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Piaggio & C

Quarterly Report May 15, 2023

4466_ir_2023-05-15_fd91e083-53b4-4158-8b18-26cb07b545c7.pdf

Quarterly Report

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Interim Report on Operations As of 31 March 2023

This report is available on the Internet at: www.piaggiogroup.com

Contacts

Head of Investor Relations Raffaele Lupotto Email: [email protected] Tel. +390587 272286 Fax +390587 276093

Piaggio & C. SpA Viale Rinaldo Piaggio 25 56025 Pontedera (PI)

Management and Coordination IMMSI S.p.A. Share capital €207,613,944.37, fully paid up Registered office: Viale R. Piaggio 25, Pontedera (Pisa) Pisa Register of Companies and Tax Code 04773200011 Pisa Economic and Administrative Index no. 134077

Interim Directors' Report 5
Introduction 6
Mission 7
Health emergency - COVID-19 8
Russia-Ukraine Crisis 8
Key operating and financial data 9
Company boards 11
Significant events during the first quarter of 2023 12
Financial position and performance of the Group 13
Consolidated income statement (reclassified) 13
Operating data 15
Consolidated statement of financial position 17
Consolidated Statement of Cash Flows 19
Alternative non-GAAP performance measures 21
Results by type of product 22
Two-wheelers 22
Commercial Vehicles 25
Events occurring after the end of the period 27
Operating outlook 28
Transactions with related parties 29
Economic glossary 30
Condensed Interim Financial Statements as of 31 March 2023 31
Consolidated Income Statement 32
Consolidated Statement of Comprehensive Income 33
Consolidated Statement of Financial Position 34
Consolidated Statement of Cash Flows 36
Changes in Consolidated Shareholders' Equity 37
Notes to the Consolidated Financial Statements 38

Piaggio Group

Interim Directors' Report

Introduction

Article 154 ter, paragraph 5 of the Consolidated Law on Finance, as amended by Legislative Decree no. 25/2016, no longer requires issuers to publish an interim report on operations for the first and third quarters of the financial year. This law gives CONSOB the possibility of requiring issuers, on the outcome of a specific impact analysis and through its own regulations, to publish interim financial information in addition to the annual report and half-year financial report.

Considering the above, the Piaggio Group has decided to continue publishing its interim report on operations for the first and third quarters of each financial year on a voluntary basis, to guarantee continual, regular disclosure to the financial community.

Mission

We are dedicated to the mobility of people and things through high-value products and services that redesign and improve our lifestyles.

We are committed to broadening the horizons of our brands and products by constantly promoting technological innovation, uniqueness of design, attention to quality and safety, respecting communities and the environment.

We are customer-driven. The customer's satisfaction, safety, pleasure and emotions come first. We develop products to customer requirements, accompanying the changes in the ecosystem within which customers move.

We believe in people as our fundamental heritage, in their skills and genius, and we do so consistently with our deepest values, such as integrity, transparency, equal opportunities, respect for individual dignity and diversity.

For these reasons, we are not just vehicle manufacturers.

Through technological and social progress, we champion global mobility, in a responsible and sustainable way. Our aim is to make the quality of our life and that of future generations better.

Health emergency - COVID-19

According to the World Health Organisation, the end of the public health emergency of international concern could be declared in the coming months.

In all markets in which the Group operates, lockdown measures are no longer in place and cases of contagion are falling sharply.

The Group is closely monitoring developments in the situation and will take all possible precautions to guarantee employees' health at its sites and its commitments made with the sales network and with customers.

The pandemic has made the need for safe personal transport increasingly important among the population – to the detriment of public transport, which is seen as a potential vector of transmission.

The Group will continue to work to seize the opportunities presented by potential growth in demand, offering products that guarantee safe travel with low or no environmental impact.

Russia-Ukraine Crisis

In relation to the Russia-Ukraine conflict, the Piaggio Group is carefully following the evolution of the crisis, which has generated increases in the costs of raw materials and energy, with significant repercussions on the world economy and on renewed inflation, which Western central banks are attempting to control by increasing interest rates. The extreme geographical diversification of the Group's sales and purchases means that it has essentially no exposure in the conflict area. Regarding the indirect effects of the conflict, the Group was affected by the increase in the cost of energy – mainly in European plants – and of raw materials. The latter effect was partially mitigated by agreements entered into with suppliers and hedging transactions during the period.

These aspects were taken into account in the process to define the main assumptions adopted by management to prepare the forecast cash flows used in impairment testing, carried out during the preparation of the 2022 Consolidated Financial Statements (described in greater detail in the notes to the financial statements in the section on goodwill) and the formulation of the 2023 budget.

Key operating and financial data

1st Quarter
2023 2022 2022
In millions of Euros
Operating highlights
Net revenues 546.8 455.8 2,087.4
Gross industrial margin 148.2 116.8 554.9
Operating income 44.9 27.7 158.7
Profit before tax 36.5 20.4 127.2
Net profit 24.1 12.7 84.9
.Non-controlling interests
.Group 24.1 12.7 84.9
Financial highlights
Net capital employed (NCE) 867.4 858.6 786.0
Consolidated net debt (428.0) (441.1) (368.2)
Shareholders' equity 439.4 417.5 417.8
Balance sheet figures and financial ratios
Gross margin as a percentage of net revenues (%) 27.1% 25.6% 26.6%
Net profit as a percentage of net revenues (%) 4.4% 2.8% 4.1%
ROS (Operating income/net revenues) 8.2% 6.1% 7.6%
ROE (Net profit/shareholders' equity) 5.5% 3.0% 20.3%
ROI (Operating income/NCE) 5.2% 3.2% 20.2%
EBITDA 81.0 60.1 298.1
EBITDA/net revenues (%) 14.8% 13.2% 14.3%
Other information
Sales volumes (unit/000) 154.9 141.8 625.5
Investments in property, plant and equipment and
intangible assets 32.4 26.6 151.7
Employees at the end of the period (number) 6,429 6,332 5,838

