Investor Presentation • Mar 18, 2024
Investor Presentation
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March 19th, 2024 – STAR Conference





One of the most respected go-to partner in Italy for investors, institutions, corporates and entrepreneurs, listed on the Italian Stock Exchange and managed by a partnership of committed professionals

(1) Source: 2023 Institutional Investors' survey, unweighted rankings. (2) Source: Dealogic. Ranking by # of deals. Deals below €10m size are excluded. (3) Source: Mergermarket. Ranking by # of deals. Proforma to include EQUITA SIM and EQUITA K Finance deals. (4) Source: Bloomberg and Bond Radar. Ranking by # of High Yield and Not Rated issues. (5) Shareholding Structure and Market Cap as of 14 March 2024. (6) Market float figure includes 5% stake of Fenera Holding

of the Italian Stock Exchange

EQUITA was founded in 1973 as one of the first independent Italian merchant banks.

EQUITA acts as broker, financial advisor and alternative asset management platform. We offer financial advisory in strategic corporate finance transactions, capital raising solutions, access to global financial markets, execution of trading ideas, insights on listed companies, industry expertise, management of illiquid proprietary assets








(value, €bn)

(47%) vs AVG FY'13-FY'22 (€12.2bn)
€7.5bn Average last 5 years (FY'18-FY'22) -13% (FY'23 vs Average last 5 years)
62 62 57
(value, €bn)
87
47
59
€bn # deals
5,2 8,5 8,7 8,3 6,7 6,5
2018 2019 2020 2021 2022 2023
(1) Source: AMF Italia (Assosim); MOT figures referred to the aggregate of DomesticMOT, ExtraMOT and EuroMOT. (2) Source: Dealogic; FY'22 figure excludes the right issue completed by Stellantis (€732m). (3) Source: Bondradar and Bloomberg. (4) Source: KPMG.
€28.8bn Average last 5 years (FY'18-FY'22) +8% (FY'23 vs Average last 5 years)
44 48
21,3 26,3 30,2 41,8 24,4 31,1
2018 2019 2020 2021 2022 2023
68
(value, €bn)
39
54
Var FY'22-FY'23 +38%
Var FY'22-FY'23 +28%
€bn # deals
Var FY'22-FY'23 +26%
Var FY'22-FY'23 (3%)

| FY'23 vs FY'22 (1 Jan – 31 Dec) |
% Var Net Revenues | % Var Net Profits | Margin % |
|
|---|---|---|---|---|
| Investment bank | ABG Sundal Collier |
0% | (13%) | 14% |
| Investment bank | Baader Bank | 7% | (68%) | 2% |
| Investment bank | Goldman Sachs | (2%) | (27%) | 17% |
| Investment bank | Jefferies (1) | (21%) | (66%) | 6% |
| Investment bank | Morgan Stanley | 1% | (19%) | 16% |
| Investment bank | Piper Sandler | (7%) | (17%) | 13% |
| Investment bank | Stifel | (1%) | (20%) | 13% |
| Investment bank | UBS | 18% | > 100% (excl.) | Excluded |
| Advisory firm | Evercore | (12%) | (46%) | 10% |
| Advisory firm | Houlihan Lokey | 0% | 6% | 15% |
| Advisory firm | Lazard | (12%) | (80%) | 3% |
| Advisory firm | Moelis & Co | (11%) | < 100% (excl.) | Excluded |
| Advisory firm | Perella Weinberg | 3% | < 100% (excl.) | Excluded |
| Advisory firm | PJT Partners | 12% | (10%) | 7% |
| EQUITA | 2% | 5% | 18% | |
| Mean - Investment Banks |
(1%) | (33%) | 11% | |
| Median - Investment Banks |
(0%) | (20%) | 13% | |
| Mean - Financial Advisors |
(3%) | (33%) | 9% | |
| Median - Financial Advisors |
(6%) | (28%) | 9% |

