Tessellis

Business and Financial Review • Oct 8, 2020

Informazione Regolamentata n. 0260-53-2020		Data/Ora Ricezione 08 Ottobre 2020 12:42:52	MTA
Societa'	:	TISCALI
Identificativo Informazione Regolamentata	:	137876
Nome utilizzatore	:	TISCALIN07 - Ilenia Loi
Tipologia	:	3.1
Data/Ora Ricezione	:	08 Ottobre 2020 12:42:52
Data/Ora Inizio Diffusione presunta	:	08 Ottobre 2020 12:42:53
Oggetto	:	Tiscali S.p.A. - Communication to the No. 58/98 - August 2020	market as per Art. 114 par. 5 Leg. Decree
Testo del comunicato

Vedi allegato.

Communication to the market as per Art. 114 par. 5 Leg. Decree No. 58/98

Cagliari, October 1, 2020

In compliance with Consob request sent to the Company on July 14, 2009, pursuant to article 114, paragraph 5 of the Law Decree No. 58/98, the Company hereby provides to the market the following information concerning the Tiscali Group as at August 31, 2020.

NET FINANCIAL POSITION OF THE TISCALI GROUP AND OF TISCALI SPA, WITH SHORT-TERM COMPONENTS SHOWN SEPARATELY FROM MEDIUM/LONG-TERM COMPONENTS

The net financial position as at August 31, 2020 amounted to EUR 81.4 million.

Net of the impact of the application of IFRS 16 (applied by the Company as of June 30, 2019, with retroactive effect from January 1, 2019), the Net Financial Position amounted to EUR 58.9 million as of August 31, 2020.

With reference to the accounting classification of the Senior Loan, it should be noted that an agreement amending the contracts was signed after the reference date of this disclosure, which provided, inter alia, that the financial covenants were not subject to verification as at June 30, 2020. Therefore, based on the provisions of IAS 1, the Senior Loan was classified as a current liability.

However, it is reiterated that, at the date of publication of this disclosure, due to the provisions included in the aforementioned amending agreement, the Senior Loan is in substance a noncurrent financial liability, which shall be repaid at the due date starting from 2022 and with a deadline for full repayment in 2024.

Eur (000)	Note	Tiscali Group August 31, 2020	Of Which: Tiscali S.p.A. August 31, 2020
A. Cash and bank deposits		13,314	137
B. Other Cash Equivalent
C. Securities held for trading
D. Current Assets (A) + (B) + (C)		13,314	137
E. Current financial receivables
F. Non-current financial receivables
G. Current bank payables		17
H. Current Portion of Issued Bonds
I. Current Portion of non-current debt	(1)	67,797

NET FINANCIAL POSITION

Tiscali S.p.A.

Headquarters Località Sa Illetta km 2.300, 09123 Cagliari, Italia Tel. +39 070 4601 1

Shareholders' Capital. 51.655.159,37 fully paid-up VAT 02375280928 R.E.A. 191784 C.C.I.A.A. Cagliari tiscali.com

Q. Net financial debt (L) + (P), Net of IFRS 16		58,892	(136)
Q. Net financial debt (L) + (P)		81,395	(136)
P. Non-current financial debt (M) + (N) + (O)		19,840
O. Other non-current debts	(4)	16,357
N. Issued Bonds
M. Non-current bank payables	(3)	3,483
L. Net current financial debt (K) – (E) – (D) – (F)		61,555	(136)
K. Current financial debt (G) + (H) + (I) + (J)		74,869
J. Other current financial debt	(2)	7,055

Notes:

.

