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Garofalo Health Care

Quarterly Report May 14, 2021

4031_ir_2021-05-14_0bd47f12-7d2d-4d5b-a70a-750f4a01564a.pdf

Quarterly Report

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INTERIM FINANCIAL REPORT AT MARCH 31, 2021

Interim Financial Report at March 31, 2021

INFORMATION…………………………………………………………………………………………………………………….……………page 3 CALL NOTICE .........................................................................................................................................page 4 LETTER TO THE SHAREHOLDERS ...........................................................................................................page 5

CORPORATE BOARDS 4
1. METHODOLOGICAL NOTE 5
2. GROUP STRUCTURE 5
Overview of the Group's healthcare facilities 5
The Garofalo Healthcare Group 6
Group activities by sector 7
3. GHC GROUP FINANCIAL HIGHLIGHTS 9
3.1 2021 Consolidated Revenues Overview 10
3.2. 2021 Consolidated Costs Overview 10
3.3. 2021 Consolidated Operating EBITDA and Operating EBITDA Adjusted 10
3.4. 2021 Consolidated EBIT and EBIT Adjusted Overview 10
3.5. 2021 Consolidated net profit overview 10
4. GHC GROUP FINANCIAL HIGHLIGHTS – COMPARATIVE PRO-FORMA FIGURES 11
5. BALANCE SHEET AND FINANCIAL POSITION 12
5.1. Balance Sheet 12
5.2. Net Financial Position 13
6. INVESTMENTS 14
6.1 Recurring investments 14
6.2 Investments in new development equipment 14
a) C.M.S.R. - Philips Magnetic Resonance Imaging Model 3 Tesla "Ingenia Elition" 14
b) Villa Berica - Philips Magnetic Resonance Imaging Model 1.5 Tesla "Ingenia Ambition S" 14
c) Aesculapio - Philips Magnetic Resonance Imaging Model 1.5 Tesla "Prodiv CS Stellar" 14
d) C.M.S.R. - Siemens CARDIO CT 15
6.3 Investments in expansion assets 15
a) Expansion of Istituto Raffaele Garofalo 15
b) The Santa Marta Project (so-called "ex-school", today known as the "Villa Fernanda" Project) 15
c) Villa Garda expansion 16
7. COVID-19 OVERVIEW 16
8. MANAGEMENT AND CO-ORDINATION 17
9. SUBSEQUENT EVENTS 17
10. OUTLOOK 17
11. FINANCIAL STATEMENTS 18
12. DECLARATION OF THE EXECUTIVE OFFICER 22

Registered office of Garofalo Health Care S.p.A.

Piazzale Delle Belle Arti, n.6 – 00196 Rome (RM)

Legal details of Garofalo Health Care S.p.A.

Share capital approved Euro 31,570,000 (*)

Share capital subscribed and paid-in Euro 31,570,000(*)

Rome Company's Registration Office – Economic & Administrative Index No.: 947074

Tax Number: 06103021009

VAT Number: 03831150366

Website: http://www.garofalohealthcare.com

(*) enrolled in the Companies Register on January 26, 2021

CORPORATE BOARDS

BOARD OF DIRECTORS (*)

ALESSANDRO MARIA RINALDI Chairman MARIA LAURA GAROFALO Chief Executive Officer ALESSANDRA RINALDI GAROFALO Director CLAUDIA GAROFALO Director GIUSEPPE GIANNASIO Director GUIDO DALLA ROSA PRATI Director JAVIER DE LA RICA ARANGUREN Director GIANCARLA BRANDA Independent Director FRANCA BRUSCO Independent Director NICOLETTA MINCATO Independent Director FEDERICO FERRO-LUZZI Independent Director

CONTROL, RISKS AND SUSTAINABILITY COMMITTEE

FRANCA BRUSCO FEDERICO FERRO LUZZI NICOLETTA MINCATO

APPOINTMENTS AND REMUNERATION COMMITTEE

FEDERICO FERRO LUZZI FRANCA BRUSCO GIANCARLA BRANDA

BOARD OF STATUTORY AUDITORS (*)

SONIA PERON Chairperson FRANCESCA DI DONATO Statutory Auditor ALESSANDRO MUSAIO Statutory Auditor

ANDREA BONELLI Alternate Auditor MARCO SALVATORE Alternate Auditor

INDEPENDENT AUDIT FIRM

EY S.P.A.

GENERAL MANAGER(**)

UMBERTO SURIANI

EXECUTIVE OFFICER FOR (***) FINANCIAL REPORTING

DANILO BARLETTA

(*) Appointed by the Shareholders' Meeting of April 30, 2021.

(**) Appointed by the Board of Directors on March 1, 2021, with effect from May 1, 2021

(***) Appointed by the Board of Directors on April 30, 2021

1. METHODOLOGICAL NOTE

This Interim Report was drawn up according to Article 82-ter of the Issuers' Regulation, adopted with motion No. 11971 of May 14, 1999, introduced on the basis of Article 154-ter, paragraphs 5 and 6 of the Consolidated Finance Act ("CFA"). Therefore, the provisions of the international accounting standard covering interim reporting (IAS 34 "Interim Financial Reporting") were not adopted. All amounts are expressed in thousands of Euro, unless otherwise stated.