Results by operating segments

EMEA and
AMERICAS
INDIA ASIA
PACIFIC
2W
TOTAL
1-1/31-3-2023 70.2 37.6 47.1 154.9
Sales volumes 1-1/31-3-2022 65.5 35.5 40.8 141.8
(units/000) Change 4.7 2.1 6.3 13.1
Change % 7.2% 5.9% 15.5% 9.2%
1-1/31-3-2023 339.6 88.0 119.3 546.8
Turnover 1-1/31-3-2022 284.1 65.6 106.1 455.8
(million Euros) Change 55.5 22.4 13.1 91.0
Change % 19.5% 34.1% 12.4% 20.0%
1-1/31-3-2023 3,735.7 1,361.3 1,220.3 6,317.3
Average number of staff 1-1/31-3-2022 3,832.0 1,445.7 1,073.3 6,351.0
(no.) Change (96.3) (84.4) 147.0 (33.7)
Change % -2.5% -5.8% 13.7% -0.5%
Investment in property 1-1/31-3-2023 22.0 7.3 3.1 32.4
plant and equipment 1-1/31-3-2022 19.0 3.9 3.7 26.6
and intangible assets Change 3.1 3.3 (0.6) 5.8
(million Euros) Change % 16.1% 84.5% -16.1% 21.7%

Company boards

Board of Directors
Chairman and Chief Executive Officer Roberto Colaninno (1), (2)
Executive Deputy Chairman Matteo Colaninno (2)
Directors Michele Colaninno (2)

Graziano Gianmichele Visentin (3), (4), (5), (6), (7) Rita Ciccone (4), (5), (6), (7) Patrizia Albano Federica Savasi Micaela Vescia (4), (6) Andrea Formica (5), (7)

Board of Statutory Auditors Chairman Piera Vitali Statutory Auditors Giovanni Barbara

Supervisory Body Antonino Parisi

Chief Financial Officer and Executive in Charge of financial reporting

Independent Auditors Deloitte & Touche S.p.A.

Alternate Auditors Fabrizio Piercarlo Bonelli Gianmarco Losi Giovanni Barbara Fabio Grimaldi

Massimo Giaconia

Alessandra Simonotto

Board Committees Appointment Proposal Committee Remuneration Committee Audit, Risk and Sustainability Committee Related-Party Transactions Committee

(1) Director responsible for the internal control system and risk management

  • (2) Executive Director
  • (3) Lead Independent Director
  • (4) Member of the Appointment Proposal Committee
  • (5) Member of the Remuneration Committee
  • (6) Member of the Audit, Risk and Sustainability Committee
  • (7) Member of the Related-Party Transactions Committee

All information on the powers reserved for the Board of Directors, the authority granted to the Chairman and CEO, as well as the functions of the various Committees of the Board of Directors, can be found in the Governance section of the Issuer's website www.piaggiogroup.com.

Significant events during the first quarter of 2023

18 January 2023 - Vespa 946 celebrated its anniversary with a special edition dedicated to the Year of the Rabbit. With 1,000 pieces produced in a limited, numbered series, this will be just the first step in a major project that will run over the next 12 years and will see the release of an annual edition, inspired by that year's lunar horoscope animal.

10 March 2023 - Aprilia Racing - ready for the MotoGP World Championship 2023. As planned, the project is continuing: for the first time, four RS-GPs and four top drivers will be on the track. After an excellent 2022 season, the project is operating at full throttle, aiming to be even more competitive, but above all to give thousands of Aprilia brand fans around the world the chance to enjoy the experience and dream.

Financial position and performance of the Group

1st Quarter 2023 1st Quarter 2022 Change
In millions
of Euros
Accounting
for a %
In millions of
Euros
Accounting
for a %
In millions
of Euros
%
Net revenues 546.8 100.0% 455.8 100.0% 91.0 20.0%
Cost to sell1 398.5 72.9% 339.1 74.4% 59.5 17.5%
Gross industrial margin1 148.2 27.1% 116.8 25.6% 31.5 27.0%
Operating expenses 103.4 18.9% 89.1 19.5% 14.3 16.0%
Operating income 44.9 8.2% 27.7 6.1% 17.2 62.2%
Result of financial items (8.4) -1.5% (7.2) -1.6% (1.1) 15.6%
Profit before tax 36.5 6.7% 20.4 4.5% 16.1 78.7%
Taxes 12.4 2.3% 7.8 1.7% 4.6 59.9%
Net profit 24.1 4.4% 12.7 2.8% 11.4 90.2%
Operating income
Amortisation/depreciation and
44.9 8.2% 27.7 6.1% 17.2 62.2%
impairment costs 36.2 6.6% 32.4 7.1% 3.8 11.6%
EBITDA1 81.0 14.8% 60.1 13.2% 21.0 34.9%
Net revenues
1st Quarter 2023 1st Quarter 2022 Change

Consolidated income statement (reclassified)

1st Quarter 2023 1st Quarter 2022 Change
In millions of Euros
EMEA and Americas 339.6 284.1 55.5
India 88.0 65.6 22.4
Asia Pacific 2W 119.3 106.1 13.1
TOTAL NET REVENUES 546.8 455.8 91.0
Two-wheelers 438.0 374.0 64.0
Commercial Vehicles 108.8 81.8 27.0
TOTAL NET REVENUES 546.8 455.8 91.0

In terms of consolidated turnover, the Group closed the first three months of 2023 with higher net revenues compared to the same period of 2022 (+20.0%).

Both Two-Wheelers (+17.1%) and Commercial Vehicles (+32.9%) recorded growth. The percentage of Commercial Vehicles accounting for overall turnover went up from 18.0% in the first three months of 2022 to the current figure of 19.9%; vice versa, the percentage of two-wheeler vehicles fell from 82.0% in the first six months of 2022 to the current figure of 80.1%.

The Group's gross industrial margin rose compared to the first three months of the previous year (+27.0%), accounting for 27.1% of turnover (25.6% in the first three months of 2022).

1 For a definition of the parameter, see the "Economic Glossary".

Amortisation/depreciation included in the gross industrial margin was equal to €10.1 million (€9.7 million in the first three months of 2022).

Operating expenses incurred in the period went up compared to the same period of the previous financial year (+16.0%), amounting to €103.4 million. This performance is closely linked to the increase in turnover and vehicles sold.

The above-described change in the income statement resulted in a strong increase in consolidated EBITDA, which stood at €81.0 million (€60.1 million in the first three months of 2022). In relation to turnover, EBITDA was equal to 14.8% (13.2% in the first three months of 2022).

Operating income (EBIT) amounted to €44.9 million, again a strong increase on the first three months of 2022; in relation to turnover, EBIT was equal to 8.2% (6.1% in the first three months of 2022).

The result of financial items recorded Net Charges of €8.4 million (€7.2 million in the first three months of 2022). The deterioration was substantially due to the rise in interest rates on debt only partially offset by the positive impact of currency management.

Income taxes for the period amounted to €12.4 million, equivalent to 34.0% of profit before tax.

