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Antares Vision Earnings Release 2021

Mar 7, 2022

4255_rns_2022-03-07_9afa02d9-8455-4388-af8a-f621ea27b9c5.pdf

Earnings Release

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THE BOARD OF DIRECTORS APPROVES THE CONSOLIDATED RESULTS AS AT 31 DECEMBER 2021

ORDERS UP BY +22% LFL VS. FY20 REVENUES €179M, +48% (+13% LFL) VS. FY 20 ADJUSTED EBITDA1 €43.5M, +48% VS. FY 2020, PROFITABILITY AT 24.3% NET DEBT2 €19M DOWN VS. €29M YE 2020

FY 2022 OUTLOOK: CONSOLIDATED REVENUES UP BY BETWEEN +12% AND +18% WITH IMPROVED PROFITABILITY

Travagliato (Brescia), 7 March 2022 - The Board of Directors of Antares Vision Group – Italian multinational, leading provider of Track & Trace and inspection systems, which guarantee the transparency of products and supply chains through integrated data management – today approved the draft separate and consolidated financial statements as at 31 December 2021.

Emidio Zorzella, Chairman and Joint-CEO of Antares Vision Group, commented as follows: "Despite the still difficult context due to the Pandemic and to the continuing state of emergency, 2021 was a year of significant growth for the group in terms of results, boosting the range of solutions, brand awareness, extending the scope and strengthening the financial structure; all of this was made possible thanks to the daily contribution of over 1,000 people, who represent the group's human capital. The Track & Trace product evolved towards an integrated offer with greater profit margins (first installation, Smart Data/SaaS and Services), completely offsetting the lower profitability of recent acquisitions, which today only partly benefit from the expected synergies. In 2022, we expect a double-digit growth in revenues and an improvement in profitability; this will be achieved thanks to the transformation of the Group into an entity that is increasingly geared towards SaaS and to the management of data and services, as well as developing Track & Trace solutions even in the FMCG segment, which will lay more foundations for the generation of recurring revenues and higher profit margins, following the initial introduction of the hardware."

Massimo Bonardi, Joint-CEO of Antares Vision Group, commented: "The Group will continue to pursue its growth strategy with a view to consolidating its leadership, This will be obtain thanks to a newly organised group and a unique and distinctive positioning of its ecosystem, through the integration and interconnection of different technologies, is able to manage all supply chain data: from raw materials, through production and distribution, to the final consumer, to guarantee transparency to all players of the supply chain".

1 Adjusted by the extraordinary costs relating to the translisting, to acquisitions and to the write-down of pre-acquisition rfxcel receivables

2 Adjusted for the effect of the mark-to-market valuation of warrants and excluding the fair value measurement of the derivatives

ANALYSIS OF 2021 ANNUAL RESULTS

ORDERS

In 2021, the Antares Vision Group recorded a 22% increase in orders against 2020 (Like-for Like or "L4L" scope of consolidation). In particular, the Life Science sector posted a 24% rise in orders, while the Fast Moving Consumer Goods ("FMCG") recorded an increase of 19%. All of the product lines recorded double digit growth rates; more specifically, first installation Track & Trace (L1-L3) solutions posted an increase of over 30% in orders collected.

CONSOLIDATED TURNOVER

In 2021, the Group recorded net consolidated revenues of €179.0 million, up +48.0% against the consolidated results for 2020 and +13% L4L.

FY 2020 Changes on Changes vs
Revenues by Geography (€m) FY 2021 % L-F-L % FY 2020A % $L - L$ % Actual %
Italy 32.0 17.9% 22.8 14.4% 20.2 16.7% 40.2% 58.2%
Europe 54.6 30.5% 72.4 45.6% 63.5 52.5% $-24.6%$ $-14.1%$
America 61.8 34.5% 40.5 25.5% 24.0 19.8% 52.7% 157.9%
Asia 20.2 11.3% 14.1 8.9% 9.0 7.4% 42.8% 125.0%
Africa and Middle East 10.4 5.8% 9.0 5.7% 4.3 3.6% 16.1% 140.9%
Antares Vision Group 178.9 100.0% 158.8 100.0% 121.0 100.0% 12.7% 47.9%

Revenues by Geography - FY 2021 vs. FY 2020

Source: Antares Vision Group

Revenues by Geography 4Q 2021 vs. 4Q 2020

4Q 2020 Changes on Changes vs
Revenues by Geography (€m) 4Q 2021 % L-F-L 196 4Q 2020A % $L - L$ % Actual %
Italy 8.6 14.4% 6.3 12.5% 5.4 14.2% 36.2% 59.9%
Europe 13.3 22.3% 16.8 33.1% 13.6 35.9% $-20.6%$ $-2.1%$
America 26.8 45.0% 16.9 33.4% 12.2 32.2% 58.7% 119.5%
Asia 7.5 12.7% 7.1 13.9% 5.2 13.7% 6.8% 45.3%
Africa and Middle East 3.3 5.5% 3.6 7.1% 1.5 4.0% $-9.0\%$ 117.5%
Antares Vision Group 59.6 100.0% 50.7 100.0% 37.9 100.0% 17.6% 57.2%

Source: Antares Vision Group

In terms of revenue growth by geography, all areas recorded significant increases, with the exception of Europe (excluding Italy), which suffered a sharp drop in sales in Eastern Europe, which in 2020 had benefited from the entry into force of track & trace regulations for pharmaceuticals in Russia. Italy's growth was due to inspection solutions for quality and service control, while the Americas, Asia and Middle East-Africa, in addition to the growth of the FMCG sector, started to benefit from the entry into force of regulations on pharmaceutical product traceability: Brazil, aggregation and traceability in 2022, United States, aggregation in 2023, Malaysia, Kazakhstan, Qatar and Indonesia, traceability in 2024 and the "Made in China 2025" programme.