The publication of the Interim Report at March 31, 2021 is covered by the Stock Exchange Regulation and, in particular, Article 2.2.3, paragraph 3 of the Regulation.

The accounting standards used by the Group are the International Financial Reporting Standards, endorsed by the European Union ("IFRS") and in application of Legislative Decree No. 38/2005 and the other CONSOB financial statements provisions. The accounting policies and consolidation principles adopted are the same as those utilised for the 2020 Consolidated Annual Financial Statements to which reference should be made.

The Interim Report at March 31, 2021 was approved by the Board of Directors on May 14, 2021.

2. GROUP STRUCTURE

Overview of the Group's healthcare facilities

The GHC Group is an Italian accredited private healthcare leader operating, at March 31, 2021, through 25 healthcare clinics, in addition to four clinics owned by Il Fiocco S.c.a.r.l., held 40% by GHC through the subsidiary Fi.d.es Medica S.r.l., offering a comprehensive range of services covering all areas of healthcare thanks to diversified specialties, the use of cutting-edge technologies and highly-qualified personnel.

The Group operates in regions of northern and central Italy that have been selected as attractive in terms of: i) per capita health spending, ii) above-average per capita income for Italy; iii) sound financial health of the Regional Health Service; and iv) internal transport infrastructure.

Between the IPO and March 31, 2021, the Group executed its acquisition-led growth strategy, with the acquisition of seven new clinics, as well as acquisitions of further minority holdings of existing subsidiaries (Casa di Cura Prof. Nobili and Villa Garda, now 100% owned), as set out below.

(1) For a total of 95.35% of the share capital and 98.8% of voting rights, considering the treasury shares held by Casa di Cura Prof. Nobili (2) On 15.01.2020, GHC further increased its holding to 99.22% of voting rights

(3) Acquisition made by the subsidiary Hesperia Hospital

The Garofalo Healthcare Group

The chart below shows the GHC Group's structure at March 31, 2021, including the equity interest held by Garofalo Health Care S.p.A. (hereinafter also "GHC" or the "Company" or the "Parent Company" or the "Holding Company") in each of the subsidiaries:

Group activities by sector

The Group operates by means of a single business unit in the following sectors(1) :

"Hospital Sector", which may be broken down into the acute, post-acute and outpatient services segments: and

• "Social Services and Dependency Care Sector", which can be divided into two segments - residential recovery and district outpatient services.

The following table breaks down the main specialties provided by the Group by sector and segment.

HOSPITAL DEPENDENCY
CARE
ACUTE POST-ACUTE OUTPATIENT SERVICES Residential ADMISSIONS DISTRICT OUTPATIENT
SERVICES
RECOVERY LONG-TERM
HOSPITALISATION
REHABILITATION
Wide range of
specialisations in
acute patient
therapy, including:
Long-term
hospitalisations
for patients
suffering from:
Rehabilitation
treatments,
including:
Outpatient services,
consultations and
diagnostic services,
including:
Assistance and treatment
of specific conditions,
including:
Outpatient services,
consultations and
diagnostic services
provided by non-clinical
facilities, including:
-Cardiac Surgery -Disabling chronic Cardiology -Doppler
echocardiogram
-Severe disabilities -Doppler echocardiogram
-Cardiology (clinical
and interventional)
conditions -Neurology -Holter test -Patients with LIS (Locked
in Syndrome) or with
-Holter test
-Orthopaedics -Neuromotor -Doppler vascular
ultrasound
amyotrophic lateral
sclerosis in the terminal
phase (NAC Departments -
-Doppler vascular
ultrasound
-Diabetology -Nutritional -Myocardial perfusion
imaging
High Chronic Neurological
Complexity Unit)
-Myocardial perfusion
imaging
-Urology -Subacute
conditions after a
-Respiratory -CT -Complex disabilities, -CT
-Otorhinolaryngology previous acute
hospitalisation
that require
treatment be
-Ultrasound mainly motor or clinical
assistance and functional
(Healthcare Assistance
-Ultrasound
-General surgery continued for a
certain period of
time in a
-Resonance Continuity) -Resonance
-Vascular Surgery protected
environment, in
order to achieve a
-Nuclear medicine -Patients with severe
acquired brain injury
disabilities (PVS
-Nuclear medicine
-Gynaecology full recovery or to
stabilise their
condition
-Laboratory analyses Departments - Persistent
Vegetative States)(1)
-Laboratory analyses
- Outpatient dialysis -Psychiatric disorders and
disorders related to the
use of psychoactive
substances
- Occupational medicine
- PET-CT
- Dental services

(1) It should be noted that the various types of assistance are classified as belonging either to the Hospital Sector or the Social Services and Dependency Care Sector depending on legislation and the specific region at hand. In particular, assistance provided to patients with disabilities deriving from severe acquired brain injuries (SVP Departments - such as persistent vegetative states) belongs to the Hospital Sector in Tuscany, and the Social Services and Dependency Care Sector in Liguria and Piedmont. In addition, long-term residential care in Lazio, Tuscany, Emilia-Romagna, Veneto and Piedmont belongs to the Hospital Sector, while in Liguria it belongs to the Social Services and Dependency Care Sector.

The 25 clinical facilities comprising the Garofalo Health Care Group as at March 31, 2021, along with the Regions in which they are based and the sectors in which they operate, are described below.