AM Fees Inv. Portfolio Perf. Fees



| FY'23 | FY'22 | Var % 23-22 |
4Q'23 | 4Q'22 | 4Q Var % 23-22 |
||
|---|---|---|---|---|---|---|---|
| Client-related | 76,7 | 82,3 | (7%) | 23,3 | 20,8 | 12% | |
| Non-client (Dir. Trading) | 7,4 | 2,7 | 176% | 2,5 | 1,1 | 132% | |
| Investment portfolio | 3,4 | 1,2 | 190% | 2,3 | 0,2 | n.m. | |
| Performance fees | - | - | n.a. | - | - | n.a. | |
| Net revenues | 87,5 | 86,2 | 2% | 28,1 | 22,0 | 27% | |
| Total Costs (1) | (63,4) | (60,9) | 4% | (19,1) | (17,2) | 11% | |
| % (2) Cost/Income Adjusted |
(71,5%) P&L |
(70,7%) | (68%) | (78%) | |||
| Cost/Income % | (72,5%) | (70,7%) | (68%) | (78%) | |||
| taxes (1) Profit before |
24,1 | 25,3 | (5%) | 9,0 | 4,8 | 86% | |
| Taxes (1) | (7,0) | (7,1) | (1%) | (2,5) | (1,3) | 99% | |
| Tax rate | (29%) | (28%) | (28%) | (26%) | |||
| Minorities | (0,7) | (2,0) | (66%) | (0,1) | (0,5) | (77%) | |
| LTIP | (0,3) | (0,9) | (0,0) | (0,9) | |||
| Net Profits | 16,1 | 15,2 | 5% | 6,3 | 2,2 | 193% | |
| Net Profits (1)(2) Adjusted |
16,9 | 16,2 | 5% | 6,4 | 3,1 | 106% | |
| ROTE | 26% | 29% | €0.35 dividend on Adjusted |
per share in line with FY'22 (≈100% payout Net Profit) |
| FY'23 | FY'22 | Var % (1%) |
||
|---|---|---|---|---|
| Costs (1) Personnel |
(41,9) | (42,2) | ||
| FTEs (End of Period) |
195 | 188 | 4% | |
| Comps / Revenues | (47,9%) | (48,9%) | (2%) | |
| Normalized Comps / Revenues |
(49,5%) |
| FY'23 | FY'22 | Var % | ||
|---|---|---|---|---|
| Operating Costs | (21,5) | (18,7) | 15% | |
| Information Technology | (6,3) | (6,2) | 1% | |
| Trading Fees | (3,1) | (2,9) | 6% | |
| Non-Recurring | (anniversary…) | (0,8) | - | n.a. |
| Other (marketing, governance) |
(11,3) | (9,6) | 17% | |
| Cost/Income % (1) Cost/Income Adjusted % (ex. non-rec.) |
(72,4%) (71,5%) Non-recurring items, identity, new website, |
(70,7%) (70,7%) |
Other costs up 17%, driven by higher marketing and inflation on contracts |




shares (2023 vs 2017)


| Mitigants | ||||
|---|---|---|---|---|
| ket ar M |
Market Scenario |
▪ Still difficult global environment (war, inflation, recession…) ▪ Soft start of the year in terms of trading volumes on mid-small caps and ECM transactions in Italy ▪ Challenging fund-raising environment for alternative, illiquid assets |
▪ Higher interest rates are now digested ▪ Ongoing simplification to ease access to capital markets, potentially increasing liquidity in financial markets ▪ Large portion of debt to be refinanced in 2024-2025 €40bn of M&A transactions announced in the Italian market ▪ |
|
| Global Markets and Research |
Fixed income desk benefitting from increasing positioning and ▪ investors' appeal on bonds Equity volumes on mid-small caps expected to recover ▪ |
▪ | Expansion of research coverage on Italian and European listed companies |
|
| es u n ve Re |
Investment Banking |
▪ Strong pipeline in M&A, both in mid-market, large and public transactions ▪ Capital Markets activities expected to improve in 2H'24 |
▪ ▪ |
Increase in positioning, thanks to recent senior hirings, contribution from senior advisors and new areas of expertise (EQUITA Real Estate) Consolidation of Group's presence in Rome |
| Alternative Asset Management |
Growth in illiquid proprietary assets following fundraising of ▪ EPD III and EGIF Focus on capital deployment investing in private capital ▪ opportunities, on the basis of current interesting pipeline |
▪ | Positive contribution to Net Revenues from the Investment Portfolio and carried interest from 2025 |
|
| osts C |
Group | No other material additions of workforce or investments needed ▪ ▪ Adequate structure to benefit from increase in business volumes, revenues and net profits (operating leverage) |
▪ ▪ |
Further optimisation of rental spaces Focus on business-related marketing to boost revenues with clients |
| y g Strate |
M&A & Strategic Initiatives |
Scouting of external growth opportunities with bolt-on ▪ acquisitions, in Italy and abroad Preliminary discussions with EKF to acquire minorities and ▪ extend the partnership |
▪ | Always open to strategic partnerships that could accelerate growth of the business |







(1) Net Profits 2021 adjusted to normalise tax rate to 28% (average tax rate of 2020 and 2022 fiscal years). (2) Total Shareholder Return in the period 22 November 2017 – 11 March 2024. (3) €0.35 dividend per share proposed by the Board of Directors to the next Shareholders' Meeting, to be distributed in 2024.