In 4Q 2021, the group's L4L revenues rose more than in FY20 (+17.6% vs. +12.7%), thanks above all to an acceleration in the Americas, due mainly to the entry into force of regulations on pharmaceutical product traceability in Brazil and the United States and to a boost in revenues recorded by rfxcel in the last quarter.

With regard to revenues by sector, in 4Q 2021, the Life Science sector rose by 21.8% L4L, bringing overall growth in FY 2021 to 8.3% compared to the 2020 figures L4L, and to 23.2% against consolidated figures for 2020, boosting growth by 2.8% in 9M 2021, on a like-for-like basis.

The improvement was led by Smart Data/SaaS (+66.1% vs. L4L 2020), Services (+21.9%) and Inspection (+46.4%, driven by inspection machines). Only first installation Track & Trace recorded a slowdown (-26.0%), insofar as for the whole of last year and in 4Q in particular, a peak was recorded due to the entry into force of pharmaceutical tracing in December 2020. In any event, overall Track & Trace posted performance in line with the previous year, recovering the downtrend recorded up until 9M 2021 (-7.7% L4L), thanks to a 4Q up by 17.5% (led by Smart Data/SaaS with a +120.6%). This confirms the positive transformation of Track & Trace from a first installation business to a recurring business with high profit margins (represented by Smart Data/SaaS and Services), which in 2021 generated 35% (45% in 4Q) of the turnover of the Life Science sector. Note that in 2018, recurring business represented less than 7% of the Life Science turnover.

FY 2020 Changes on Changes vs
Life Science ( $\epsilon$ m) FY 2021 % L-F-L % FY 2020A % $L - L$ % Actual %
Services 15.6 14.1% 12.8 12.5% 12.5 13.8% 21.9% 25.2%
Smart Data/SaaS 27.2 24.4% 16.4 15.9% 6.0 6.7% 66.1% 349.5%
Track & Trace (L1 - L3) 40.1 36.0% 54.2 52.8% 54.1 60.0% $-26.0%$ $-26.0%$
Total Track & Trace 82.9 74.5% 83.3 81.2% 72.6 80.5% $-0.6%$ 14.1%
Inspection 28.3 25.5% 19.3 18.8% 17.6 19.5% 46.4% 61.0%
Total 111.2 100.0% 102.7 100.0% 90.2 100.0% 8.3% 23.2%
39%
FMGC (€m)
Services 10.5 15.4% 8.6 12.7% 4.5 6.6% 21.6% 135.0%
Smart Data/SaaS 2.3 3.4% 1.7 3.0% 0.0 $0.0\%$ 33.7% 30159.2%
Track & Trace (L1 - L3) 2.9 4.3% 1.1 2.0% 1.1 3.6% 162.2% 162.2%
Total Track & Trace $5.2^{\circ}$ 7.7% $2.8^{\circ}$ 5.0% 1.1 3.6% 84.3% 365.3%
Inspection 52.1 76.9% 44.7 65.9% 25.2 37.2% 16.6% 106.5%
Total 67.8 100.0% 56.1 100.0% 30.8 100.0% 20.8% 120.0%
Antares Vision Group 178.9 158.8 121.0 12.7% 47.9%

Revenues by sector – Life Science / FMCG - FY 2021 vs. FY 2020

Source: Antares Vision Group.

Revenues by sector - Life Science performance vs. FMCG - FY 2021 vs. FY 2020

Changes on Changes vs
FY 2021 %. L-F-L %. FY 2020A %. $L-F-L$ % Actual %
Life Science 111.2 62.1% 102.7 64.6% 90.2 74.5% 8.3% 23.2%
FMCG 67.8 37.9% 56.1 35.4% 30.8 25.5% 20.8% 120.0%
Antares Vision Group 178.9 100.0% 158.8 100.0% 121.0 100.0% 12.7% 47.9%

Source: Antares Vision Group.

Revenues by sector – Life Science / FMCG - 4Q 2021 vs. 4Q 2020

4Q 2020 40 Changes on Changes vs
Life Science (€m) 4Q 2021 % L-F-L % 2020A % $L-F-L$ % Actual %
Services 3.6 10.1% 4.3 14.5% 4.3 16.4% $-15.4%$ $-15.3%$
Smart Data/SaaS 12.8 35.4% 5.8 19.6% 2.4 9.2% 120.6% 429.6%
Track & Trace (L1 - L3) 11.3 31.1% 13.5 45.4% 13.5 51.3% $-16.4%$ $-16.3%$
Total Track & Trace 27.7 76.6% 23.6 79.4% 20.2 76.8% 17.5% 37.4%
Inspection 8.5 23.4% 6.1 20.6% 6.1 23.2% 38.4% 39.1%
Total 36.2 100.0% 29.7 100.0% 26.3 100.0% 21.8% 37.8%
45%
FMGC $(\epsilon_m)$
Services 2.8 11.9% 1.6 7.9% 0.5 4.2% 69.0% 469.4%
Smart Data/SaaS 0.8 3.3% 0.7 3.2% 0.0 0.0% 15.7% n.m.
Track & Trace (L1 - L3) 0.6 2.6% 0.8 4.0% 0.8 7.2% $-26.6%$ $-26.6%$
Total Track & Trace 1.4 6.0% $1.5^{\circ}$ 7.2% 0.8 7.2% $-7.7\%$ 67.0%
Inspection 19.2 82.1% 17.8 84.9% 10.3 88.6% 7.8% 86.1%
Total $23.4^{\circ}$ 100.0% 21.0 100.0% 11.6 100.0% 11.5% 100.9%
Antares Vision Group 59.6 50.7 37.9 17.6% 57.2%
Carrosar Antonio Materi Contra

Source: Antares Vision Group.

Revenues by sector - Life Science performance vs. FMCG - FY 2021 vs. FY 2020

40 20 20 40. Changes on Changes vs
40 2021 %. L-F-L- % 2020A %. L-F-L % Actual %
Life Science 36.2 60.7% 29.7 58.6% 26.3 69.3% 21.8% 37.8%
FMCG 23.4 39.3% $21.0$ 41.4% 11.6 30.7% 11.5% 100.9%
Antares Vision Group 59.6 100.0% 50.7 100.0% 37.9 100.0% 17.6% 57.2%

Source: Antares Vision Group.