Nr. Nr. N. legal entities (legal Sector
Italian regions Reporting Entities
(16)
Clinics
(25)
persons)
(22)
Hospital Social /
Dependency Care
The Veneto Villa Berica
٠
CMSR Veneto Medica
٠
Sanimedica
٠
Villa Garda
٠
Centro Medico S. Biagio (1)
٠


Lombardy • XRay One $\mathbf{1}$ $\mathbf{1}$
Friuli Venezia-Giulia Centro Medico Università Castrense
٠
$\mathbf{1}$ 1
Piedmont Eremo di Miazzina
٠
$\overline{2}$ 1
Emilia Romagna Hesperia Hospital
٠
Aesculapio
٠
Casa di Cura Prof. Nobili
٠
Poliambulatorio Dalla Rosa Prati
۰
Ospedali Privati Riuniti
٠



Tuscany Rugani Hospital
٠
$\mathbf{1}$ 1
Liguria Fides Group (2) $8^{(3)}$ $6^{(4)}$
Lazio Villa Von Siebenthal 1 1

3. GHC GROUP FINANCIAL HIGHLIGHTS

The Q1 2021 results - although partly impacted by the activities in support of the Public system, affecting the full use of the production capacity and a completely orderly and efficient operating scheduling - indicate substantial recovery both in terms of revenues and Op. EBITDA on the same period of the previous year. 2020 was in fact shaped, from the month of March, by the restrictions on healthcare activities by the Local and Domestic Authorities to combat the spread of the virus.

The operating performance indicators for Q1 2021 compared with the same period of 2020 are presented below.

It should be noted that data for Q1 2021, in comparison to 2020, includes the contribution from X Ray One s.r.l., a clinic acquired in July 2020.

Consolidated figures 2021 2020 2021 vs 2020
Euro '000 % Euro '000 % Euro '000 %
Revenues 60,379 100.0% 49,979 100.0% 10,400 20.8%
Total operating costs (excl. non-core costs) (49,781) -82.4% (41,958) -84.0% (7,823) 18.6%
Op. EBITDA Adjusted 10,598 17.6% 8,021 16.0% 2,577 32.1%
Non-core costs (Adjustments) (883) -1.5% - 0.0% (883) 0.0%
Operating EBITDA 9,715 16.1% 8,021 16.0% 1,694 21.1%
Amortisation, depreciation & write-downs (3,121) -5.2% (2,741) -5.5% (380) 13.9%
Impairments and other provisions (248) -0.4% (30) -0.1% (217) 716.6%
EBIT 6,345 10.5% 5,249 10.5% 1,096 20.9%
EBIT Adjusted 7,229 12.0% 5,249 10.5% 1,979 37.7%
Net financial charges (646) -1.1% (616) -1.2% (30) 4.8%
Profit before taxes 5,700 9.4% 4,634 9.3% 1,066 23.0%
Profit before taxes Adjusted 6,583 10.9% 4,634 9.3% 1,950 42.1%
Income taxes (1,415) -2.3% (1,397) -2.8% (18) 1.3%
Net profit 4,285 7.1% 3,237 6.5% 1,049 32.4%
Group net profit 4,284 7.1% 3,236 6.5% 1,049 32.4%
Minority interests 1 0.0% 1 0.0% 0 11.3%

3.1 2021 Consolidated Revenues Overview

GHC consolidated revenues in Q1 2021 amounted to Euro 60,379 thousand, up 20.8% on Euro 49,979 thousand in 2020.

The revenue growth of Euro 10,400 thousand is mainly due to recovering productivity and particularly the fact that the COVID-19 pandemic did not have a significant impact in the quarter, as was the case in Q1 2020 due to the suspension of outpatient and hospital activities (in March), in addition to the contribution of XRay One, acquired in July of the previous year, of Euro 1,862 thousand.

The revenue increase benefited in addition from: (i) for Euro 494 thousand the partial co-payments by the National Health Service to absorb the higher personnel costs from the renewal of the National Collective Bargaining Agreement from July of the previous year; (ii) for Euro 560 thousand the partial reimbursement of the additional COVID costs2 incurred by the Group.

3.2. 2021 Consolidated Costs Overview

Consolidated operating costs in 2021, net of non-recurring and non-core business costs of Euro 883 thousand, totalled Euro 49,781 thousand, increasing Euro 7,823 thousand from Euro 41,958 thousand in 2020 (+18.6%). Non-recurring costs principally concern the charges incurred (net of the reimbursements) by the Group companies to combat the COVID-19 emergency, which in Q1 2021 amounted to approx. Euro 847 thousand.

The increase in production costs in Q1 2021 is mainly related both to higher production volumes and also personnel costs of approx. Euro 820 thousand, due to the renewal of the National Collective Bargaining Agreement for nonmedical employees of the private healthcare facilities from the second half of the previous year, which did not impact the Q1 2020 costs.

3.3. 2021 Consolidated Operating EBITDA and Operating EBITDA Adjusted

In terms of margins, Consolidated Operating EBITDA Adjusted(3) was Euro 10,598 thousand, up 32.1% on Euro 8,021 thousand in the previous year. The contribution of XRay One was Euro 535 thousand in Q1 2021.