• (1) It includes the full Senior Loan amount described above
• (2) It includes the short-term portion of finance lease payables related to investments in the network infrastructure and lease agreements capitalised in accordance with IFRS 16 (including the short-term portion of the Sa Illetta lease agreement in accordance with IFRS 16 for EUR 2.4 million);
• (3) It includes long-term portion of other long-term bank loans.
• (4) It includes the long-term portion of finance lease payables related to investments in the network infrastructure and lease agreements capitalised in accordance with IFRS 16 (including the long-term portion of the Sa Illetta lease agreement in accordance with IFRS 16 for EUR 11.5 million);

OVERDUE DEBT POSITIONS OF THE TISCALI GROUP AS AT AUGUST 31, 2020

As at August 31, 2020, net overdue trade payables amounted to EUR 19.9 million (net of payment plans agreed with suppliers and net of credit amounts or claims against the same suppliers). As at August 31, 2020 overdue financial debts amounted to EUR 0.2 million (net of credit positions).

There were also overdue tax debts for approximately EUR 25.8 million. There were also overdue debts towards social security institutions amounting to EUR 1.4 million.

POSSIBLE REACTIONS OF THE CREDITORS OF THE GROUP AS AT AUGUST 31, 2020

There have been no suspensions of relationships with suppliers capable of affecting the course of business.

As at August 31, 2020, the group received reminders for payment only within the ordinary course of business. As at that date, the total main injunctions for payment received, as a result of the definition of certain positions, amounted to EUR 3.2 million, of which the residual not paid off as still in negotiation, opposition or subject to an installment scheme amounted to EUR 1.2 million.

RELATIONSHIPS WITH TISCALI S.P.A. AND THE TISCALI GROUP RELATED PARTIES

The Tiscali Group holds relationships with related parties on terms deemed as customary in the

respective reference markets, taking into account the characteristics of the goods and services provided.

The table below summarizes the income statement and balance sheet for the Tiscali Group as at August 31, 2020, arising from transactions with related parties.

INCOME STATEMENT Notes (EUR 000)	TISCALI GROUP August 31, 2020	Of which: Tiscali S.p.A. August 31, 2020
Monteverdi S.r.l. 1 Istella 2 TOTAL	(19.4) 22.1 41.5
BALANCE SHEET (EUR 000)	TISCALI GROUP August 31, 2020	Of which: Tiscali S.p.A. August 31, 2020
Monteverdi S.r.l. 1 Istella 2 Convertible bond 3	(43.3) 547
TOTAL	503.9

.

• (1) Monteverdi S.r.l.: company participated by the Chief Executive Officer and reference shareholder Renato Soru. The relationship concerned refers to a leasing contract for a space used for the storage of business documentation.
• (2) Istella: company partially owned by Chief Executive Officer and reference shareholder Renato Soru. The relationship concerned refers to supply, by Tiscali, of IT services (hosting of network equipment) from October 2018. In addition, since December 2019, Istella provides Tiscali with consulting services for software development and assistance for customer care automation..

It shall be noted that the income statement and the balance sheet values reported in the table above do not include fees paid to Directors, Statutory Auditors and Top Managers tasked with strategic responsibilities.

STATEMENT OF THE EXECUTIVE IN CHARGE OF DRAWING UP THE COMPANY'S ACCOUNTING DOCUMENTS

I, the undersigned Roberto Lai, Executive in charge of drawing up the Company's accounting documents of Tiscali S.p.A., certify that, pursuant to Art. 154-bis, paragraph 2, of the Legislative Decree No. 58/98 and subsequent amendments, that the accounting information contained in this press release is consistent with the official documents, books and accounting records.

Roberto Lai

Executive in charge of drawing up the Company's accounting documents

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Information on Tiscali

Tiscali S.p.A. (Borsa Italiana. Milan: TIS) ), Smart Telco with the largest Fiber coverage available in Italy, provides its customers - private individuals, companies and Public Administration - with a wide range of services: Broadband and UltraBroadband Fixed and Fixed Wireless Internet access, mobile phone services and value-added services (including email, security services, cloud and social media). As at June 30, 2020, Tiscali recorded a customer portfolio of about 677,000 units. Tiscali is also one of Italy's leading news websites, with around 10 million visitors per month. Tiscali's website may be accessed at www.tiscali.it