With regard to the FMCG sector, a 20.8% increase was recorded in 2021, on a L4L basis, and of 120.0% on a consolidated basis, due to the growth of all product lines. More specifically, Track & Trace as a whole rose by 84.3% against 2020 L4L, substantially fivefold compared to the final figures for last year and, with important projects in the pipeline, it is starting to take on a tangible dimension. The fall in first installation Track & Trace in 4Q is due to the postponement of a project in the beverage segment to FY 2022.

In FY2021, the FMCG sector generated 38% of consolidated sales, compared to 35% in FY 2020 L4L.

In terms of products, the significant growth in Services, Smart Data/SaaS and Inspection, both against the consolidated figures for FY2020 and with respect to the Like-for-Like figures, more than offset the fall recorded in first installation Track & Trace solutions.

Revenues by Product - FY 2021 vs. FY 2020

FY 2020 Changes on Changes vs
Produts FY 2021 % L-F-L %. FY 2020A % LFLX Actual %
Services 26.1 14.6% 21.4 13.5% 16.9 14.0% 21.8% 54.1%
Smart Data/SaaS 29.5 16.5% 18.1 11.4% 6.1 5.0% 63.0% 386.7%
Track & Trace (HW + SW) 43.0 24.0% 55.3 34.8% 55.2 45.6% $-22.3%$ $-22.2%$
Inspection 80.4 44.9% 64.0 40.3% 42.8 35.4% 25.6% 87.8%
Antares Vision Group 178.9 100.0% 158.8 100.0% 121.0 100.0% 12.7% 47.9%

Source: Antares Vision Group

Revenues by Product - 4Q 2021 vs. 4Q 2020

4Q 2020 40. Changes on Changes vs
Produts 40 20 21 % L-F-L- % 2020A %. $L - L$ % Actual %
Services 6.4 10.8% 5.9 11.7% 4.8 12.6% 8.0% 34.2%
Smart Data/SaaS 13.6 22.8% 6.5 12.8% 2.4 6.4% 109.7% 461.9%
Track & Trace (HW + SW) 11.9 20.0% 14.3 28.3% 14.3 37.7% $-17.0%$ $-16.9%$
Inspection 27.7 46.4% 23.9 47.2% 16.4 43.3% 15.6% 68.7%
Antares Vision Group 59.6 100.0% 50.7 100.0% 37.9 100.0% 17.6% 57.2%

Source: Antares Vision Group

In particular, in 4Q 2021, the Smart Data/SaaS segment recorded exceptional growth (+110% on a L4L basis), thanks to the excellent performance of rfxcel. The Services and Inspection segments also recorded a significant rise, resulting in a 17.6% increase in group turnover.

In FY 2021, recurring revenues, comprised by Services and Smart Data/SaaS, represented 31.0% (33.6% in 4Q 2021) of the total, recording a growth of +40.6% (+61.0% YoY in 4Q21) on a L4L basis; in FY 2020, recurring revenues were 24.9% on a L4L basis and 19.0% on a consolidated basis.

Revenue exposure in the Russian market

Given the current situation in Eastern Europe, for the sake of transparency, we would like to provide a full picture of our historic exposure, in terms of turnover, in the Russian and Belarus markets. In 2021, the turnover in these markets amounted to €5.2 million (3% of consolidated sales), The credit exposure is currently close to zero. In 2020 sales were €23.4 million (19%), following the pharma tracking imposed from December 2020, increasing from €4.5 million (4%) in 2019.

CONSOLIDATED INCOME STATEMENT

In FY 2021, the Value of Production stood at €189.9 million, up 48.0% against the consolidated result for FY 2020.

The First Margin and Added Value, which posted €143.0 million and €112.5 million respectively, rose by +49.2% and by +50.0% compared to 31 December 2020. In terms of profit margins, the First Margin improved (FY21 79.9% vs. FY20 79.2%) as did Added Value (FY21 62.9% vs. FY20 62.0%), due i) to the positive transformation underway of Track & Trace, from a first installation business to a recurring business with high profit margins (represented by Smart Data/SaaS and Services), ii) the lesser use of external resources in installation processes, preferring internal ones and iii) the lower incidence of commissions to agents due to higher direct sales through local subsidiaries.

Gross Operating Profit (EDITDA)3 posted €43.5 million against €29.3 million recorded in FY 2020 (+48.4), and represented 24.3% of turnover (24.2% in FY 2020). The above-indicated increase in EBITDA enabled the lower profitability of recent acquisitions to be offset, which to date have only partly benefited from the expected synergies, as well as the increase (+51.0% vs. FY 2020, +€23.3 million) in the cost of labour, which stood at €69.0 million. This increase is due to the extension of the scope of consolidation (around €15 million4 ), as well as the forward-looking process of internalising resources as an informed investment to handle the growth recorded in the second half of 2021, and in future years.

The Group's expectations for 2022 and for future years is to continue to improve profit margins; this will be achieved through: 1) the progressive introduction of Track & Trace solutions to the FMCG sector, which will increase the weight of highly profitable recurring revenues, as our business model is characterised by the initial introduction of hardware (first installation T&T L1-L3), which is then followed by recurring business (Services and Smart Data/SaaS); 2) an improvement in the income performance of the companies acquired, thanks to revenue and costs synergies; 3) a more modest increase in personnel costs.

Adjusted Operating Profit (EDIT Adj.) posted €35.7 million against €25.3 million recorded in FY 2020 (+41.0%), and represented 20.0% of turnover (20.9% in FY 2020). In addition to the impact of higher depreciation resulting from the consolidation of the companies acquired, 2021 was also affected by higher amortisation due to the capitalisation of R&D costs and of rights of use (IAS 16).