Operating EBITDA Adjusted2021 was impacted, in comparison with the previous quarter, by the net impact (increased costs over NHS co-payments) of Euro 326 thousand for the higher charges deriving from the renewal of the National Collective Bargaining Agreement previously mentioned. Overall, the Group's Q1 2021 Operating EBITDA Adjusted margin was 17.6%, up on 16.0% in the previous year.

3.4. 2021 Consolidated EBIT and EBIT Adjusted Overview

EBIT Adjusted in 2021 was Euro 7,229 thousand, up Euro 1,979 thousand on Euro 5,249 thousand in 2020 (37.7%).

This result reflects amortisation, depreciation and write-downs for Euro 3,121 thousand, up Euro 380 thousand on 2020, mainly due to the change in scope during the period, as well as impairments and other provisions for Euro 248 thousand, up Euro 217 thousand on 2020. The increase in provisions is mainly due to the combined effect of the following factors (i) reduction of healthcare risks for approx. Euro 141 thousand (excess of releases over accruals); (ii) increase in the accruals for Local Healthcare Authority (ASL) risks for approx. Euro 230 thousand, mainly due to the differing regional tariffs against the single tariff, a divergence that widened as a result of certain regional provisions last year; (iii) the decrease in releases on doubtful debt provisions for approx. Euro 120 thousand.

3.5. 2021 Consolidated net profit overview

The Net profit was Euro 4,285 thousand, an increase of Euro 1,049 thousand on Euro 3,237 thousand in 2020.

This figure takes account of net financial charges for Euro 646 thousand, up Euro 30 thousand on 2020 (mainly due to the acquisition of XRay One by the Company in the previous year which was partly financed by new financial debt) and by taxes totalling Euro 1,415 thousand, in line with Q1 2020.

{2}One-off costs incurred by the Group to tackle the COVID-19 emergency and concerning expenses for Personnel Protective Equipment ("PPE"), swabs / tests, the preparation and management of triage areas and the dedicated distancing pathways.

(3) This indicator adjusts Operating EBITDA for non-recurring costs not relating to the core business

4. GHC GROUP FINANCIAL HIGHLIGHTS – COMPARATIVE PRO-FORMA FIGURES

In order to ensure sufficient comparability of company results for Q1 2021 with the same period of the previous year, the Pro-Forma(4) figures for 2020 were also presented below, i.e. including the acquisition of XRay One (on July 23, 2020) retroactively to January 1, 2020.

Consolidated figures 2021 2020 2021 vs 2020
Euro '000 % Euro '000 % Euro '000 %
Revenues 60,379 100.0% 51,624 100.0% 8,755 17.0%
Total operating costs (excl. non-core costs) (49,781) -82.4% (43,056) -83.4% (6,725) 15.6%
Op. EBITDA Adjusted 10,598 17.6% 8,568 16.6% 2,030 23.7%
Non-core costs (Adjustments) (883) -1.5% - 0.0% (883) 0.0%
Operating EBITDA 9,715 16.1% 8,568 16.6% 1,147 13.4%
Amortisation, depreciation & write-downs (3,121) -5.2% (2,940) -5.7% (181) 6.2%
Impairments and other provisions (248) -0.4% (30) -0.1% (217) 716.6%
EBIT 6,345 10.5% 5,597 10.8% 748 13.4%
EBIT Adjusted 7,229 12.0% 5,597 10.8% 1,631 29.1%
Net financial charges (646) -1.1% (690) -1.3% 44 -6.4%
Profit before taxes 5,700 9.4% 4,908 9.5% 792 16.1%
Profit before taxes Adjusted 6,583 10.9% 4,908 9.5% 1,676 34.1%
Income taxes (1,415) -2.3% (1,446) -2.8% 32 -2.2%
Net profit 4,285 7.1% 3,461 6.7% 824 23.8%
Group net profit 4,284 7.1% 3,460 6.7% 824 23.8%
Minority interests 1 0.0% 1 0.0% 0 11.3%

Reference should be made to the previous paragraph for the changes in the main performance indicators, which includes the contribution of X Ray One s.r.l.

(4) These Pro-Forma statements are drawn up on a voluntary basis and are not according to procedures agreed with the independent audit firm as per the International Standard of Related Services ("ISRS") 4400 issued by the IAASB.

5. BALANCE SHEET AND FINANCIAL POSITION

5.1. Balance Sheet

A breakdown of the Group's condensed consolidated balance sheet at March 31, 2021 and December 31, 2020 is provided below.

Consolidated figures 2021 2020 ∆ vs 2020
Uses March December Euro '000
Goodwill 54,438 54,438 0
Intangible and tangible assets 301,402 300,261 1,141
Financial assets 5,752 1,164 4,588
I Fixed capital 361,591 355,862 5,730
Trade Receivables 63,405 61,411 1,995
Inventories 3,765 3,487 278
Trade payables (37,818) (35,857) (1,961)
Net Operating Working Capital 29,352 29,040 312
Other assets/liabilities (18,245) (18,243) (3)
II Net Working Capital 11,107 10,798 309
Net deferred taxes (42,960) (42,647) (313)
Provisions (22,369) (23,099) 730
III Total Uses (NET CAPITAL EMPLOYED) 307,369 300,914 6,456
IV Net financial debt 58,568 97,691 (39,123)
Minority interest shareholders' equity 68 66 1
Group shareholders' equity 248,734 203,155 45,579
V Shareholders' Equity 248,802 203,222 45,580
VI Total Sources of Funds 307,369 300,912 6,457

Fixed capital at March 31, 2021 amounted to Euro 361,591 thousand, an increase of Euro 5,730 thousand on December 31, 2020. This increase concerns "Intangible and tangible assets" of Euro 301,402 thousand at March 31, 2021, with a net increase of Euro 1,141 thousand, due to net investments in the period of approx. Euro 4,186 thousand and amortisation and depreciation in the period of Euro 3,045 thousand. At March 31, 2021, the fixed capital rose due to the increase in financial assets for approx. Euro 4,600 thousand, due to the advance paid in February 2021 for the acquisition of Clinica San Francesco, completed on April 9, 2021.

