Equita Group — Investor Presentation 2019

Sep 16, 2019

16 SEPTEMBER 2019

INTRODUCTION TO EQUITA (H1'19 RESULTS)

MILESTONES

GROUP AND SHAREHOLDING STRUCTURE

Fully separated governance to avoid conflicts of interest and maximize business potential

Partnership "opened" to the market

Strong management commitment and entrepreneurial spirit

SNAPSHOT OF HALF-YEAR 2019 RESULTS

PERFORMANCE IMPACTED BY TOUGH INVESTMENT BANKING MARKETS AND COMPARISON EFFECT WITH 2018 EQUITA RESULTS

(1) Including €150m of the SPAC; (2) Calculated on third parties brokered volumes published by ASSOSIM; Equity figures referred to MTA data; Bond figures referred to DomesticMOT, EuroMOT and ExtraMOT data; (3) Equita Private Debt Fund I

GLOBAL MARKETS – THE LARGEST TRADING FLOOR IN ITALY

A COMPLETE PRODUCT OFFERING ON EQUITIES, BONDS, DERIVATIVES AND ETFS DEVELOPED OVER TIME AND STRENGTHENED IN 2018 THANKS TO THE INTEGRATION OF THE RETAIL HUB AND MARKET MAKING ACTIVITIES (ACQUIRED FROM NEXI SPA) AND A NEW FIXED INCOME TEAM

New Fixed Income Team

to exploit further synergies with the other business lines (Investment Banking, Research)

2018 Acquisition from Nexi

to expand and diversify Sales & Trading and strengthen Market Making

GLOBAL MARKETS

AN OVERALL POSITIVE H1'19 WITH CLIENT RELATED BUSINESS INCREASING +10% VS H1'18. EQUITA CONTINUED ITS DIVERSIFICATION STRATEGY GROWING DOUBLE DIGIT IN FIXED INCOME

Performance drivers in H1 2019

• Positive market performance (FTSE MIB +15.9%) recovering the sharp correction occurred in Q4'18 (FTSE MIB -11.5%)
• Third parties brokered volumes on equities and fixed income down by 28% and 9% compared to H1'18 respectively
• Successful integration of Retail Hub and Market Making activities (acquired in June 2018)
• Client-Driven & Market Making more than offset the reduction in Directional trading, increasing the exposure to client-related business

Market Shares(1) (third parties brokered volumes)

	Equities	Bonds	Equity Options
Q2'18	6.0%	2.6%	4.6%
Q3'18	8.0%	7.8%	5.4%
Q4'18	8.2%	6.7%	8.3%
Q1'19	8.8%	5.8%	9.9%
Q2'19	10.2%	6.0%	7.3%
H1'19	9.5%	5.9%	8.7%

(1) Source: ASSOSIM, market share on quarterly volumes for third parties; "Equities" referred to equities brokered on MTA segment, "Bonds" referred to bonds brokered on DomesticMOT, EuroMOT and ExtraMOT segments; "Equity Options" referred to IDEM segment.

2014 and 2015 figures referred to Equita SIM; 2016 and onward figures referred to Equita Group; roundings in Client Driven & Market Making and Directional Trading net revenues could occur due to a reclassification of 2018 figures

RESEARCH TEAM – BEST-IN-CLASS QUALITY AND REPUTATION WITH INVESTORS

EQUITA CONFIRMED BREADTH AND QUALITY OF ITS RESEARCH AND EXPANDED COVERAGE TO THE BOND SEGMENT

THE LEADING INDEPENDENT BROKERAGE FIRM IN ITALY

CONSTANTLY RANKED AT THE TOP OF INVESTORS' SURVEYS AND #1 PLAYER AMONG INDEPENDENT BROKERS, CONFIRMING ITS COMPETITIVE ADVANTAGE POST MIFID II

RESEARCH TEAM (1)