The figures presented above do not include certain extraordinary items, reclassified under EBIT, represented by costs that Antares Vision incurred for the translisting to the MTA (€5.9 million), for acquisitions (€3.7 million), and by the write-down of pre-acquisition rfxcel receivables, that have no financial impact (€2.2 million).

Financial charges amounted to €4.1 million and were significantly influenced by 1) €1.0 million in bank charges for a bridge loan taken out for the acquisition of rfXcel and almost immediately repaid with the proceeds from the listing, and 2) by non-monetary items, represented by the effect of the fair value measurement of the warrants issued in 2019 (IAS 32), which led to a loss of €3.3 million, only partly offset by the positive effects of €0.4 million of the fair value measurement of derivative instruments and of €1.5 million for exchange rate gains.

To provide a clearer view of Net Profit, it was normalised (net of the figurative tax effects) by excluding the following: 1) extraordinary items €12.2 million (including the write-off including €0.3 million for an earn-out to the benefit of Pentec/Tecnel shareholders), 2) the effect of the warrants €3.3 million, 3) the effect of the amortisation of PPAs €5.9 million, 4) foreign exchange gains of €1.5 million and 5) the commission paid on the bridge loan of €1.0 million. Excluding these extraordinary items, the resulting Net Adjusted Profit is €28.3 million, compared to €24.7 million in the corresponding period of 2020, therefore, with a 14% increase.

As regards taxes, in 2020, the company benefited from a positive tax effect of €7.8 million, resulting the recognition of a Patent-Box for the period of 2016-2019; in FY 2021, the company did not benefit from any positive tax effect resulting from the Patent-Box. Net of the Patent Box effect, Adj. Net Income would shows an increase of 67%.

3 Adjusted by the extraordinary costs relating to the translisting, to acquisitions and to the write-down of pre-acquisition rfxcel receivables

4 Includes the cost of labour relating to rfxcel, Pentec, Tecnel, Adents, Applied Vision and Convel

Consolidated Profit (Loss) before Tax and Net Profit (Loss) were both positive, and amounted to €13.5 million and €12.2 million respectively, also after the negative impact of extraordinary items.

Lastly, it is important to mention that the saturation of logistics activities and the lack of electronic components due to the strong global economic recovery which, in certain sectors/enterprises, is creating procurement, production and delivery difficulties, had a limited impact on the Antares Vision Group. To manage potential cost increases and the lack of availability of electronic components, the Group: i) promptly started looking for new and alternative sources of supply; ii) started and completed the re-engineering of several products to reduce the quantity of necessary electronic components; iii) managed to absorb the higher costs thanks to the lower proportion of total costs represented by these components and iv) has been able and will be able to transfer the inflation on said components to its customers. The potential delay in the delivery of the components will, in any event, require more attentive production planning in order to avoid or manage potential delays in deliveries. Also from a logistics perspective, no significant cost impacts have emerged, insofar as, in the majority of cases, transport costs are borne by the customer; nevertheless, greater attention will be directed towards shipment planning following the above-mentioned saturation of logistics chains.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

Total Fixed Assets recorded a significant increase (93.0%) following:

  • the acquisitions carried out during the year:
  • o of 100% of Tecnel e Pentec (€9.0 million);
  • o of 100% of rfxcel(€104.4 million);
  • o of 30% of Antares Vision North America (€1.8 million);
  • the investments in tangible assets made above all at the Travagliato and Parma sites for €2.2 million;
  • the rights of use resulting from the application of IAS 16 (€3.8 million);
  • the acquisition of minority shareholdings in RurAll, Siempharma and Antares Vision Shenzen (€3.4 million);
  • the investment in fix assets (implementation of the new ERP/SAP;
  • the capitalisation of development costs for €12.2 million.

Net Working Capital also increased by 25% following the acquisitions made, as well as benefiting from the continuous optimisations of all its components pursued by management.

As at 31 December 2021, Shareholders' Equity amounted to €272.4 million, up against the previous €135.6 million at the end of 2020, and benefiting from:

  • the translisting from the AIM to the MTA, which, though the issue of 10,200,000 new shares, entailed an increase in Share capital of €24,480 and in the Share premium of €117.3 million. This operation also led to the recognition of a negative reserve of €5.6 million, which encompasses the costs incurred by the Parent Company following the successful completion of the listing process, with the ratio of the number of newly-issued shares through the share capital increase proportional to the total number of shares listed.
  • the share capital increase resolved as part of the rfXcel transaction through the issue of 668,198 ordinary shares for the amount of €1,604 in terms of higher Share Capital and €6.8 million as higher Share premium;

• the exercise during the year of 568,953 warrants issued in April 2019 at the time of the business combination between the Parent Company and Alp.I S.p.A. in favour of the shareholders of the latter, with a view to listing Antares Vision S.p.A. on the AIM market, consequently increasing Share Capital by €289 and the Share premium by €11,753.

The Net Financial Position (excluding the effects of the mark-to-market valuation of the warrants) was a negative €19.0 million, compared to €29.2 million as at 31 December 2020.

The improvement of the Net Financial Position with respect to last year, amounting to €10.2 million, is due to a combination of: a) a positive operating cash flow, before M&A transactions, of €14.0 million; b) the outlay for the acquisitions (net of cash acquired) of Pen-tec and Tecnel for a consideration of €9.0 million and of rfxcel for a purchase price of €99.7 million; c) the share capital increase resolved as part of the rfXcel transaction of €6.8 million; d) the liquidity collected through the translisting from the AIM Italia market to the MTA of €111.7 million; e) the extraordinary costs incurred for the acquisitions and for the listing totalling €12.2 million; f) net financial charges and other changes the fair value measurement of the securities of €1.4 million.

