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Gpi

Investor Presentation Jul 4, 2023

4426_rns_2023-07-04_fe059483-422b-48c6-be74-bf18825c7701.pdf

Investor Presentation

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Innovation for sustainable Healthcare

Acquisition of Evolucare Group - 4 th July 2023

1

VISION

to be at the forefront of the technological and sustainable transformation of preventive and care processes for healthcare, promoting the well-being of individuals.

MISSION

we strive to provide health professionals and patients with the knowledge, skills, and tools necessary to enhance preventive and care processes through the use of software, services, and cutting-edge technologies.

VALUES

ETHICS

PEOPLE-CENTERED CARE

PASSION

History of Growth

35 years of experience, management team with a track record of internal growth and M&As

solutions used by 3,000 + customers in more than 70 + countries

Leader in Italy: software solutions for health and social care systems and BPO services granting access to care

integrated software, technology and service solutions to optimise the clinical, care, administrative and social processes

our work helps improve the quality of life

M&A Guidelines

EBITDA margin ~37%

INTEGRATION with GPI's French subsidiaries OPTIMIZATION

creation of a HUB OF TECHNOLOGICAL EXCELLENCE

Potential SYNERGIES

To become one of the major players at the European level in the software for healthcare

Evolucare: a reference player in the French digital health sector

Company description

  • Established in 1988 by the Le Guilcher family, Evolucare is a leading French software provider specialized in the healthcare sector
  • Evolucare focuses on B2B solutions with a comprehensive and complementary set of applications along the patient journey
  • Well-positioned to address the digitalization of healthcare sector and the increasing demand for greater convergence across healthcare and social care markets
  • Main clients are hospitals both public and private, diagnostic centers and medico-social institutions for elderly and disabled patients
  • Experienced and committed management team led by CEO Philippe Blanco since 2020

Key highlights

FY2022 revenues breakdown

Comprehensive products offering for the clinical and medico-social sectors

BU/Segment Main products Description
Hospital Information
System /
Electronic Patient
Record

Launched
in
1996,
multi-activity
EPR
used
by
all
types
of
hospitals
and
nursing
homes

New
generation
web-based
solution
designed
with
modular
architecture,
for
a
more
efficient
updating
and
interoperability
prospects
Critical Care
Manages
the
whole
range
of
activities
of
anesthesia
units:
consultations,
visits,
ambulatory
administration,
before
and
after
operation
monitoring,
prescription,
connectivity,
statistics

Manages
the
whole
range
of
activities
of
operating
rooms:
consultation,
pre-operation
preparation,
planning,
reports,
piloting

Manages
the
whole
range
of
activities
of
intensive
care
units:
prescription,
surveillance
and
follow
up,
administrative
planning
and
management,
task
automation
Medico –
Social

Imago
software
suite
integrated
with
advanced
resident/user
record
modules:

ImagoDU
is
designed
for
facilities
for
disabled
people

ImagoSR
is
specialized
for
elderly
facilities

Other
software
include
ImagoRH
(HR
planning)
&
Gessi
(support
functions
management)
Imaging
Natively
integrated
RIS
(Radiology
Information
System)
/
PACS
(Picture
Archiving
&
Communication
System)
solution
designed
to
address
private
imaging
centers,
private
hospitals
and
public
hospitals
Ophtalmology
AI-web
based
solution,
designed
to
support
ophthalmologists
and
orthoptists
in
analyzing
patient
retina,
by
being
able
to
detect
35+
pathologies

International footprint & strong export potential

Strategic rationale of the acquisition of Evolucare

Higher contribution from the Software Strategic Business Area…

+

…leading to an increased EBITDA margin and international footprint

Breakdown per Strategic Business Area

Note: 1) GPI's FY2022 revenues per geographical area calculated considering TESI Group's contribution on a 12-month basis

Expected synergies from the complementarity of GPI and Evolucare solutions

a History of Steady Growth

Significant contribution from value-accretive M&A

Revenue '22PF € ~429 M EBITDA '22PF € ~77 M

Note: 1) pro forma revenues include both Tesi and Evolucare's results on a 12-month basis

11

Strategic Pillars of the Business Plan 2022 – 2024

Transaction structure and indicative timeline

Q&A - Acquisition of Evolucare

  • Expansion of the Software Strategic Business Area (+26% of 2022PF revenues & +35% of 2022PF EBITDA)
  • Strengthening of proprietary software portfolio
  • Increased international reach of GPI
  • Strong integration with GPI's French subsidiaries and creation of a relevant player in France
  • Potential synergies thanks to complementary products offering