(1) Rankings on Italy (incl. Small & Mid Caps) based on commissions paid (2) Distribution of votes received by the Equita Research Team on the «Italy: Country Research (incl. Small & Mid Caps)» ranking

INVESTMENT BANKING – OUTSTANDING GROWTH AND STRONG POSITIONING

Financial Sponsors Debt Capital Markets Debt Advisory Financial Institutions M&A Advisory & Corporate Broking 3 5 7 10 11 13 16 17 20 22 23 29 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 New Areas No. of Professionals Net Revenues

Italian Rankings 2018

#	Listings (1) IPO and	# deal
1.	Banca IMI	5
2.		4
3.	Mediobanca	4
4.	Unicredit	3
5.	Banca Finnat	3
6.	UBI	3
7.	Advance SIM	2
8.	Banca Akros	2
9.	CFO SIM	2
10.	Credit Suisse	2

#	HY and NR Bonds (2)	# deal
1.	Unicredit	9
2.	HSBC	8
3.	BNP Paribas	5
4.	Goldman Sachs	5
5.	JP Morgan	5
6.	Banca IMI	4
7.	Mediobanca	4
8.		3
9.	Credit Suisse	3
10.	KKR	3

#	M&A (3)	# deal
1.	KPMG	47
2.	Unicredit	38
3.	PwC	37
4.	Mediobanca	34
5.	Deloitte	33
6.	EY	32
7.	Lazard	23
8.	Rothschild & Co	23
9.	Banca IMI	22
…13.		13

(1) Market trends include IPOs, Convertibles and Follow-on deals. ECM rankings are made considering # of IPOs and listings in the Italian market. The following roles are included: Global Coordinator, Sponsor, Advisor to Issuer or Selling shareholders and NOMAD. Excluding deals smaller than €10m and market cap smaller than €10m (in case of listing). Source: Equita's analysis on Borsa Italiana and Dealogic data; (2) Market trends are made excluding banks/ass.. DCM rankings are made considering only High Yield and Not Rated bonds. Source: Bondradar; (3) Source: M&A in Italy, KPMG report; rankings by Mergermarket

INVESTMENT BANKING – LOW TRANSACTION VOLUMES

ONE OF THE WORST SEMESTERS OF RECENT YEARS IN ITALY AS WELL AS IN EUROPE IN TERMS OF MARKET VOLUMES

HISTORICAL MARKET FIGURES FOR ITALY

(1) Market figures include IPOs, Convertibles and Follow-on deals. Source: Equita's analysis on Borsa Italiana and Dealogic data; (2) Market figures are made excluding banks/insurances. Source: Bondradar; (3) Source: M&A in Italy, KPMG report; rankings by Mergermarket (4) +23% refers to the total market growth; (72%) excluding two large deals (Nexi's IPO and Creval's aucap)

INVESTMENT BANKING

DESPITE TOUGH UNDERLYING MARKET AND COMPARISON EFFECT WITH H1'18 RESULTS, EQUITA CONTINUED TO BE INVOLVED IN KEY RELEVANT TRANSACTIONS

Performance drivers in H1 2019

• In addition to the tough market situation, Equita suffered the comparison effect with a particularly strong H1'18 which experienced unusually high volumes compared to the normal seasonality of the investment banking business
• Equita continued to be involved in key relevant transactions in ECM, DCM and M&A
• Corporate Broking & Specialist activities confirmed the positive trajectory of previous months growing double digit and offering cross-selling opportunities for other business areas of the Group
• Good progress in Q2'19 results compared to Q1'19 (+80%)

KEY RELEVANT TRANSACTIONS (YTD) (1)

ALTERNATIVE ASSET MANAGEMENT – OUR STRATEGY

DIFFERENT PRODUCTS AND SERVICES OFFERED TO BOTH FINANCIAL INSTITUTIONS AND PROFESSIONAL INVESTORS. INTERESTS FULLY ALIGNED THANKS TO A CO-INVESTMENT APPROACH