In addition, the Net Financial Position benefited from the restructuring of medium-long term debt, through the issue and placement of unsecured non-convertible bond notes ("US Private Placement") with Pricoa Capital Group for €40 million. The notes were issued in a single tranche and have a 12 year maturity, with an interest-only period of 8 years and a fixed interest rate of 2.86%. At the same time, Antares Vision launched a refinancing operation for bank debt by securing new bank loans with an average duration of over 5 years, a maturity of between 7 and 8 years and an average fixed cost (post-hedging) of around 1.7%. This enabled the Antares Vision Group to obtain considerable liquidity (€120 million at an average weighted cost of 2% and an average weighted duration of 6.4 years) which can be invested in its plans for future development.

Outlook for business operations

With regard to FY 2022, Antares Vision Group will continue to pursue its growth strategy with a view to consolidating its leadership, also thanks to a newly organised group and a unique and distinctive positioning of its ecosystem, which thanks to the integration and interconnection of technologies, is able to manage all supply chain data, from origin, through production and distribution, to the final consumer, to guarantee transparency to all players of the supply chain.

Therefore, given the increase in orders recorded in 2021 (+22% L4L), in FY 2022, management expects to see turnover rise by between +13% and +18to which an increase in first installation T&T revenues and improved profit margins will make a positive contribution. The growth guidance is affected by uncertainties linked to the conflict triggered by Russia, which for Antares Vision represented a market with interesting business prospects, that could now be slowed down or even cancelled.

Events after the end of the period

On 18 February 2022, through rfxcel, Antares Vision Group finalised the acquisition of ACSIS Inc. ("ACSIS") for an Enterprise Value of US\$12 million. Established in 1996, ACSIS provides innovative software solutions and services to companies with comprehensive warehouse, distribution and packaging management. ACSIS offers software solutions to multinationals to manage traceability data, to optimise stock management, relating to the supply chain, and to manage integrated data through ERP systems. For over 20 years, CSIS has been providing solutions and services to several industrial Fortune 1000 companies, with complex and regulated supply chains. ACSIS' top

customers include DuPont, Cintas, BIMBO, Hershey and Coca-Cola. This acquisition will enable Antares Vision to further boost its range of end-to-end software solutions for supply chain digitalisation, to expand its presence in new industrial sectors and to increase its customer portfolio, mainly to Fortune 1000 multinationals.

Lastly, note that in January and February 2022, 5,006 warrants were exercised, corresponding to 963 ordinary shares, consequently increasing the share capital by €2.31 and the share premium by €96.30. Following said exercise, on the date of preparation of this document, 2,490,400 warrants were still outstanding.

Much more recently, the conflict between Russia and Ukraine is certainly an element of concern, insofar as the outcomes and consequences of this crisis are not at all clear yet, both on the fate of the world economy, and on the business of Antares Vision Group, even though, at present, the Group has limited exposure, both in terms of credit positions (close to zero) and in terms of turnover (less than 3% in 2021.). Nevertheless, it is important to emphasise that, before these events, the Russian market was no doubt an area of interest for the implementation of the Group's traceability solutions, which most likely will suffer a slowdown. The latter has been taken into consideration in the growth prospects for 2022 outlined above.

***

The Draft Financial Statements of Prysmian S.p.A. and the Consolidated Financial Statements at 31 December 2021 approved today by the Board of Directors will be made available to the public by the terms and conditions provided for by applicable law in force at the Company's registered office in Via del Ferro 16, Travagliato (BS). They will also be made available, by the same terms and conditions, on the corporate website www.antaresvision.com. For the transmission and storage of Regulated Information, Antares Vision S.p.A. has opted to use the " SDIR" and " storage" platforms managed by Computershare S.p.A, via Lorenzo Mascheroni n. 19, 20145 Milan.

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Conference with investors and analysts

The results as at 31 December 2021, approved today by the Board of Directors, will be presented by Emidio Zorzella - Chairman and Joint-CEO, Massimo Bonardi – Joint-CEO, Alioscia Berto - CFO, Alessandro Baj Badino - Head of Investor Relations during a conference call with the financial community planned for today, 7 March 2021, at 6 p.m.

The annual financial report will be made available to the public as and when required by law.

The relative documentation will be available at the same time on the website www.antaresvision.com (Investors/Investor Relations section) and on ().

Journalists may attend the presentation, in listening mode only, by connected to the number reserved to them +39 02 8020927.

***

The manager responsible for preparing the company's financial reports, Alioscia Berto, hereby states, pursuant to and by effect of the provisions of article 154-bis, paragraph 2, of Italian Legislative Decree no. 58 of 1998, that the disclosures contained in this press release match the information reported in

the documents, books and accounting records. Note that the turnover figures referred to in this press release have not been audited.

***

This press release contains forward-looking statements. These statements are based on the current expectations and forecasts of Antares Vision Group as regards future events, and, by their nature, are subject to an intrinsic element of risk and uncertainty. They are statements that refer to events and depend on circumstances that may, or may not, take place or arise in the future and, as such, should not be unduly relied on. The actual results could significantly differ to those contained in said statements due to numerous factors, including the continuing volatility and a further deterioration of the capital and financial markets, changes in macroeconomic conditions and in economic growth, as well as changes in laws and regulations and in the institutional scenario (both in Italy and abroad), and numerous other factors, the majority of which are beyond the Company's control.

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ABOUT ANTARES VISION GROUP

Antares Vision Group is an outstanding technology partner in digitalization and innovation for enterprises and institutions, guaranteeing the safety of products and people, business competitiveness and environmental protection.

Antares Vision Group is a technological enabler of supply chain transparency and of sustainable transition, to protect business competitiveness and the uniqueness of each country.

It provides a unique and comprehensive ecosystem of technologies to guarantee product quality (inspection systems and equipment) and end-to-end product traceability (from raw materials to production, from distribution to the consumer), with integrated data, production and supply chain management, also achieved through the application of artificial intelligence and the use of blockchains.

Antares Vision Group is active in the Life Science sector (pharmaceutical, biomedical devices and hospitals), in the beverage, food and cosmetics industries, and has potential in other sectors. The world leader in Track&Trace systems for pharmaceutical products, it provides the major global manufacturers (over 50% of the top 20 multinationals) and numerous government authorities with solutions to monitor their supply chains and validate product authenticity.