Net working capital at March 31, 2021 increased on December 31, 2020 by Euro 309 thousand, substantially due to the change in inventories. The movement in receivables, due to the controls by the Local Health Authorities (ASL's) focused in the first quarter of each year and related to the previous year and already get back, is substantially absorbed by a similar increase in trade payables.

Provisions reduced compared to December 31, 2020 by Euro 730 thousand, due to: (i) decrease in the Postemployment benefit provision for Euro 556 thousand (ii) decrease in the provisions for risks for Euro 174 thousand. Specifically, the movement in the provisions for risks is due to the following combined effects: (i) provisions for Local Health Authority (ASL) risks for Euro 336 thousand, stemming from the tariff differences in certain regions against the single national tariff (ii) decrease of Euro 103 thousand due to the excess of releases over accruals for healthcare lawsuits (iii) utilisations for Local Health Authority (ASL) risks and healthcare lawsuits for a total of Euro 380 thousand (iv) net use of other provisions for Euro 27 thousand.

The net financial debt decreased Euro 39,123 thousand compared to December 31, 2020. This benefit was substantially due to the share capital increase of Euro 41,820 thousand on January 21, 2021, through the accelerated book building procedure and the cash generated by operating activities, partly absorbed by investments executed in Q1, in addition to the advance paid for the acquisition of Clinica San Francesco di Verona.

Group shareholders' equity increased on December 31, 2020 by Euro 45,579 thousand, mainly due to the share capital increase, as indicated previously, and the net profit for the period.

5.2. Net Financial Position

Net financial debt was calculated according to the approach outlined in ESMA/2013/319 and Consob Communication No. DEM/6064293 of July 28, 2006. A breakdown of the composition for the periods ending March 31, 2021 and December 31, 2020 is provided below.

Consolidated figures 2021 2020 ∆ vs 2020
Euro '000 Euro '000 Euro '000
A Cash 237 140 96
B Cash and cash equivalents 64,138 24,670 39,468
C Securities held-for-trading 41 41 -
D Liquidity (A) + (B) + (C) 64,415 24,851 39,564
E Current financial receivables 37 88 - 52
F Current bank payables 11,540 12,179 - 639
G Current portion of non-current debt 16,361 16,894 - 533
H Other current financial payables 3,807 3,709 98
I Current debt (F)+(G)+(H) 31,707 32,782 - 1,074
J Net current financial debt (I) - (E) – (D) - 32,745 7,843 - 40,587
K Non-current bank payables 69,658 68,067 1,591
L Bonds issued - - -
M Other non-current liabilities 21,397 21,456 - 59
N Derivative financial instrument liabilities - non-current 257 326 - 68
O Non-current financial debt (K) + (L) + (M) + (N) 91,312 89,848 1,464
P Net financial debt (J) + (O) 58,568 97,691 - 39,123

6. INVESTMENTS

6.1 Recurring investments

During 2021, the Group undertook investments in property, plant and equipment and intangible assets of a recurring nature. These were designed to support the production capacity of the Group's healthcare facilities and implement technological and the functional upgrades to medical devices and equipment that are essential in maintaining high quality standards in the services offered to patients.

6.2 Investments in new development equipment

In addition to that above, in 2021 GHC continued in the implementation of the investment plan already approved in 2020, dedicated in particular to new very latest generation machinery and technology, partly to fully tap into all development opportunities from the growing need for healthcare and heightened by the COVID-19 emergency. We report below on some of the particularly significant investments.

a) C.M.S.R. - Philips Magnetic Resonance Imaging Model 3 Tesla "Ingenia Elition"

This equipment, in addition to the existing technology (2 magnetic resonance 1.5 Tesla, 1 joint MRI and 1 CT scan), which can be used for research purposes, meets the increasing demand for health services, while also improving demand from outside the region for NHS and private services.

By leveraging the advantages of digital technology in terms of quality and speed, it is the latest evolution of 3 Tesla MRI systems and is marked not only by the high quality of the images, but also by the speed of performing examinations. This makes it the equipment of choice for exploring various areas of the body, particularly in terms of neurology, to diagnose many central nervous system diseases such as some forms of dementia, and to support the study of epilepsy and multiple sclerosis. The power of the 3 Tesla magnetic field and the technological solutions used can also be exploited to improve the diagnostic accuracy in the evaluation of many diseases of the heart, for the indepth study of lesions of the breast and urogenital system, in particular in the diagnosis, staging and monitoring of prostate cancer

The equipment was delivered and installed and has been fully operational since the beginning of 2021.

b) Villa Berica - Philips Magnetic Resonance Imaging Model 1.5 Tesla "Ingenia Ambition S"

This equipment represents a significant improvement in quality and quantity over its previous configuration. The new MRI, in fact, unlike traditional 1.5 Tesla MRIs, is equipped with a revolutionary technology which ensures highest level MRI's, which are faster and more comfortable for the patient, while also more environmentally friendly as "helium free".