KEY PILLARS OF OUR STRATEGY

• Focus on alternative assets and co-developed products
• Potential upside from performance fees
• Strong alignment of interests (€10.7m co-invested)

LIQUID STRATEGIES – PRODUCTS CO-DEVELOPED WITH BANKS, FINANCIAL INSTITUTIONS AND PRIVATE BANKING INVESTORS

DISCRETIONARY PORTFOLIO MANAGEMENT

≈€300m

3 discretionary equity portfolios (managed on behalf of Credem since 2003)

THIRD PARTY FUND MANAGEMENT

≈€600m

2 flexible funds (managed on behalf of Euromobiliare Asset Management SGR)

…and more to come…

• Keep a healthy balance between assets managed and distributed
• No wealth management and traditional asset management

ALTERNATIVE ASSET MANAGEMENT

NET REVENUES GREW BY 12% AND ASSETS UNDER MANAGEMENT REACHED €1.2BN, CONFIRMING THE GROWTH STRATEGY ADOPTED. EQUITA CAPITAL SGR APPROVED BY BANK OF ITALY AND READY TO START ITS ACTIVITIES

Performance drivers in H1 2019

• Portfolio Management grew significantly thanks to the firsttime consolidation of "Euromobiliare Equity Mid Small Cap" (since Dec-2018). In late June the team signed an additional agreement to manage another €229m flexible fund (1) .
• Private Debt reached 99% of invested capital (1 transaction closed and another under due diligence). The team now focuses on launch the second private debt fund by year-end
• H1'18 included the impact of the Business Combination with ICF Group. Excluding this impact Net Revenues would have increased by +44% in Q2'19 and +50% in H1'19

Assets under Management (€m)

ALTERNATIVE ASSET MANAGEMENT – SOUND PERFORMANCE

STRONG TRACK RECORD IN ALMOST ALL PRODUCTS, THANKS TO A STRONG EXPERTISE AND A TOP-QUALITY IN-HOUSE RESEARCH TO RELY ON

ALTERNATIVE ASSET MANAGEMENT – A ''DIFFERENT'' ASSET MANAGER

EQUITA COMBINES SEVERAL DISTINCTIVE FEATURES THAT MAKE IT UNIQUE IN THE ITALIAN FRAMEWORK

Launch of new products and investment structures

• Fundraising of EPD II to start shortly
• ELTIF structure (tax-advantaged) to be implemented in new products
• Launch of new products in partnership

Performance fees generation

Material potential upside from performance fees generated from current and future products

Other asset classes and strategies

Assessment of new opportunities to capitalize on team competences and expand product offering (real estate, venture capital, etc) and investment strategies

CAPITAL LIGHT BUSINESS SUPPORTED BY COST DISCIPLINE

Summary P&L € m	H1 2019	H1 2018	Var. %	FY 2018	FY 2017	Var. %
Net Revenues	25,5	36,7	(31%)	59,8	53,9	11%
Personnel costs (1)	(11,6)	(17,3)	(33%)	(27,4)	(26,4)	4%
Compensation/Revenues ratio	(46%)	(47%)		(46%)	(49%)
Operating costs	(8,1)	(8,4)	(3%)	(16,8)	(12,1)	39%
Total Costs	(19,7)	(25,6)	(23%)	(44,2)	(38,5)	15%
Cost/Income ratio	(77%)	(70%)		(74%)	(71%)
Profit before taxes	5,8	11,0	(48%)	15,6	15,4	1%
Income taxes	(1,8)	(3,5)	(50%)	(4,5)	(4,3)	4%
Net Profit	4,0	7,6	(47%)	11,0	11,0	0%
Adjusted Net Profit (2)	4,0	7,6	(47%)	12,0	11,2	7%
Dividend payout				91%	90%

Key Business Model Features

Discipline on operating costs

Dividend payout above 90%

Summary Balance Sheet	H1	FY	FY
€ m	2019	2018	2017
Total assets	284,9	303,9	246,3
Total liabilities	206,0	218,3	167,3
Total shareholders' equity	74,0	80,1	79,0
Total equity and liabilities	280,0	298,3	246,3
Total Capital Ratio	25%	29%	30%