Net profit stood at €24.1 million (4.4% of turnover), up on the figure for the same period of the previous financial year, when it amounted to €12.7 million (2.8% of turnover).

Operating data

Vehicles sold

1st Quarter 2023 1st Quarter 2022 Change
In thousands of units
EMEA and Americas 70.2 65.5 4.7
India 37.6 35.5 2.1
Asia Pacific 2W 47.1 40.8 6.3
TOTAL VEHICLES 154.9 141.8 13.1
Two-wheelers 124.7 119.0 5.7
Commercial Vehicles 30.2 22.8 7.4
TOTAL VEHICLES 154.9 141.8 13.1

In the first three months of 2023, the Piaggio Group sold 154,900 vehicles worldwide, recording an increase compared to the first three months of the previous year, when 141,800 vehicles had been sold (+9.2%). 2W sales were up in Emea and Americas (+7.2%), in India (+5.9%) and Asia Pacific (+15.5%). Regarding product type, sales of Two-Wheeler vehicles grew (+4.8%), as well as sales of Commercial Vehicles (+32.4%).

Staff

During the first three months of 2023, the average headcount was down overall in all geographic segments except Asia Pacific, where the Indonesian plant started up in the last quarter of 2022 was not operational.

Employee/staff numbers 1st Quarter 2023 1st Quarter 2022 Change
EMEA and Americas 3,735.7 3,832.0 (96.3)
of which Italy 3,462.3 3,560.0 (97.7)
India 1,361.3 1,445.7 (84.4)
Asia Pacific 2W 1,220.3 1,073.3 147.0
Total 6,317.3 6,351.0 (33.7)

Average number of company employees by geographic segment

As of 31 March 2023, Group employees totalled 6,429, up by 591 compared to 31 December 2022.

As of 31 March As of 31 December As of 31 March
Employee/staff numbers 2023 2022 2022
EMEA and Americas 3,873 3,260 3,824
of which Italy 3,600 2,989 3,550
India 1,331 1,369 1,441
Asia Pacific 2W 1,225 1,209 1,067
Total 6,429 5,838 6,332

Breakdown of company employees by geographic segment

As of As of
31 March 2023 31 December 2022 Change
In millions of Euros
Statement of financial
position
Net working capital (139.5) (224.8) 85.3
Property, plant and equipment 286.8 291.4 (4.6)
Intangible assets 731.3 729.5 1.8
Rights of use 36.2 36.9 (0.7)
Financial assets 10.0 10.0 (0.0)
Provisions (57.3) (56.9) (0.4)
Net capital employed 867.4 786.0 81.4
Net financial debt 428.0 368.2 59.8
Shareholders' equity 439.4 417.8 21.5
Sources of financing 867.4 786.0 81.4
Non-controlling interests (0.2) (0.2) (0.0)

Consolidated statement of financial position2

Net working capital as of 31 March 2023, which was negative by €-139.5 million, used cash for approximately €85.3 million in the first three months of 2023.

Property, plant and equipment amounted to €286.8 million as of 31 March 2023, registering a decrease of approximately €4.6 million compared to 31 December 2022. This reduction is mainly due to depreciation, the value of which exceeded investments for the period by approximately €3.4 million.

Intangible assets totalled €731.3 million, up by approximately €1.8 million compared to 31 December 2022. This growth is mainly due to investments for the period, the value of which exceeded amortisation by approximately €2.2 million.

Rights of use, equal to €36.2 million, represent the current value of future operating lease payments, as required by the adoption of IFRS 16.

Financial assets which total €10.0 million, were in line with the figures for the previous year.

Provisions totalled €57.3 million, up compared to 31 December 2022.

As fully described in the next section on the "Consolidated Statement of Cash Flows", net financial debt as of 31 March 2023 was equal to €428.0 million, compared to €368.2 million as of 31 December 2022. The increase of approximately €59.8 million is mainly due to the seasonal

2 For a definition of individual items, see the "Economic Glossary".

nature of two-wheelers which, as is well-known, uses resources in the first part of the year and generates them in the second half.

Net financial debt decreased by €13.0 million compared to 31 March 2022.

The Group's shareholders' equity as of 31 March 2023 totalled €439.4 million, up by approximately €21.5 million compared to 31 December 2022.

Consolidated Statement of Cash Flows

The consolidated statement of cash flows prepared in accordance with the models provided by international financial reporting standards (IFRS) is shown in the "Consolidated Condensed Interim Financial Statements as of 31 March 2023"; the following is a comment relating to the summary statement shown.

1st Quarter
2023
1st Quarter
2022
Change
In millions of Euros
Change in Consolidated Net Debt
Opening Consolidated Net Debt (368.2) (380.3) 12.1
Cash Flow from Operating Activities 58.3 39.3 19.0
(Increase)/Reduction in Net Working Capital (85.3) (74.0) (11.3)
Investment activities (32.4) (26.6) (5.8)
Other changes 2.1 (0.2) 2.3
Change in Shareholders' Equity (2.5) 0.8 (3.3)
Total Change (59.8) (60.7) 0.9
Closing Consolidated Net Debt (428.0) (441.1) 13.0

In the first three months of 2023, the Piaggio Group used financial resources amounting to €59.8 million.

Cash flow from operating activities, defined as net profit, minus non-monetary costs and income, was equal to €58.3 million.

Working capital involved a negative cash flow of approximately €85.3 million; in detail:

  • the collection of trade receivables3 used financial flows for a total of €38.3 million;
  • stock management absorbed financial flows for a total of approximately €21.7 million;
  • supplier payments used financial flows of approximately €40.2 million;
  • the movement of other non-trade assets and liabilities had a positive impact on financial flows by approximately €14.9 million.

Investing activities involved a total of €32.4 million of financial resources.

Other changes, which mainly include changes in right of use assets, other changes in property, plant and equipment and intangible assets and the change in shareholders' equity, absorbed €0.4 million.

3 Net of customer advances.

As a result of the above financial dynamics, which involved a cash flow of €59.8 million, the net debt of the Piaggio Group amounted to €-428.0 million, a €13.0 million improvement on the same period of the previous year.

Alternative non-GAAP performance measures

In accordance with Consob Communication DEM/6064293 of 28 July 2006 as amended (Consob Communication 0092543 of 3 December 2015 that enacts ESMA/2015/1415 guidelines on alternative performance measures), Piaggio, in its Report on Operations, refers to some alternative performance measures, in addition to IFRS financial measures (Non-GAAP Measures).

These are presented in order to measure the trend of the Group's operations to a better extent and should not be considered as an alternative to IFRS measures.