  • ~35 years of presence in the French digital health sector

  • Comprehensive suite of software for 5 main healthcare areas
  • ~Eu 43mn revenues in 2022 with ~37% EBITDA margin
  • ~14% of international revenues, esp. in Germany
  • Strong cash flow generation
  • ~50% of recurrent revenues
  • ~370 FTE of which ~90 dedicated to R&D

  • Purchase ~96.6% of Evolucare at closing for Euro ~108.8mn
  • EV/EBITDA 2022 of ~11.0x
  • Company to be led by current CEO & shareholder Mr. Philippe Blanco
  • Evolucare's top managers to reach a combined ~6.2% stake in 2024 in the context of a MIP1
  • Put&call options on the minority stake exercisable in 2028
  • Closing of transaction expected within 3Q 2023

IR Contacts

Via Ragazzi del '99, 13 - 38123 Trento T +39 0461 381515 [email protected]

Fabrizio Redavid C. +39 335 1035499 [email protected]

Lorenzo Giollo

C. +39 340 8223333 [email protected]

Disclaimer

The material in this presentation was prepared by GPI S.p.A. ("GPI" or the "Company") without any form of independent verification; it is general, basic information about the current business of GPI as at the date of this presentation. This information is supplied in summary form and is not complete. This presentation is provided for information only and is not an offer or solicitation of an offer of purchase or sale of securities, nor shall there be any sale or purchase of securities in any jurisdiction in which such an offer, solicitation or sale should be illegal before the registration or qualification in accordance with the laws on securities of that jurisdiction. It is intended exclusively by way of a presentation to investors and is provided for information only. This presentation does not contain all information that may be relevant to an investor.

The information contained in this presentation, including the forecast financial information, must not be considered as advice or recommendations to investors or potential investors in connection with the holding, purchase or sale of securities or other products or financial instruments and does not take into account any specific investment targets nor the financial position. Before acting, it is important to consider the adequacy of information in relation to such subjects and, in particular, independent financial advice should be taken. All securities and product transactions or financial instruments entail risks, which include, amongst others, the risk of adverse or unforeseen market, financial or political developments and, in international transactions, the foreign exchange risk. The information contained in this presentation is confidential and is supplied to the user for information only and cannot be reproduced, re-sent or further distributed to anyone else, nor published, entirely or partly, for any purpose. This presentation is only distributed to and intended for: (A) persons in the European Economic Area Member States (excluding the United Kingdom), who are classed as "qualified investors" under Article 2, paragraph 1, letter e) of Directive 2003/71/EC (as amended and complete with any implementing measures applicable in each Member State); (B) in the United Kingdom, professional investment qualified investors coming under Article 19 (5) of the 2005 Order

(financial promotion), the Order of Financial Services and markets and/or companies with high shareholders' equity and other persons to whom it can be lawfully disclosed, pursuant to Article 49, paragraph 2, letters a) to d) of the Order; and (C) other persons to whom this presentation can be legally distributed and disclosed in accordance with applicable laws (all those pursuant to points (A) to (C) above, indicated as "relevant persons"). The information contained in this presentation may include forecasts. Although the Company believes it has a reasonable basis on which to make the forecasts given in this presentation, GPI warns that forecasts are no guarantee of future performance and that the effective operating results, financial conditions and conditions of liquidity and development of the segment in which GPI operates may differ considerably from those effectively achieved or suggested by the declarations given in this presentation or made by the GPI management team. Past performance is also not a reliable indication of future performance. GPI makes no promise to update or publicly review the forecasts, even if new information is revealed or for any other reason. The information and opinions given in this presentation or in the declarations made by the GPI management team are given as at the date of this presentation or any other date, if indicated, and are subject to change without notice. Do not rely on the information given in this presentation for any purpose. No express or implicit declaration or guarantee is given by GPI, its subsidiaries or the respective consultants, functionaries, employees and agents, as regards the accuracy of information or opinions or for any loss as may derive directly or indirectly from any use of this presentation or its contents. This presentation is not intended for distribution or use by any person or entity that is a citizen or resident of a place, country or other jurisdiction in which such distribution, publication, availability or use may be in conflict with laws or regulations or which would require any registration or licence within such jurisdiction.

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