Offering & Expertise Key Facts


Increasing market share in



| 0 DEACAPITAL |
Postevita | (10) -1 Fridan Tersion Page: |
MEF) MEF ( 2000) AIRWAYS | unieuro | := II M | મેન / Servizi Italia |
next Novel |
|---|---|---|---|---|---|---|---|
| DeA Capital | Postevita | Italian Design Brands | MEF | Unieuro | TIM | Servizi Italia | Acquisition of the merchant |
| Tender Offer by Fam. De Agostini €128 Ken |
Tender Offer on Net Insurance shares €187.8m |
Disposal of a 51% stake of Investindesign to TIP €72m |
Sale of a stake of ITA Airways to Lufthansa €325m |
Acquisition of Covercare €60m |
Disposal of NetCo €217bn |
Tender Offer By Cometa 621.7mm |
acquiring business of Banca di Cividale €30 Brn |
| Fairness Opinion | Financial Advisor | Financial Advisor | Financial Advisor | Financial Advisor | Financial Advisor | Fairness Opinion | Financial Advisor |
| EEQUITA | EEQUITA | E EQUITA | SEQUITA | SEQUITA | EEQUITA | EEQUITA | E EQUITA |
| January, 2023 | April, 2023 | Max, 2023 | May, 2023 | October, 2023 | November, 2023 | November, 2023 | December, 2025 |


| : 000 eni » |
amco | C BCC BANCA | & Bancallis | MAIRE | CARRARO | cdp | ALERIONCLEANPOWER |
|---|---|---|---|---|---|---|---|
| Eni | Amco | Iccrea Banca | Banca Ifis | MARE | Carraro | Cassa Depositi e Prestiti | Alerion Clean Power |
| Sustainability-Linked | Senior Unsecured | Social Senior Preferred | Senior Preferred | Sustainability-Linked | Initial Public Offering | Senior Unsecured Retail | Senior Unsecured |
| Bond Issue | Bond Issue | Bond Issue | Bond issue | Bond Issue | (IPO | Band Issue | Green Bond Issue |
| €2bn | €500m | €500m | €110m | €200m | €690m | EZber | €170m |
| Dealer | Joint Lead Manager | Co-Manager | Sole Dealer | Placement Agerit | Co-Manager | Dealer | Placement Agent |
| EEQUITA | EEQUITA | 를 EQUITA | EEQUITA | SEQUITA | E EQUITA | SEQUITA | E EQUITA |
| January, 2023 | January, 2023 | January, 2023 | March, 2025 | October, 2023 | November, 2023 | November, 2023 | Docember, 2023 |
Solid track record in the execution of cross-border M&A transactions, helping corporates and private equity funds