The equipment was delivered and installed and has been fully operational since the beginning of 2021.

c) Aesculapio - Philips Magnetic Resonance Imaging Model 1.5 Tesla "Prodiv CS Stellar"

This equipment provides high-quality examinations and positions Aesculapio as the only accredited private outpatient clinic in the province of Modena with this technology. This expansion project includes: (i) the installation of the new MRI described above on the ground floor together with a 64-slice General Electric CT scanner from the CMSR facility in Altavilla Vicentina and (ii) the construction of five medical clinics and a space for rehabilitation activities.

During 2021, work continued on the expansion and renovation of the warehouse area and the preparation of all equipment in order to subsequently proceed with the installation and start-up of the new MRI machine.

d) C.M.S.R. - Siemens CARDIO CT

This equipment represents excellence in instrumentation used for cardiovascular examinations. It has a dual radiogenic source and a high rotation speed that allows the examination to be done without lowering the patient's heart rate and therefore without the need for medication. Moreover, it has very high fidelity image reproduction, able to provide, in a short time, a 3D reconstruction of the organ perfectly corresponding to a "live" shot.

In early 2021, preparatory work began for the installation of the machine, which is scheduled to enter into service during the second quarter.

6.3 Investments in expansion assets

During 2021 the Group also undertook investments in non-current assets of a non-recurring nature within the framework of long-term development and expansion projects designed to increase production capacity and diversify the type of services offered. A short description of these investments follows.

a) Expansion of Istituto Raffaele Garofalo

On July 11, 2018, Eremo di Miazzina s.r.l., the company that owns the L'Eremo di Miazzina facility and Istituto Raffaele Garofalo, both located in the region of Piedmont, was awarded, in an execution procedure, title to a property adjacent to Istituto Raffaele Garofalo, located in Gravellona Toce (VB), previously used as a shopping centre but to be renovated appropriately and used to expand hospital rehabilitation service, in addition to expanding and diversifying accredited specialist outpatient services, currently offered at Istituto Raffaele Garofalo. This will not only permit Istituto Raffaele Garofalo to meet the legal minimum of 60 beds required to maintain independent accreditation with the Regional Health Service, while taking advantage of its location in an area without healthcare services, but will also allow L'Eremo di Miazzina to focus on offering dependency care services and long-term hospital care by exploiting its location in an area with peculiar climatic and therapeutic conditions. On September 5, 2018 the Court of Verbania rendered an order transferring the title to the above property following the payment of the balance of the price by Eremo di Miazzina s.r.l. for a total of Euro 3.7 million. In December 2018 Eremo di Miazzina S.p.A. entered into full possession of the new property and commenced the process of preparing for renovations.

The above expansion project involved investments primarily relating to the purchase and renovation of the property, i.e. the planning and execution of the work, furniture and fittings and the fitness for use and accreditation procedure.

In January 2021, a meeting of the Municipal Council was held which approved the aforementioned draft convention and determined the urbanisation charges to be paid before the construction permit is awarded.

During 2021, the building works planned at the facility continued while waiting for the PDC of the other interventions to be released.

In February 2021, following the inspection, the Commission for the Supervision of Private Health Facilities positively assessed the Project, which was then forwarded to the competent regional authorities.

On February 8, 2021, the Department of Prevention S.O.C. Public Hygiene and Healthcare issued a favourable sanitary report.

b) The Santa Marta Project (so-called "ex-school", today known as the "Villa Fernanda" Project)

By preliminary deed dated December 6, 2017, the subsidiary Ro. E. Mar S.r.l. had committed to acquire title to a building located in Genoa that had been used as a school in order to relocate to this property, following appropriate renovation, the activities carried out at the Santa Marta facility in Genoa and, once the transfer to the new facility is complete, to modernize the existing facility to offer care on a private basis only, i.e. with costs billed to patients. The new facility will house 70 beds, while the existing clinic will have 16 fewer total beds in order to improve the overall efficiency of the clinics. The purchase of the building to be used as a new social-care facility was finalised on December 24, 2018.

On October 21, 2020 the Municipality of Genoa, by order No. 498, authorised the transfer of the "Santa Marta" protected residence to the new "Villa Fernanda" clinic. The transfer was carried out and completed on November 11, 2020, in full compliance with all safety regulations.

Due to the logistical-infrastructural restrictions arising as a result of the pandemic, 66 beds are currently available for use (of a total capacity of 70).

At the same time, once the so-called "ex-Santa Marta" building had been vacated, work began on the design of the new building. Inspections and technical checks were carried out on structural elements of the building, as well as aspects related to fire regulations.

In April 2021, the contract for the renovation works was signed, resulting in the start-up of the building site and of works, which should be completed in 2021.

c) Villa Garda expansion

This investment foresees the expansion of the facility through new construction. The expansion of the buildings was undertaken in order to benefit fully from the increase of 10 accredited beds approved by the Veneto Regional Council with Regional Council Motion No. 614 of May 14, 2019. The expansion works will also allow Villa Garda to offer more single rooms, which will be made available especially to the most vulnerable patients, offering them greater comfort and assistance. During the first quarter of 2021, expansion work continued on the new construction.