Listed since April 2019 on the Italian Stock Exchange in the AIM (Alternative Investment Market) segment, and from 14 May 2021 in the STAR segment of the MTA (Electronic equity market), Antares Vision Group recorded a turnover of Euro 162 million in 2020, operates in 60 countries, employs around 1000 people and has a consolidated network of over 40 international Partners.

Further information please visit www.antaresvision.com and www.antaresvisiongroup.com.

For further information

ANTARES VISION GROUP ALESSANDRO BAJ BADINO (HEAD OF INVESTOR RELATIONS) TEL.: +39 030 72 83 500

E-MAIL: INVESTORS@ANTARESVISION.COM

PRESS CONTACTS AXELCOMM FEDERICA MENICHINO CELL. +39 3496976982 E-MAIL: [email protected]

RECLASSIFIED CONSOLIDATED INCOME STATEMENT

Antares Vision Consolidated P&L ('000,€) 1221 YTD 1220 YTD Change %
Sales 178.969 121.030 47,9%
Capitalization of R&D 8.307 4.721 76,0%
Other Tax Credit 2.088 1.356 54,0%
Tax Credit 515 1.195 $-56,9%$
Value of Production 189880 128 302 48,0%
4.998 225,8%
Changes in Inventory Stock 40.402 1.534
Purchase
Changes in work in progress
$-3.284$ 26.019
$-65$
55,3%
4962,9%
Cost of Goods Sold 42 116 27,489 53,2%
Margin % on Sales 23,5% 22,7%
Commissions for agents 3.566 3.248 9,8%
Installation Expenses 1.155 1.685 $-31,4%$
First Margin 143.042 95.880 49,2%
Margin % on Sales 79,9% 79,2%
Third party assets 1.234 1.319 $-6.4%$
Operating expenses 321 147 117,9%
Services 28.969 19.382 49,5%
Added Value 112518 75.032 50,0%
Margin % on Sales 62,9% 62,0%
Labour Cost 69.029 45.727 51,0%
Employees 62.618 40.976 52,8%
Professional Staff 6.411 4.752 34,9%
EBITDA
Margin % on Sales
43 489
24,3%
29 30 5
24,2%
48,4%
Provision 847 319 165,5%
Depreciation 6.924 3.662 89,1%
R&D intangible assets 4.011 2.105 90,6%
Tangible assets 2.914 1.557 87,1%
EBIT RICL 35718 25.324 41,0%
Margin % on Sales 20,0% 20,9%
Financial expenses 4.125 4.035 2,2%
Financial interest & commissions 2.745 1.568 75,1%
Exchange rates profit & loss $-1.511$ 2.771 $-154,5%$
Derivatives $-383$ 0,0%
Warrants mark to market 3.275 $-303$ $-1180,0%$
Extraordinary expenses 12.221 5.144 137,6%
PPA-GW Amortization 5.916 1.474 301,3%
Altri Conti PL 0,0%
EBT_RICL 13 4 56 14.671 $-8,3%$
Margin % on Sales 7,5% 12,1%
Taxation 1.108 $-3.445$ $-132,2%$
Net profit/loss of thirds party -49 $-44$ 11,4%
NET PROFIT 12 3 96 18 159 $-31,7%$
Margin % on Sales 6,9% 15,0%
First Margin Net of Capital 132 132 88.608 49,1%
Margin % on Sales 73,8% 73,2%
EBT RICL 13 4 56 14 671 $-8.3%$
PPA-GW Amortization 5.916 1.474
Extraordinary expenses 12.221 5.144
Exchange (gain)/loss $-1.511$ 2.771
Fees loan Mediobanca 951
Warrant 3.275 -303
EBT RICL ADJ 34,308 23 756 44.4%
Patent Box 2016-2019 -7.783
Taxation on adjusted EBT 6.034 6.850
Third parties Profit/(Loss) $-49$ $-44$
NET PROFIT ADJ 28 3 22 24 733 14,5%
1500/ 20 A

RECLASSIFIED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

Antares Vision Consolidated BS ('000,€) 1221 YTD 1220 YTD Change %
Real Estate & Right of use 23.552 19.473 20.9%
Financial Assets 7342 1971 84.9%
Net Tangible Assets 2.986 2019 47.9%
Net Intangible Assets 214 072 107.174 107.9%
Total Fixed Assets 247.952 132.638 93,1%
% Incid. On NIC $-21425.4%$ 78.5%
Inventory Raw Material 24 112 21.786 10.7%
Inventory Finished Goods 6.411 6.254 2.5%
Inventory WIP 7.052 1.694 90.9%
Total Inventory 37.575 31.734 18,4%
Trade Receivables 63.932 47.533 34.5%
Trade Pavables $-18.675$ $-14.281$ 30.8%
Advances from Clients $-20.283$ $-14815$ 36.9%
Trade Net Working Capital 62.550 50.171 24,7%
% Incid. On NIC 20.9% 29.7%
Other Current Assets 26.537 24.169 9.8%
Other Current Liabilities $-25.851$ $-27.935$ 8,9%
Net Working Capital 63.237 46,405 25,0%
% Incid. On NIC 21.2% 27.5%
Severance Indemnity Fund (TFR) .8634 $-6917$ 24,8%
Other Funds 339. $-628$ 53.5%
Bad Delst $-2.713$ -2.525 7.4%
Net Invested Capital 298.878 168.972 76,9%
% Incid, On NIC 100.0% 100.0%
Net Equity 272 399 135,605 100.9%
Net Equity 272.399 135.605 100,9%
% Incid. On TSoF 0.0% 80.3%
Long Term loans + Leasing 144 959 162.556 $-10.8%$
Net Cash $-118.479$ $-129.189$ $-8.3%$
Net Financial Debt 26,479 33.368 $-20.6%$
% Incid, On TSoF 8.9% 19.7%
Total Source of Financing 298.878 168.972 76,9%
% Incid. On TSoF 100.0% 100.0%
Net Financial Debt excl. Warrant 18.99 29.156