In particular the following alternative performance measures have been used:

  • EBITDA: defined as "Operating income" before the amortisation/depreciation and impairment costs of intangible assets, property, plant and equipment and rights of use, as resulting from the consolidated income statement;
  • Gross industrial margin: defined as the difference between net revenues and the cost to sell;
  • Cost to sell: this includes costs for materials (direct and consumables), accessory purchase costs (transport of incoming material, customs, warehousing), employee costs for direct and indirect manpower and related expenses, work carried out by third parties, energy costs, depreciation of property, plant, machinery and industrial equipment, maintenance and cleaning costs net of sundry cost recovery recharged to suppliers;
  • Consolidated net debt: this consists of gross financial debt, including payables for rights of use, minus cash on hand and other cash and cash equivalents, as well as other current financial receivables. Consolidated net debt does not include other financial assets and liabilities arising from the fair value measurement of financial derivatives used as hedging and otherwise, and the fair value adjustment of related hedged items and associated deferrals. The notes to the Consolidated Financial Statements include a table indicating the statement of financial position items used to determine the measure.

Results by type of product

The Piaggio Group is comprised of and operates by geographic segments (EMEA and Americas, India and Asia Pacific) to develop, manufacture and distribute two-wheeler and commercial vehicles.

Each Geographic Segment has production sites and a sales network dedicated to customers in that geographic segment. In particular:

  • EMEA and Americas have production sites and deal with the distribution and sale of twowheeler and commercial vehicles;
  • India has production sites and deals with the distribution and sale of two-wheeler and commercial vehicles;
  • Asia Pacific 2W has production sites and deals with the distribution and sale of two-wheeler vehicles.

For details of final results from each operating segment, reference is made to the Notes to the Consolidated Financial Statements.

Two-wheelers

1st Quarter 2023 1st Quarter 2022 Change %
Change
Two-wheelers Volumes
Sell-in
Turnover Volumes
Sell-in
Turnover Volumes Turnover Volumes Turnover
(units/000) (million
Euros)
(units/000) (million
Euros)
EMEA and Americas 67.0 306.5 62.5 251.5 7.1% 21.9% 4.5 55.1
of which EMEA 60.1 268.3 58.1 227.3 3.5% 18.0% 2.0 41.0
(of which Italy) 15.1 66.9 10.6 47.7 42.1% 40.3% 4.5 19.2
of which America 6.9 38.3 4.4 24.2 54.7% 58.2% 2.4 14.1
India 10.6 12.2 15.7 16.4 -32.2% -25.7% (5.0) (4.2)
Asia Pacific 2W 47.1 119.3 40.8 106.1 15.5% 12.4% 6.3 13.1
TOTAL 124.7 438.0 119.0 374.0 4.8% 17.1% 5.7 64.0
Scooters 110.2 284.5 105.5 243.6 4.5% 16.8% 4.7 40.9
Mechanical Scooters 108.5 278.3 102.1 235.3 6.3% 18.3% 6.4 43.0
Electric Scooters 1.7 6.2 3.4 8.3 -49.8% -25.5% (1.7) (2.1)
Motorcycles 14.5 113.0 13.4 100.3 7.8% 12.7% 1.0 12.7
Other vehicles 0.008 0.004 0.033 0.013 -75.8% -67.2% (0.025) (0.009)
Scooters 0.007 0.003 0.033 0.013 -78.8% -77.7% (0.026) (0.010)
Wi Bike 0.001 0.001 0.000 0.000 0.001 0.001
Spare Parts and
Accessories
38.7 29.4 31.4% 9.2
Other 1.8 0.7 163.2% 1.1
Gita 0.03 0.10 -74.0% (0.07)
Other 1.8 0.6 202.7% 1.2
TOTAL 124.7 438.0 119.0 374.0 4.8% 17.1% 5.7 64.0

Two-wheeler vehicles can mainly be grouped into two product segments, scooters and motorcycles, in addition to the related spare parts and accessories business, the sale of engines to third parties, involvement in main two-wheeler sports championships and technical service.

The world two-wheeler market comprises two macro areas, which clearly differ in terms of characteristics and scale of demand: economically advanced countries (Europe, United States, Japan) and emerging nations (Asia Pacific, China, India, Latin America).

In the first macro area, which is a minority segment in terms of volumes, the Piaggio Group has a historical presence, with scooters meeting the need for mobility in urban areas and motorcycles for recreational purposes.

In the second macro area, which in terms of sales, accounts for most of the world market and is the Group's target for expanding operations, two-wheeler vehicles are the primary mode of transport.

Background

In Europe4 , the Piaggio Group's reference area, the two-wheeler market sold 360,384 vehicles in the first quarter of 2023, a 5.6% increase compared to the first three months of 2022 (+10.0% for the motorcycle segment and +0.4% for the scooter segment).

The electric scooter segment decreased by 34.1% compared to the same period in 2022, and with 20,138 units accounted for 12.9% of the total scooter market (down from 19.6% in the first quarter of 2022).

In Italy, the scooter segment increased by 37.3%, while the motorcycle segment registered a growth of 18.6%.

North America's two-wheeler market decreased slightly in the first three months of 2023 compared to the same period of the previous year (-2.0%). The motorcycle market, which accounts for 96.2% of the overall market, decreased by 1.5%, while the scooter market fell by 13.4%.

In Vietnam, the Asian nation with most Group vehicles, sales decreased overall by 15.8%.

In India, the two-wheeler market recorded a rise (+6.3%) in the first three months of 2023 compared to the same period of the previous year, driven by growth in the scooter segment (+10.3%) and in the motorcycle segment (+4.7%).

Main results

In the first three months of 2023, the Piaggio Group sold a total of 124,700 two-wheeler vehicles worldwide, accounting for a net turnover equal to approximately €438.0 million, including spare parts and accessories (€38.7 million, +31.4%).

4 Italy, France, Spain, Germany, United Kingdom, Belgium, Holland, Greece, Croatia, Portugal, Switzerland, Austria, Finland, Sweden, Norway, Denmark, Czech Republic, Hungary and Slovenia.

The excellent performance recorded in Emea and Americas (+7.1% volumes; +21.9% turnover) and Asia Pacific (+15.5% volumes; +12.4% turnover) more than offset the decline recorded in India (-32.2% volumes; -25.7% turnover; -22.3% at constant exchange rates). Overall, volumes grew by 4.8% while turnover grew by 17.1%.