• Capital light business
• Strong availability of distributable reserves (€45m as of 31 Dec 2018)
• Strong ratios, well above minimum requirements

Operating leverage

FOCUS ON COST STRUCTURE

COST STRUCTURE IMPACTED BY THE GROWTH OF THE BUSINESS AND A DIFFERENT PERIMETER

	H1	H1
€ m	2019	2018	Var. %
Personnel costs (1)	(11,6)	(17,3)	(33%)
o/w Fixed component	(9,0)	(7,6)	18%
o/w Variable component	(2,6)	(9,6)	(73%)
FTEs (2)	151	136	11%
Comps / Revenues	(46%)	(47%)

123 FTEs in H1'18 excluding the 13 resources of Retail Hub (included since 1 June '18) +22% growth in FTEs (H1'19 vs H1'18), mainly driven by junior resources

	H1	H1
€ m	2019	2018	Var. %
Operating Costs	(8,1)	(8,4)	(3%)
o/w Information Technologies	(3,0)	(2,1)	39%
o/w Trading Fees	(1,7)	(0,9)	82%
o/w Non-Recurring	-	(1,4)	(100%)
o/w Other	(3,5)	(3,9)	(11%)

Retail Hub & Market Making (change in perimeter)

c. €0.6m IT expenses

c. €0.8m Trading Fees

Personnel Costs

• Personnel costs decreased by 33% in H1'19 versus H1'18
• Fixed component up by +18% as a result of:
  • net organic growth in number of professionals (mainly junior)
  • 13 additional resources from the integration of Retail Hub and Market Making activities (since 1 June 2018)
• Comps/Revenues ratio at 46% in H1'19, in line with FY'18 and below the 47% in H1'18

Operating Costs

• Operating costs in line with the previous year (-3%)
• €1.4m of costs related to the operations of the Retail Hub which are connected to higher revenues in the Global Markets area

RESILIENT AND PROFITABLE PERFORMANCE THANKS TO DIVERSIFICATION

OUTLOOK 2019 – EQUITA EXPECTATIONS FOR THE FULL-YEAR

SEVERAL INITIATIVES TO STRENGTHEN BRAND AND SUSTAINABILITY

EQUITA HAS ALWAYS BEEN A STRONG PLAYER IN ITALY BUT IN RECENT YEARS IT HAS SIGNIFICANTLY STRENGTHENED ITS BRAND, ALSO THANKS TO ESG INITIATIVES

Partnership with Bocconi University on Capital Markets

Encourage the debate on structural elements, development factors and possible solutions for the growth of capital markets for Italian companies

Partnership with Cattolica University on ESG & Sustainability

Research on relevant ESG factors for Italian SMEs to support investors to better evaluate those companies from an ESG perspective

Listing on the AIM and

MTA - STAR

Increased visibility in Italy and abroad Commitment to high standards in corporate governance, transparency and communication

Ad-hoc ESG initiatives

Welfare plan for employees ESG factors embedded in the remuneration policy Ongoing education for our professionals New internal policies to protect environment

Launch of new corporate website (Equita.eu) and improved presence on social networks Pro-active management of contents on the web

Partnership with Accademia di Brera to promote Culture and Art

Reward young talented students, research and didactics in artistic disciplines

Strong Brand and ESG/sustainable approach improve positioning for future growth

SUCCESSFUL PARTNERSHIP FOCUSED ON TALENTED PEOPLE

STRONG GROWTH IN NUMBER OF PROFESSIONALS THANKS TO HIGH RETENTION

STRONG SENSE OF BELONGING THANKS TO CONTINUING EDUCATION OPPORTUNITIES AND FAIR REMUNERATION BASED ON MERIT

Ongoing education and training

55 professionals trained in 2018 (o/w 11 managers)

Attention to young talents and their development

22 internships and several job rotation opportunities

High quality of workplace

Great reputation for access to talented professionals

Partnership model

Professionals highly committed thanks to stock ownership, aligning interests

WHAT'S NEXT?