| Key Metrics | 2017 (IPO) | March 2024 | Variation | ||||
|---|---|---|---|---|---|---|---|
| 3.3m shares distributed to professionals to: |
|||||||
| No. of shares | 50.0m | 51.3m | +1.3m | Execute M&A deals ▪ Serve incentive plans ▪ required by applicable |
|||
| Share Capital |
No. of treasury shares | 4.7m | 2.7m | +2.0m | regulation ▪ Align interests of new |
||
| No. of outstanding shares | 45.3m | 48.6m | +3.3m | senior hirings | |||
| +7.3% outstanding shares (6.8% dilution) |
|||||||
| Key | Adjusted Net Profits | €11.2m | €16.9m | +€5.7m | +51% vs IPO | ||
| Financials | Adj. Earnings per share (EPS, fully diluted)(1) |
€0.242 | €0.345 | +€0.103 | +42% vs IPO | ||
| Management and Equita professionals |
54% / 60% | 40% / 54% | Management still the largest shareholder with 33% stake and 47% of votes in the |
||||
| Of which Management Pact | 38% / 42% | 33% / 47% | Shareholders' Meeting | ||||
| Ownership Structure |
Float / Market | 37%/ 40% | 55% / 46% | Significant increase in market float |
|||
| (% share capital / % votes in the Shareholders' Meeting) |
of which Significant Shareholders (Fenera Holding) |
- / - |
5% / 7% | ||||
| Of which Families, Entrepreneurs and institutions (May'23 - Placement) |
- / - |
11% / 8% | |||||
| Treasury shares | 9%/ - | 5% / - |
| (€m) | FY'23 | 9M'23 | 1H'23 | 1Q'23 | FY'22 | 1H'22 | FY'21 | FY'20 |
|---|---|---|---|---|---|---|---|---|
| Cash & Cash equivalents | 130.5 | 75.1 | 74.0 | 106.3 | 107.9 | 125.3 | 136.1 | 117.2 |
| Financial assets at fair value with impact on P&L | 77.4 | 99.3 | 95.5 | 90.4 | 111.7 | 79.6 | 49.2 | 43.8 |
| Financial assets at amortized cost | 101.2 | 122.5 | 144.6 | 128.0 | 99.6 | 97.1 | 91.4 | 86.1 |
| Equity investments | 0.6 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.1 |
| Intangible assets |
26.6 | 26.7 | 26.8 | 26.8 | 26.9 | 27.1 | 27.2 | 27.5 |
| Tangible assets |
6.0 | 5.7 | 5.8 | 6.0 | 4.1 | 4.6 | 5.2 | 6.2 |
| Tax assets | 3.2 | 4.9 | 5.3 | 8.1 | 7.5 | 4.7 | 4.4 | 3.1 |
| Other assets |
34.1 | 36.0 | 34.0 | 39.4 | 41.7 | 42.1 | 1.9 | 1.6 |
| Total Assets | 379.7 | 370.3 | 386.1 | 405.0 | 399.5 | 380.5 | 315.6 | 285.8 |
| Debt | 213.9 | 203.0 | 220.0 | 222.5 | 221.3 | 197.4 | 175.6 | 171.3 |
| Tax liabilities | 1.3 | 1.6 | 1.1 | 5.3 | 3.6 | 3.4 | 6.0 | 2.2 |
| Other liabilities |
50.8 | 64.1 | 66.1 | 62.7 | 64.4 | 87.7 | 27.9 | 21.7 |
| Employees' termination liabilities |
1.9 | 2.0 | 2.2 | 2.2 | 2.1 | 2.1 | 2.4 | 2.3 |
| Allowance for risks and charges |
3.2 | 2.4 | 2.1 | 3.8 | 3.8 | 3.2 | 4.4 | 2.7 |
| Total Liabilities | 271.1 | 273.1 | 291.4 | 296,5 | 295.2 | 284.8 | 216.3 | 200.1 |
| Share capital | 11.7 | 11.6 | 11.6 | 11.6 | 11.6 | 11.6 | 81.3 | 76.8 |
| Treasury shares | (3.2) | (3.2) | (3.2) | (3.3) | (3.9) | (4.0) | (4.1) | (4.1) |
| Reserves | 80.0 | 78.5 | 78.2 | 96.3 | 79.4 | 76.5 | 69.9 | 65.4 |
| Net Profits of the period | 16.8 | 10.3 | 8.1 | 3.8 | 17.3 | 11.7 | 22.1 | 12.9 |
| Third parties' equity | 3.2 | - | - | - | - | - | - | 0.1 |
| Shareholders' Equity | 108.6 | 97.2 | 94.7 | 108.5 | 104.3 | 95.7 | 99.3 | 85.7 |
| Total Liabilities and Shareholders' Equity | 379.7 | 370.3 | 386.1 | 405.0 | 399.5 | 380.5 | 315.6 | 285.8 |
| ROTE % | 26% | 22% | 23% | 26% | 29% | 38% | 44% | 27% |
| IFR % | 499% | 579% | 538% | 550% | 489% | 648% | 587% | N/A |

This presentation shall be considered as confidential. It may not be reproduced, redistributed or passed on, directly or indirectly, to any other person or published, in whole or in part, for any purpose. The views presented herein, which do not purport to be comprehensive, are for discussion purposes only and are based upon publicly available information that is believed to be reliable, but which has not been verified by EQUITA Group S.p.A. or any subsidiary of EQUITA Group S.p.A. ("EQUITA").
Equita is not advocating any of the courses of action presented herein, which are being presented to solely illustrate a range of available options. No representation or warranty, express or implied, is or will be given by EQUITA or its directors, officers or employees as to the accuracy or completeness of this Presentation and, so far as permitted by law, no responsibility or liability is accepted for the accuracy or sufficiency thereof, or for any errors, omissions or misstatements, negligent or otherwise, relating thereto. In particular, but without limitation, (subject as aforesaid) no representation or warranty, express or implied, is given as to the achievement or reasonableness of, and no reliance should be placed on, any projections, targets, estimates or forecasts and nothing in this Presentation is or should be relied on as a promise or representation as to the future. Neither EQUITA, nor any of its directors, officers and employees shall be liable for any direct, indirect or consequential loss or damage suffered by any person as a result of relying on any statement in or omission from this Presentation or any other written or oral communication with the Recipient and any such liability is expressly disclaimed. This Presentation does not constitute an offer or invitation or a solicitation of any offer or invitation for the sale or purchase of securities or of any of the assets, business or undertaking described herein. In addition, it is not intended to form the basis of or act as an inducement to enter into any contract or investment activity, and should not be considered as a recommendation by Equita. In furnishing this Presentation, Equita does not undertake any obligation to provide any additional information or to update this Presentation or to correct any inaccuracies that may become apparent.


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