Market positioning5

On the European two-wheeler market, the Piaggio Group achieved a total share of 11.5% in the first three months of 2023, remaining stable compared to the first quarter of 2022 (11.5%). In the scooter segment, the Group, which is one of the leading market players, slightly increased its market share to 21.7% from 21.0% in the first three months of 2022.

In Italy, the Piaggio Group's share of the two-wheeler market changed from 14.9% in the first quarter of 2022 to 14.8% in the same period of 2023. The Group held a 23.5% share in the scooter segment (24.4% in the first three months of 2022) and a 5.6% share in the motorcycle segment (6.2% in the first three months of 2022).

In India, in the first three months of 2023, the Group recorded a decrease in sell-out volumes compared to the same period of the previous year, closing at 9,128 vehicles (-38.5%).

The Group's position on the North American scooter grew, ending the period with a share of 26.4% (24.6% in the first quarter of 2022).

5 Market shares for the first three months of 2022 might differ from figures published in the previous year, due to final vehicle registration data, which some countries publish with a few months' delay, being updated.

Commercial Vehicles

1st Quarter 2023 1st Quarter 2022 Change % Change
Commercial
Vehicles
Volumes
Sell-in
(units/000)
Turnover
(million
Euros)
Volumes
Sell-in
(units/000)
Turnover
(million
Euros)
Volumes Turnover Volumes Turnover
EMEA and Americas 3.2 33.0 3.0 32.6 7.7% 1.2% 0.2 0.4
of which EMEA 2.0 30.6 2.2 30.9 -10.2% -1.1% (0.2) (0.3)
(of which Italy) 1.1 20.0 1.3 20.2 -20.5% -1.1% (0.3) (0.2)
of which America 1.2 2.5 0.8 1.8 59.0% 40.2% 0.5 0.7
India 27.0 75.8 19.8 49.2 36.1% 54.0% 7.1 26.6
TOTAL 30.2 108.8 22.8 81.8 32.4% 32.9% 7.4 27.0
Ape
of which the Ape
Electric
Porter
of which the Electric
Porter
Spare Parts and
Accessories
28.8
5.6
1.4
0.001
69.7
21.9
23.7
0.008
15.4
21.1
0.8
1.7
0.000
43.6
3.2
25.5
0.000
12.7
36.5%
595.0%
-18.5%
59.8%
578.8%
-7.1%
21.1%
7.7
4.8
(0.3)
0.001
26.1
18.6
(1.8)
0.008
2.7
TOTAL 30.2 108.8 22.8 81.8 32.4% 32.9% 7.4 27.0

The Commercial Vehicles category includes three- and four-wheelers with a maximum mass below 3.5 tons (category N1 in Europe) designed for commercial and private use, and related spare parts and accessories.

Background

Europe

In the first three months of 2023, registrations on the European market (including the UK) of light commercial vehicles (gross vehicle weight less than or equal to 3.5 tons), in which the Piaggio Group operates, increased by 9.5% (data source ACEA). On key markets, demand decreased only in France (-3.0%), while it grew in Germany (+9.2%), Italy (+7.0%) and Spain (+31.2%).

India

Sales on the Indian three-wheeler market, where Piaggio Vehicles Private Limited, a subsidiary of Piaggio & C. S.p.A. operates, went up from 83,387 units in the first three months of 2022 to 153,645 units in the same period of 2023, registering an 84.3% increase. Within this market, this growth was driven above all by the passenger segment, which showed a marked increase in terms of units (105.2%), rising from 56,505 units in the first three months of 2022 to 115,969 units in

the first three months of 2023. The cargo segment grew by 25.2%, from 22,304 units in the first quarter of 2022 to 27,918 units in the first three months of 2023.

Main results

During the first three months of 2023, the Commercial vehicles business generated a turnover of approximately €108.8 million, up by 32.9% compared to the same period of the previous year. Growth was driven by a recovery in the Indian market (+54.0%; 60.5% at constant exchange rates) where there was a 36.1% increase in volumes and a different mix of products sold. The Indian affiliate Piaggio Vehicles Private Limited (PVPL) sold 25,759 three-wheelers on the Indian market (13,977 in the first three months of 2022). The growth in volumes (+4,800 units) and turnover (+€18.6 million) of the electric version of the Ape is worth noting.

The Indian affiliate also exported 1,200 three-wheeler vehicles (5,836 in the first quarter of 2022).

The EMEA and Americas region also showed a positive trend in sales (+1.2%) supported by a growth in volume in the Americas (+59.0%).

Market positioning6

The Piaggio Group operates in Europe and India on the light commercial vehicles market, with products designed for short-range mobility in urban areas (European urban centres) and suburban areas (the product range for India).

The Group is present in India in the passenger vehicle and cargo sub-segments of the threewheeler market, where it is market leader.

On the Indian three-wheeler market, Piaggio has a market share of 15.3% (16.8% in the first quarter of 2022). Analysing the market in detail, in the cargo segment Piaggio has a market share of 26.2% (33.1% in the first three months of 2022). In the passenger segment, Piaggio increased its share closing at 13.9%, (11.7% in the first quarter of 2022).

6 Market shares for the first three months of 2022 might differ from figures published in the previous year, due to final vehicle registration data, which some countries publish with a few months' delay, being updated.

Events occurring after the end of the period

23 April 2023 - Aprilia consolidated its dominance in the Twins class of the MotoAmerica championship. In an exciting weekend at Road Atlanta, riders Rocco Landers and Gus Rodio took half of the podiums, giving the Aprilia RS 660 its second win in four races this season. Landers dominated race 2 while Rodio, after only two rounds of the championship, is aiming to break away at the top.

Operating outlook

Despite forecasts that are still complex overall, because of ongoing critical aspects concerning geopolitical tensions, Piaggio will continue its growth path, thanks to a portfolio of brands unique in the world, confirming planned investments in new products and new plants and strengthening its commitment to ESG issues.

In this general framework, Piaggio will continue to work as always to meet its commitments and objectives, maintaining a constant focus on the efficient management of its economic and financial structure, to respond promptly and immediately to the challenges and uncertainties of 2023.

Transactions with related parties

Revenues, costs, receivables and payables as of 31 March 2023 involving parent companies, subsidiaries and affiliates refer to the sale of goods or services which are a part of normal operations of the Group.

Transactions are carried out at normal market values, depending on the characteristics of the goods and services provided.

Information on related-party transactions, including the information required by Consob communication no. DEM/6064293 of 28 July 2006 is presented in the "Notes to the consolidated financial statements".