CONSLIDATED INCOME STATEMENT

Income statement December 2021 December 2020
Revenue 178.957.767 121.106.130
Other income 2.628.602 2.804.788
Changes in finished and semi-finished $-2.061.101$ 3.839.175
Raw materials and consumables 40.426.341 23.951.418
Personnel costs 62.658.058 41.308.852
Amortisation and depreciation -15.504.450 $-5.413.442$
Capitalised development costs 8.307.482 4.720.792
Sales and marketing costs -6.700.712 $-5.055.134$
Service costs 42.040.393 -26.558.750
Other operating expenses -2.783.221 $-2.585.030$
Operating profit/(loss) 17.719.574 19.919.909
Financial charges -7.037.985 $-2.806.470$
Financial income 1.347.624 414.340
Foreign exchange gains and losses 1.511.365 2.770.768
Income (charges) on investments $-84.900$ -86.365
Profit/(loss) before taxes 13.455.678 14.670.646
Income taxes $-1.108.418$ 3.444.905
Net profit/(loss) 12.347.260 18.115.551
Profit/(loss) attributable to minority interests 48.730 43.762
Total comprehensive profit/(loss) after tax 12.395.990 18.159.313
Earnings per share
- Basic, profit attributable to the ordinary shareholders of the Parent Company 0,19 0,40

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

Statement of financial position 31/12/2021 31/12/2020
Assets
Non-current assets
Property, plant and equipment and right of use assets 26.538.178 21.491.805
Goodwill 145.859.266 71.674.404
Other intangible assets 83.489.469 35.499.850
Investments in associates, joint ventures and other companies
Non-current financial assets
7.341.702
235.277
3.971.479
157.857
Deferred tax assets 14.964.705 7.024.224
Total non-current assets 278.428.597 139.819.619
Current assets
Inventories 38.182.503 32.290.540
Trade receivables 61.785.590 46.499.287
Other receivables 10.730.526 16.429.757
Other current financial assets 40.145.623 33.144.228
Cash and banks 78.332.432
229.176.674
96.044.433
Total current assets 224.408.245
Total assets 507.605.271 364.227.864
Shareholders' equity and liabilities
Shareholders' equity
169.451 143.074
Share capital
Other reserves
260.814.129 129.829.967
FTA reserve 15.250.613 15.250.613
Retained earnings 14.479.590 2.391.647
Profit/(loss) for the period 12.395.990 18.159.313
Total shareholders' equity 272.608.547 135.273.388
Capital and reserves attributable to minority interests -160.799 375.077
Profit/(loss) attributable to minority interests 48.730 43.762
Total shareholders' equity attributable to minority interests $-209.529$ 331.314
Total shareholders' equity 272.399.018 135.604.702
Non-current liabilities
Non-current loans and borrowings 128.150.631 120.077.078
Non current lease liabilities 9.376.073 6.856.513
Other non current financial liabilities 566.764
8.633.983
1.497.331
Retirement benefit obligations
Deferred tax liabilities
17.583.213 6.916.880
4.688.127
Other non current liabilities 329.207 136.592
Total non-current liabilities 164.639.871 140.172.521
Current liabilities
Current loans and borrowings 5.989.703 33.915.953
Current lease liabilities
Other current financial liabilities
1.683.232 1.812.104
Current provisions for risks and charges 459.780
964.618
628.364
Contract liabilities 2.721.242 10.769.569
Trade payables 18.674.613 14.281.461
Other payables 40.073.194 27.043.189
Total current liabilities 70.566.382 88.450.641
Total shareholders' equity and liabilities 507.605.271 364.227.864

CONSOLIDATED CASH FLOW STATEMENT

Cash flow statement (indirect method) 31/12/2021 31/12/2020d
$(*)$
PROFIT FOR THE YEAR 12.395.990 18.159.313
Income tax 1.303.702 $-3.444.905$
Financial income $-1.347.624$ $-414.340$
Financial charges 7.037.985 2.806.470
Depreciation and impairment loss on property, plant and equipment 2.913.663 1.557.087
Amortisation and impairment of intangible fixed assets 9.952.001 3.579.111
Employee severance indemnities $-546.076$ $-557.158$
Net change in deferred tax assets and liabilities 0 0
Other non-monetary movements 5.924.808 5.536.346
Income taxes paid $-677.229$ $-1.770.801$
(Increase)/decrease in inventories 4.729.256 $-2.790.199$
(Increase)/decrease in trade receivables $-1.138.239$ 15.221.124
(Increase)/decrease in other non-financial assets $-281.334$ $-1.460.093$
Increase/decrease in trade payables 2.519.300 5.946.464
Increase/decrease in other non-financial liabilities $-3.504.008$ $-14.375.151$
NET CASH FLOWS FROM OPERATING ACTIVITIES 29.823.683 16.100.340
Investing activities: 0 0
Net purchases of property, plant and equipment $-3.074.273$ $-621.899$
Net investments in intangible assets $-13.429.422$ $-6.316.708$
Investments in associates and joint ventures $-2.330.122$ $-244.255$
Purchases of current financial assets $-5.653.771$ $-12.000$
Business combinations, net of cash and banks acquired 112.273.281 47.687.240
NET CASH FLOWS FROM INVESTING ACTIVITIES -136.760.870 $-54.882.102$
Financing activities: $\Omega$ n
New loans and borrowings 218.729.493 71.000.000
Repayments of loans and borrowings 246.496.471 $-19.181.394$
Repayments of other financial liabilities $-2.016.230$ $-1.708.055$
Other increases in capital 118.148.599 19.501
CASH FLOWS FROM FINANCING ACTIVITIES 88.365.392 50.130.052
NET CHANGE IN CASH AND BANKS $-18.571.796$ 11.348.290
EXCHANGE DIFFERENCE ON CASH AND BANKS 859.794 $-503.658$
Cash and banks at beginning of year 96.044.433 85.199.801
Cash and banks at end of year 78.332.432 96.044.433

INCOME STATEMENT – Antares Vision S.p.A.

