | 33.33 | 33.33 | Fiera Milano SpA |
(*) Euro or other currencies as specifically indicated
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