Investments of members of the board of directors and members of the control committee

It should be noted that the Chairman and Chief Executive Officer Roberto Colaninno holds 250,000 shares of the Parent Company Piaggio & C. S.p.A.

Economic glossary

Net working capital: defined as the net sum of: Trade receivables, Other current and noncurrent receivables, Inventories, Trade payables, Other current and non-current payables, Current and non-current tax receivables, Deferred tax assets, Current and non-current tax payables and Deferred tax liabilities.

Property, plant and equipment: consist of property, plant, machinery and industrial equipment, net of accumulated depreciation and assets held for sale.

Intangible assets: consist of capitalised development costs, costs for patents and know-how and goodwill arising from acquisition/merger operations carried out by the Group.

Rights of use: refer to the discounted value of lease payments due, as provided for by IFRS 16.

Financial assets: defined by the Directors as the sum of investments, other non-current financial assets and the fair value of financial liabilities.

Provisions: consist of retirement funds and employee benefits, other long-term provisions and the current portion of other long-term provisions.

Gross industrial margin: defined as the difference between Revenues and the corresponding Cost to sell of the period.

Cost to sell: include the cost for materials (direct and consumables), accessory purchase costs (transport of incoming material, customs, movements and warehousing), employee costs for direct and indirect manpower and related expenses, work carried out by third parties, energy costs, depreciation of property, plant, equipment and industrial equipment, external maintenance and cleaning costs net of sundry cost recovery recharged to suppliers.

Operating expenses: consist of employee costs, costs for services, leases and rentals, and additional operational expenditure net of operating income not included in the gross industrial margin. Operating expenses also include amortisation and depreciation not included in the calculation of the gross industrial margin.

Consolidated EBITDA: defined as "Operating income" before the Amortisation/depreciation and impairment costs of intangible assets, property, plant and equipment and rights of use, as resulting from the Consolidated Income Statement.

Net capital employed: determined as the algebraic sum of Net fixed assets, Net working capital and Provisions.

In some cases, data could be affected by rounding off defects due to the fact that figures are represented in millions; changes and percentages are calculated from figures in thousands and not from rounded off figures in millions.

Piaggio Group

Condensed Interim Financial Statements as of 31 March 2023

Consolidated Income Statement

1st Quarter 2023 1st Quarter 2022
of which of which
related related
Total parties Total parties
In thousands of Euros Notes
Net revenues 4 546,784 6 455,818
Cost for materials 5 352,364 7,579 291,801 14,001
Cost for services and leases and rentals 6 73,727 496 65,076 307
Employee costs 7 67,133 65,310
Depreciation and impairment costs of
property, plant and equipment
Amortisation and impairment costs of
8 13,409 12,068
intangible assets 8 20,204 18,270
Depreciation of rights of use 8 2,568 2,073
Other operating income
Net reversals (impairment) of trade and
9 34,859 109 32,654 103
other receivables 10 (1,165) (972)
Other operating costs 11 6,205 8 5,237
Operating income 44,868 27,665
Income/(loss) from investments 12 5 5 (67) (67)
Financial income 13 757 349
Borrowing costs 13 9,362 14 5,695 20
Net exchange gains/(losses) 13 234 (1,826)
Profit before tax 36,502 20,426
Taxes for the period 14 12,411 7,762
Profit from continuing operations 24,091 12,664
Assets held for sale:
Profits or losses arising from assets held for
sale 15
Net Profit (loss) for the period 24,091 12,664
Attributable to:
Owners of the Parent 24,091 12,664
Non-controlling interests 0 0
Earnings per share (figures in €) 16 0.068 0.035
Diluted earnings per share (figures in €) 16 0.068 0.035

1st Quarter
2023
1st Quarter
2022
In thousands of Euros Notes
24,091 12,664
Items that will not be reclassified in the income
statement
Remeasurements of defined benefit plans 39 (281) 1,370
Total (281) 1,370
Items that may be reclassified in the income statement
Profit (loss) deriving from the translation of financial statements
of foreign companies denominated in foreign currency
39 (1,568) (1,272)
Share of Other Comprehensive Income of
subsidiaries/associates valued with the equity method
39 (171) 269
Total profits (losses) on cash flow hedges 39 (446) 594
Total (2,185) (409)
Other comprehensive income (B)* (2,466) 961
Total Profit (loss) for the period (A + B) 21,625 13,625
* The other components of the comprehensive income account for the related tax effects
Attributable to:
Owners of the Parent 21,629 13,653
Non-controlling interests (4) (28)

Consolidated Statement of Comprehensive Income

Consolidated Statement of Financial Position
As of 31 March 2023 As of 31 December 2022
of which
related
of which
related
Total parties Total parties
In thousands of Euros
ACTIVITIES
Notes
Non-current assets
Intangible assets 17 731,276 729,524
Property, plant and equipment 18 286,773 291,366
Rights of use 19 36,178 36,861
Investments 34 9,748 9,913
Other financial assets 35 16 16
Tax receivables 24 8,820 8,820
Deferred tax assets 20 67,592 71,611
Trade receivables 22
Other receivables 23 19,344 20,021
Total non-current assets 1,159,747 1,168,132
Assets held for sale 26
Current assets
Trade receivables 22 111,298 544 67,143 468
Other receivables 23 60,709 26,161 56,118 26,293
Tax receivables 24 38,133 45,101
Inventories 21 401,392 379,678
Other financial assets 35 191 59
Cash and cash equivalents 36 235,595 242,616
Total current assets 847,318 790,715
Total assets 2,007,065 1,958,847

As of 31 March 2023 As of 31 December 2022
of which of which
related related
Total parties Total parties
In thousands of Euros
SHAREHOLDERS' EQUITY AND
LIABILITIES
Notes
Shareholders' equity
Share capital and reserves attributable to
the owners of the Parent
38 439,528 417,977
Share capital and reserves attributable to
non-controlling interests
38 (170) (166)
Total shareholders' equity 439,358 417,811
Non-current liabilities
Financial liabilities 37 500,639 510,790
Financial liabilities for rights of use 37 16,025 944 17,713 1,000
Trade payables 27
Other long-term provisions 28 16,047 16,154
Deferred tax liabilities 29 5,422 5,173
Retirement funds and employee benefits 30 25,497 25,714
Tax payables 31
Other payables 32 15,468 15,530
Total non-current liabilities 579,098 591,074
Current liabilities
Financial liabilities 37 134,622 71,149
Financial liabilities for rights of use 37 12,347 1,184 11,192 1,296
Trade payables 27 705,456 11,010 739,832 9,858
Tax payables 31 19,548 19,022
Other payables 32 100,850 26,424 93,710 26,450
Current portion of other long-term
provisions 28 15,786 15,057
Total current liabilities 988,609 949,962
Total Shareholders' Equity and
Liabilities
2,007,065 1,958,847

Consolidated Statement of Cash Flows

This statement shows the factors behind changes in cash and cash equivalents, net of short-term bank overdrafts, as required by IAS 7.