Income statement 31/12/2021 31/12/2020
$(*)$
Revenue 81.635.608 86.015.478
Other income 2.680.732 1.980.391
Changes in finished and semi-finished $-2.982.874$ $-6.785.177$
Raw materials and consumables $-18.506.544$ $-15.283.688$
Personnel costs $-24.459.119$ $-22.094.310$
Amortisation and depreciation $-4.181.507$ $-2.575.676$
Capitalised development costs 5.601.531 3.938.770
Sales and marketing costs $-3.687.389$ $-4.207.906$
Service costs $-32.224.999$ $-22.884.005$
Other operating expenses $-1.109.076$ $-2.107.976$
Operating profit/(loss) 2.766.362 15.995.901
Financial charges $-6.594.947$ $-2.747.667$
Financial income 1.777.688 627.965
Foreign exchange gains and losses 120.039 $-40.222$
Income (charges) on investments 78.329
Profit/(Loss) before tax $-1.852.529$ 13.835.978
Income taxes 1.572.101 3.949.898
Net profit/(loss) $-280.428$ 17.785.876

STATEMENT OF FINANCIAL POSITION – Antares Vision S.p.A.

Statement of financial position 31/12/2021 31/12/2020
$^{(*)}$
01/01/2020
Assets
Non-current assets
Property, plant and equipment and right-of-use assets
Other intangible assets
13.613.307
11.976.801
12.857.106
8.465.498
10.897.350
5.182.301
Investments in other companies 237.330.698 128.999.829 75.000.498
Financial receivables from Group's entities 10.896.931 4.049.327 3.525.317
Non-current financial assets 16.763 23.457 76.564
Deferred tax assets 5.937.902 4.123.182 7.627.978
Total non-current assets 279.772.403 158.518.398 102.310.007
Current assets
Inventories 21.895.239 21.425.286 18.489.250
Trade receivables 39.434.137
7.795.651
38.500.679 52.976.543
0
Financial receivables from Group's entities
Other receivables
7.807.386 5.099.658
14.022.079
4.989.957
Other current financial assets 34.042.956 33.144.228 33.132.228
Cash and banks 42.492.793 67.861.871 65.730.714
Total current assets 153.468.162 180.053.802 175.318.693
Total assets 433.240.565 338.572.200 277.628.701
Shareholders' equity and liabilities
Shareholders' equity
Share capital 169.451 143.074 142.606
Other reserves 253.266.795 128.495.201 110.148.127
FTA reserve $-14.931.441$ $-14.931.441$ $-14.931.441$
Retained earnings 11.666.433 $-48.073$ $-3.088.169$
Profit/(loss) for the period $-280.428$ 17.785.876 21.340.276
Total shareholders' equity 249.890.810 131.444.637 113.611.399
Non-current liabilities
Non-current loans and borrowings 127.926.781 120.009.513 84.409.815
Non-current lease liabilities 6.282.191 5.064.193 6.173.907
Other non-current financial liabilities 564.773
5.888.876
1.490.486
4.822.036
568.648
3.719.272
Retirement benefit obligations
Deferred tax liabilities
446.270 292.499 207.393
Total non-current liabilities 141.108.891 131.678.727 95.079.035
Current liabilities
Current loans and borrowings 5.200.985 33.824.185 15.527.667
Current lease liabilities 573.867 2.210.268 263.160
Current provisions for risks and charges 372.788 220.371
Contract liabilities
Trade payables
1.405.329
18.289.544
9.833.351
12.798.979
25.245.862
15.526.538
Other payables 16.398.351 16.561.682 12.375.039
Total current liabilities 42.240.864 75.448.836 68.938.267
Total shareholders' equity and liabilities 433.240.565 338.572.200 277.628.701

CASH FLOW STATEMENT – Antares Vision S.p.A.

Cash flow statement (indirect method) 31/12/2021 31/12/2020
$(*)$
PROFIT FOR THE YEAR $-280.428$ 17.785.876
Income tax $-1.572.101$ $-3.949.898$
Financial income $-1.777.688$ $-627.965$
Financial charges 6.594.947 2.747.667
Depreciation and impairment loss on property, plant and equipment 625.587 20.977
Amortisation and impairment of intangible fixed assets 3.368.193 2.410.486
Employee severance indemnities $-379.938$ $-71.590$
Other non-monetary movements 1.387.710 917.851
Income taxes paid $-105.610$
(Increase)/decrease in inventories $-469.953$ $-2.936.036$
(Increase)/decrease in trade receivables $-1.121.185$ 14.292.033
(Increase)/decrease in other non-financial assets 6.326.998 287.393
Increase/decrease in trade payables 5.490.565 $-2.727.449$
Increase/decrease in other non-financial liabilities 7.914.434 $-12.075.716$
NET CASH FLOWS FROM OPERATING ACTIVITIES 10.172.662 16.073.629
Investing activities:
Net purchases of property, plant and equipment $-1.381.789$ $-9.000$
Net investments in intangible assets $-6.879.496$ $-5.772.026$
Investments in associates and joint ventures -117.709.772 $-60.302.105$
Purchases of current financial assets 0 $-12.000$
Business combinations, net of cash and banks acquired $-125.971.057$ $-66.095.131$
NET CASH FLOWS FROM INVESTING ACTIVITIES
Financing activities: 218.729.493 71.000.000
New loans and borrowings -246.030.372 $-18.029.449$
Repayments of loans and borrowings $-418.403$ $-837.394$
Repayments of other financial liabilities 118.148.599 19.501
CASH FLOWS FROM FINANCING ACTIVITIES 90.429.318 52.152.658
NET CHANGE IN CASH AND BANKS $-25.369.078$ 2.131.156
Cash and banks at beginning of year 67.861.871 65.730.714
Cash and banks at end of year 42.492.793 67.861.871