The investment also covers the extension of the Aula Magna to accommodate conferences and medical congresses, construction of a number of underground rooms to be used for storage, and renovation of the external façades of the two main pavilions. In 2021, the Aula Magna extension was completed, while work on the basement rooms and the renovation of the façades is still on-going.

7. COVID-19 OVERVIEW

The contents of the disclosure below take due account of the indications provided by Consob in the attention call No. 1 of February 16, 2021, concerning "COVID 19 - attention call on financial reporting" as well as the recommendations provided by ESMA in the public statement "Implications of the COVID-19 outbreak on the half-yearly financial Reports" of May 20, 2020.

In the first quarter of the year, in view of the continued partial difficulties related to the COVID-19 virus, it is noted that all GHC Group clinics continued to provide support to the public healthcare system, managing at the same time not to significantly limit its operations. Specifically:

  • the Casa di Cura Prof. Nobili, Rugani Hospital and l'Eremo di Miazzina, in collaboration with the relevant healthcare service, maintained wards dedicated to COVID-19 patients emerging from the acute phase, but still testing positive for the virus. These were equipped with 30, 10, and 32 beds, respectively;
  • Ospedali Privati Riuniti di Bologna continued to support the public system, also providing a ward dedicated to COVID patients. In addition to this, the Rizzoli Orthopaedic Institute made available operating room sessions for orthopaedic surgery at its facility in Villa Regina;
  • During the reporting period, Hesperia Hospital continued its support to the public system of recent months and also made available to the Policlinico and Modena local health authority weekly operating room sessions for Oncological Senology procedures and for orthopaedic procedures. It also made available 14 general practice beds.
  • Villa Berica in January made available a 14-bed ward dedicated to COVID patients, then closed in February.

The GHC Group Q1 2021 consolidated results - although partly impacted by the activities in support of the Public system, affecting the full use of the production capacity and an entirely orderly and efficient operating scheduling indicate substantial recovery in productivity on the same period of the previous year.

With reference to the Q1 2021 income statement, COVID-19 resulted at consolidated level in one-off costs ("additional COVID costs") for Personnel Protective Equipment ("PPE"), swabs / tests, the preparation and management of triage areas and the dedicated distancing pathways, only in part reimbursed by the local health authorities.

With reference to the Q1 2021 balance sheet, Covid 19 resulted at consolidated level in the recognition to GHC clinics as a result of the COVID-19 emergency by the main Regions in which the Group operates of a monthly advance of between 80% and 100%, according to each individual case, of the agreed regional and extra-regional production for the previous year or that of the budget agreement. At March 31, 2021, these advances amounted to Euro 8.0 million. There were no delays in collections due to COVID-19.

8. MANAGEMENT AND CO-ORDINATION

Garofalo Health Care S.p.A is not subject to direction and co-ordination by another entity. Garofalo Health Care S.p.A is responsible for direction and co-ordination of all its subsidiaries.

9. SUBSEQUENT EVENTS

Acquisition of Clinica S. Francesco di Verona - April 2021

On February 24, 2021, GHC S.p.A. signed binding agreements for the acquisition of 100% of the share capital of Clinica S. Francesco di Verona on April 9, 2021, a top international clinic and a National Health System accredited leading European robotic orthopaedic surgery centre. The transaction stipulates also the acquisition of all real estate assets from the company Epifarm s.r.l.. The Clinic, highly synergetic with other Group clinics, strengthens the major technological development undertaken by GHC. Acquisition includes a Diagnostic Center with latest generation equipment and all clinical buildings. The Clinic reported revenues of Euro 32 million in 2019 and pre-synergy adjusted EBITDA of approx. Euro 7 million, with margin of 22% - higher than Group average. The Enterprise Value of the transaction is Euro 59.5 million, with an Equity Value of Euro 46.6 million.

10. OUTLOOK

Garofalo Healthcare S.p.A. ordinary shares were granted admission by Borsa Italiana to trading on the STAR segment on March 18, 2021, with effect from March 25, 2021.

This marks a natural progression from the IPO and particularly has increased the free float, bringing in new topstanding domestic and overseas investors to continue the acquisition-led growth and tap into the current healthcare sector M&A opportunities to establish even greater economies of scale.

In April 2021 the Company reported Revenues in line with the same period of 2019, a year which was not affected by the Covid emergency, despite the still uncertain general operating environment. The foreseeable outlook for the next months of the current year will be largely influenced by the speed and outcome of the ongoing vaccination campaign aimed at containing and ultimately eradicating the Covid-19 pandemic. However, GHC Group remains focused on its growth project based both on external-led growth through M&A and organic growth thanks to investments in stateof-the art equipment, with the aim to increase the quality of the qualitative standard and provide excellent healthcare services capable to respond to the growing healthcare needs, further accentuated by the effects of the pandemic.