1st Quarter 2023 1st Quarter 2022
of which of which
related related
Total parties Total parties
In thousands of Euros Notes
Operating activities
Net Profit (loss) for the period 24,091 12,664
Taxes for the period 14 12,411 7,762
Depreciation of property, plant and equipment 8 13,409 12,068
Amortisation of intangible assets 8 20,204 18,270
Depreciation of rights of use 8 2,568 2,073
Provisions for risks and retirement funds and employee benefits 5,589 4,689
Write-downs/(Reinstatements) 1,147 972
Losses / (Gains) on the disposal of property, plant and equipment (3) 1
Financial income 13 (757) (349)
Borrowing costs 13 9,362 5,695
Income from public grants (1,321) (944)
Portion of earnings of associates (5) 67
Change in working capital:
(Increase)/Decrease in trade receivables 22 (44,368) (76) (59,853) 96
(Increase)/Decrease in other receivables 23 (4,848) 132 (397) (208)
(Increase)/Decrease in inventories 21 (21,714) (72,145)
Increase/(Decrease) in trade payables 27 (34,376) 1,152 57,890 3,807
Increase/(Decrease) in other payables 32 7,078 (26) 5,486 (158)
Increase/(Decrease) in provisions for risks 28 (2,789) (3,779)
Increase/(Decrease) in retirement funds and employee benefits 30 (2,782) (3,044)
Other changes 5,257 (9,953)
Cash generated from operating activities (11,847) (22,827)
Interest paid
Taxes paid
(4,850)
(7,353)
(3,378)
(6,044)
Cash flow from operating activities (A) (24,050) (32,249)
Investment activities
Investment in property, plant and equipment 18 (9,970) (7,826)
Sale price, or repayment value, of property, plant and equipment 60 1
Investment in intangible assets 17 (22,424) (18,785)
Sale price, or repayment value, of intangible assets 0 3
Public grants collected 184 61
Collected interests 570 356
Cash flow from investment activities (B) (31,580) (26,190)
Financing activities
Purchase of treasury shares 38 (78) (206)
Loans received 37 89,242 56,073
Outflow for repayment of loans 37 (37,452) (37,574)
Lease payments for rights of use 37 (2,679) (2,004)
Cash flow from financing activities (C) 49,033 16,289
Increase / (Decrease) in cash and cash equivalents (A+B+C) (6,597) (42,150)
Opening balance 242,552 260,856
Exchange differences
Closing balance
(2,425)
233,530
182
218,888

Changes in Consolidated Shareholders' Equity

Movements from 1 January 2023 / 31 March 2023

Transactions with shareholders
In thousands of Euros As of 1
January
2023
Notes
Profit
for the
period
Other
comprehensive
income
Total profit
(loss) for
the period
39
Allocation
of profits
38
Distribution
of dividends
38
Purchase of
treasury
shares
38
Interim
dividend
38
As of 31
March
2023
Share capital 207,614 207,614
Share premium reserve 7,171 7,171
Legal reserve 28,954 28,954
Reserve for measurement of
financial instruments
2,545 (446) (446) 2,099
IAS transition reserve (15,525) (15,525)
Group translation reserve (43,488) (1,735) (1,735) (45,223)
Treasury shares (7,688) (78) (7,766)
Earnings reserve 183,705 0 54,689 238,394
Earnings for the period 54,689 24,091 (281) 23,810 (54,689) 23,810
Consolidated Group
shareholders' equity
Share capital and reserves
attributable to non
controlling interests
417,977
(166)
24,091 (2,462)
(4)
21,629
(4)
0 0 (78) 0 439,528
(170)
TOTAL SHAREHOLDERS'
EQUITY
417,811 24,091 (2,466) 21,625 0 0 (78) 0 439,358

Movements from 1 January 2022 / 31 March 2022

Transactions with shareholders
As of 1
January
2022
Profit
for the
period
Other
comprehensive
income
Total profit
(loss) for
the period
Allocation
of profits
Distribution
of dividends
Purchase of
treasury
shares
Interim
dividend
As of 31
March
2022
In thousands of Euros Notes 39 38 38 38 38
Share capital 207,614 207,614
Share premium reserve 7,171 7,171
Legal reserve 26,052 26,052
Reserve for measurement of
financial instruments
6,083 594 594 6,677
IAS transition reserve (15,525) (15,525)
Group translation reserve (31,026) (975) (975) (32,001)
Treasury shares (2,019) (206) (2,225)
Earnings reserve 176,185 29,700 205,885
Earnings for the period 29,700 12,664 1,370 14,034 (29,700) 14,034
Consolidated Group
shareholders' equity
Share capital and reserves
attributable to non
controlling interests
404,235
(149)
12,664 989
(28)
13,653
(28)
0 0 (206) 0 417,682
(177)
TOTAL SHAREHOLDERS'
EQUITY
404,086 12,664 961 13,625 0 0 (206) 0 417,505

Notes to the Consolidated Financial Statements

A) GENERAL ASPECTS

Piaggio & C. S.p.A. (the Company) is a joint-stock company established in Italy at the Register of Companies of Pisa. The address of the registered office is Viale Rinaldo Piaggio 25 - Pontedera (Pisa). The main activities of the company and its subsidiaries are set out in the Report on Operations.

These Financial Statements are expressed in Euros (€) since this is the currency in which most of the Group's transactions take place. Transactions in foreign currency are recorded at the exchange rate in effect on the date of the transaction. Monetary assets and liabilities in foreign currency are translated at the exchange rate in effect at the reporting date.

1. Scope of consolidation

The scope of consolidation is unchanged from the consolidated financial statements as of 31 December 2022 and 31 March 2022.

2. Compliance with international accounting standards

These Condensed Interim Financial Statements have been drafted in compliance with the International Accounting Standards (IAS/IFRS) in force at that date, issued by the International Accounting Standards Board and approved by the European Commission, as well as in compliance with the provisions established in Article 9 of Legislative Decree no. 38/2005 (CONSOB Resolution no. 15519 dated 27 July 2006 containing the "Provisions for the presentation of financial statements", CONSOB Resolution no. 15520 dated 27 July 2006 containing the "Changes and additions to the Regulation on Issuers adopted by Resolution no. 11971/99", CONSOB communication no. 6064293 dated 28 July 2006 containing the "Corporate reporting required in accordance with Article 114, paragraph 5 of Legislative Decree 58/98"). The interpretations of the International Financial Reporting Interpretations Committee ("IFRIC"), previously the Standing Interpretations Committee ("SIC"), were also taken into account.