Global Markets & Research	Successful MiFID II transition New Retail Hub & Fixed Income activities, including research Growing ETF and derivatives Small/low risk in prop trading, focus on client service	Maximize synergies and increase productivity Discipline on costs/technology Cross-selling and increase market shares Further focus on small caps research, with synergies across the firm
Investment Banking	Utilities/Infrastructure, Fin. Sponsors, Small Caps coverage Sizeable team growth Market shares gain and league table positioning	Further team growth Cross-selling with Asset Management
Alternative Asset Management	Reached € 1bn of assets under management quickly Strengthened team Equita Capital SGR (Management Company) established and approved by Bank of Italy	Further team growth Equita Private Debt II New products and services under evaluation
Supporting Structure & Governance	IT and management control systems upgrade ESG and effective brand positioning Strong focus on human capital New shareholders' agreement with key managers	Efficient CRM system Focus on costs Further brand enhancing initiatives

M&A Retail Hub and Market Making operations from Nexi

KEY ACHIEVEMENTS WHAT'S NEXT

• Maximize synergies and increase productivity
• Further focus on small caps research, with synergies

• Close gap with larger independent players, upside potential

• Selected opportunities in IB/AAM, both in Italy and Europe

• Potential high-level partnerships contributing synergies to Equita's businesses

OUR LONG TERM VISION: A LEADING INDEPENDENT FINANCIAL SERVICES PLAYER

From a highly specialised equity brokerage firm to one of the most respected independent players in financial services, with opportunities in different business areas

Undisputed leader in Global Markets in Italy, with high market share as result of both i) management's ability to diversify offering and ii) weakening conditions of competitors

• Leader among independent investment banks in Italy with a full range of productsservices for companies and entrepreneurs
• Well positioned among alternative asset managers in Italy, with fast-growing assets under management
• Influential opinion maker on capital markets in Italy (partnership with Bocconi, Equita Research Lab, …) with increasing impact with regard to sustainability, ESG and Mid-Small Caps

Index

APPENDIX

EXPERIENCED MANAGEMENT SUPPORTED BY WELL-INTEGRATED TEAMS

BALANCE SHEET AND TOTAL CAPITAL RATIO

LIGHT BALANCE SHEET AND HEALTY CAPITAL STRUCTURE, WITH TOTAL CAPITAL RATIO WELL ABOVE REQUIREMENTS

€ m		H1'19	FY'18
Cash & cash equivalents		0,0	0,0
Assets at FV to P&L & Equity investments		72,2	62,0
Receivables		180,4	215,1
Tangibles assets		7,5	0,6
Intangible assets		15,0	15,0
Tax assets		2,6	3,9
Other assets		2,2	1,7
Total assets		280,0	298,3
Debt		173,0	184,8
Financial liabilities held for trading		16,8	8,3
Tax liabilities		2,9	2,0
Other liabilities		7,4	14,5
Employee termination indemnities		2,6	2,4
Provisions for risks and charges		3,4	6,2
Total liabilities		206,0	218,3
Share capital	Total Capital Ratio at	11,4	11,4
Treasury shares	24.7%, well above the	(4,5)	(4,5)
Share premium reserve	capital requirements	18,2	18,2
Reserves		44,9	44,0
Valuation reserves		(0,0)	0,0
Profit /(Loss) for the financial year		4,0	11,0
Total shareholders' equity		74,0	80,1
Total shareholders' equity and liabilities		280,0	298,3

EQUITA GROUP S.P.A.

VIA TURATI 9 | MILANO | 20121 TEL. +39 02 6204.1 | FAX +39 02 29001208/1202 INFO@EQUITA.EU | WWW.EQUITA.EU