11. FINANCIAL STATEMENTS

BALANCE SHEET

For the period
ended
March 31
For the period
ended
December 31
in thousands of Euro 2021 2020
Goodwill 54,438 54,438
Other intangible assets 140,149 140,128
Property, plant and equipment 160,299 159,169
Investment property 953 963
Equity investments 928 928
Other non-current financial assets 4,824 236
Other non-current assets 1,110 1,199
Deferred tax assets 4,893 5,140
TOTAL NON-CURRENT ASSETS 367,595 362,200
Inventories 3,765 3,487
Trade receivables 63,404 61,411
Tax receivables 4,816 4,995
Other receivables and current assets 4,350 2,822
Other current financial assets 77 129
Cash and cash equivalents 64,374 24,810
TOTAL CURRENT ASSETS 140,786 97,654
TOTAL ASSETS 508,381 459,855
For the period
ended
March 31
For the period
ended
December 31
in thousands of Euro 2021 2020
Share capital 31,570 28,700
Legal reserve 394 394
Other reserves 212,486 162,280
Group Net Profit 4,284 11,781
TOTAL GROUP SHAREHOLDERS' EQUITY 248,734 203,155
Capital and reserves of non-controlling interests 66 63
Minority interest result 1 3
TOTAL SHAREHOLDERS' EQUITY 248,801 203,222
Employee benefits 10,498 11,054
Provisions for risks and charges 11,870 12,045
Non-current financial payables 91,055 89,522
Other non-current liabilities 360 360
Deferred tax liabilities 47,853 47,787
Derivative financial instrument liabilities - non-current 257 326
TOTAL NON-CURRENT LIABILITIES 161,894 161,094
Trade payables 37,818 35,857
Current financial payables 31,707 32,782
Tax payables 2,416 1,403
Other current liabilities 25,744 25,498
TOTAL CURRENT LIABILITIES 97,686 95,538
TOTAL LIABILITIES 259,580 256,632
TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 508,381 459,855

INCOME STATEMENT

For the period ended March 31
in thousands of Euro 2021 2020
Revenues from services 59,308 49,647
Other revenues 1,071 332
TOTAL REVENUES 60,379 49,979
Raw materials and consumables 8,672 6,919
Service costs 24,805 20,914
Personnel costs 14,308 11,719
Other operating costs 2,878 2,406
Amortisation, depreciation & write-downs 3,121 2,741
Impairments and other provisions 248 30
TOTAL OPERATING COSTS 54,033 44,729
EBIT 6,345 5,249
Financial income 36 (4)
Financial charges (682) (611)
TOTAL FINANCIAL INCOME AND CHARGES (646) (616)
PROFIT BEFORE TAXES 5,700 4,634
Income taxes 1,415 1,397
NET PROFIT FOR THE YEAR 4,285 3,237
Attributable to:
Group 4,284 3,236
Minority interests 1 1

CASH FLOW STATEMENT

In Euro thousands March
2021 2020
OPERATING ACTIVITIES
Profit for the period 4,285 3,237
Adjustments for:
- Amortisation and depreciation 3,046 2,741
- Provisions for employee benefit liabilities 170 106
- Provisions for risks and charges 248 185
- Doubtful debt provision 76 -
- Change in other non-current assets and liabilities 88 78
- Net change in deferred tax assets and liabilities 212 340
- Payments for employee benefits (336) (331)
- Payments for provisions for risks and charges (423) -
Changes in operating assets and liabilities:
(Increase) decrease in trade and other receivables (2,071) 2,565
(Increase) decrease in inventories (278) (360)
Increase (decrease) in trade and other payables 1,961 (4,584)
Other current assets and liabilities (14) (1,911)
NET CASH FLOW FROM OPERATING ACTIVITIES (A) 6,964 2,066
CASH FLOW FROM INVESTING ACTIVITIES
Investments in intangible assets (110) (97)
Investments in tangible assets (4,244) (1,824)
(Investments)/disposals in financial assets (4,600) -
Sale of tangible assets 133 3
CASH FLOW ABSORBED BY INVESTING ACTIVITIES (B) (8,822) (1,917)
CASH FLOW FROM FINANCING ACTIVITIES
Issue of medium/long term loans 4,700 2,477
Repayment of medium/long-term loans (3,727) (1,258)
Issue/(repayment) of short-term loans (639) (120)
Change in other non-current financial payables - (2,280)
Share capital increase and shareholder payments 41,088 -
(Acquisition) minority interests - (21)
(Acquisition) treasury shares - (55)
NET CASH FLOW GENERATED/(ABSORBED) BY FINANCING ACTIVITIES (C) 41,422 (1,258)
TOTAL CASH FLOWS (D=A+B+C) 39,564 (1,109)
CASH & CASH EQUIVALENTS AT BEGINNING OF PERIOD (E) 24,810 27,763
CASH & CASH EQUIVALENTS AT END OF PERIOD (F=D+E) 64,374 26,654
Additional information:
Interest paid 299 147
Income taxes paid

12. DECLARATION OF THE EXECUTIVE OFFICER

The Executive Officer for Financial Reporting of the company Garofalo Healthcare S.p.A., Mr. Danilo Barletta, declares in accordance with Article 154-bis, No. 154, of Legislative Decree February 24, 1998, that the accounting information contained in this Interim Report at March 31, 2021 corresponds to the underlying accounting documents, records and entries.

Rome, May 14, 2021

Executive Officer for Financial Reporting

(Mr. Danilo Barletta)

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