During the drafting of these Condensed Consolidated Interim Financial statements, prepared in compliance with IAS 34 - Interim Financial Reporting, the same accounting standards adopted in the drafting of the Consolidated Financial Statements as of 31 December 2022 were applied, with the exception of the paragraph "New accounting standards, amendments and interpretations applied as from 1 January 2023". The information provided in the Interim Report should be read together with the Consolidated Financial Statements as of 31 December 2022, prepared according to IFRS.

The preparation of the interim financial statements requires management to make estimates and assumptions which have an impact on the values of revenues, costs, consolidated balance sheet assets and liabilities and on the information regarding contingent assets and liabilities at the

reporting date. If these management estimates and assumptions should, in future, differ from the actual situation, they will be changed as appropriate in the period in which the circumstances change. For a more detailed description of the most significant measurement methods of the Group, reference is made to the section "Use of estimates" of the Consolidated Financial Statements as of 31 December 2022.

It should also be noted that some assessment processes, in particular the most complex ones such as establishing any impairment of fixed assets, are generally undertaken in full only when preparing the annual financial statements, when all the potentially necessary information is available, except in cases where there are indications of impairment which require an immediate assessment of any impairment loss.

The Group's activities, especially those regarding two-wheeler products, are subject to significant seasonal changes in sales during the year.

Income tax is recognised on the basis of the best estimate of the average weighted tax rate for the entire financial period.

New accounting standards, amendments and interpretations adopted from 1 January 2023

  • On 18 May 2017, the IASB published IFRS 17 Insurance Contracts, which is intended to replace IFRS 4 - Insurance Contracts. The standard applies from 1 January 2023 but early application was permitted, only for entities that apply IFRS 9 - Financial Instruments and IFRS 15 - Revenue from Contracts with Customers.
  • On 9 December 2021, the IASB published an amendment called "Amendments to IFRS 17 Insurance contracts: Initial Application of IFRS 17 and IFRS 9 – Comparative Information". The amendment is a transition option relating to comparative information about financial assets presented at the date of initial application of IFRS 17. The amendment is intended to avoid temporary accounting mismatches between financial assets and insurance contract liabilities, and thus to improve the usefulness of comparative information for readers of financial statements. The amendments apply from 1 January 2023, together with the application of IFRS 17.
  • On 12 February 2021, the IASB published two amendments entitled "Disclosure of Accounting Policies—Amendments to IAS 1 and IFRS Practice Statement 2" and "Definition of Accounting Estimates—Amendments to IAS 8". The amendments are intended to improve the disclosure on accounting policies so as to provide more useful information to investors and other primary users of financial statements as well as to help companies distinguish changes in accounting estimates from changes in accounting policy. The amendments apply from 1 January 2023, but early application was permitted.
  • On 7 May 2021, the IASB published an amendment called "Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction". The document clarifies how deferred taxes should be accounted for on certain transactions that may generate assets and liabilities of equal amounts, such as leases and

decommissioning obligations. The amendments apply from 1 January 2023, but early application was permitted.

The application of the new amendments did not have a significant impact on values or on the financial statements.

Accounting standards, amendments and interpretations not yet applicable

As of the date of this document, the competent bodies of the European Union have not yet completed the endorsement process necessary for the adoption of the amendments and principles described below.

  • On 23 January 2020, the IASB published an amendment called "Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current" and on 31 October 2022 published an amendment called "Amendments to IAS 1 Presentation of Financial Statements: Non-Current Liabilities with Covenants". The documents aim to clarify how to classify payables and other short- or long-term liabilities. The amendments enter into force on 1 January 2024; although earlier application is permitted.
  • On 22 September 2022, the IASB published an amendment called "Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback". The document requires the sellerlessee to measure the lease liability arising from a sale and leaseback transaction so as not to recognise an income or loss that relates to the retained right of use. The amendments will apply from 1 January 2024, but early application is permitted.

The Company will adopt these new standards, amendments and interpretations, based on the application date indicated, and will evaluate potential impact, when the standards, amendments and interpretations are endorsed by the European Union.

Other information

A specific paragraph in this Report provides information on any significant events occurring after the end of the period and on the expected operating outlook.

The exchange rates used to translate the financial statements of companies included in the scope of consolidation into Euros are shown in the table below.

Currency Spot exchange
rate 31 March
2023
Average exchange
rate 1st Quarter
2023
Spot exchange
rate 31 December
2022
Average
exchange rate
1st Quarter 2022
US Dollar 1.0875 1.07301 1.0666 1.12168
Pounds Sterling 0.87920 0.883090 0.88693 0.836406
Indian Rupee 89.3995 88.24376 88.1710 84.39443
Singapore Dollars 1.4464 1.43018 1.43 1.51692
Chinese Yuan 7.4763 7.34192 7.3582 7.12120
Croatian Kuna7 n.a. n.a. 7.5345 7.54421
Japanese Yen 144.83 141.98062 140.66 130.46359
Vietnamese Dong 25,528.00 25,289.38462 25,183.00 25,541.75000
Indonesian Rupiah 16,300.19 16,345.24815 16,519.82 16,088.34031
Brazilian Real 5.5158 5.57505 5.6386 5.86956

7 Starting from 1 January 2023 Croatia joined the euro area.

B) SEGMENT REPORTING

3. Operating segment reporting

The organisational structure of the Group is based on 3 Geographic Segments, involved in the production and sale of vehicles, spare parts and assistance in areas under their responsibility: EMEA and Americas, India and Asia Pacific 2W. Operating segments are identified by management, in line with the management and control model used.

In particular, the structure of disclosure corresponds to the structure of periodic reporting analysed by the Chairman and Chief Executive Officer for business management purposes.

Each Geographic Segment has production sites and a sales network dedicated to customers in that geographic segment. In particular:

  • EMEA and Americas have production sites and deal with the distribution and sale of twowheeler and commercial vehicles;
  • India has production sites and deals with the distribution and sale of two-wheeler and commercial vehicles;
  • Asia Pacific 2W has production sites and deals with the distribution and sale of two-wheeler vehicles.

Central structures and development activities currently dealt with by EMEA and Americas, are handled by individual segments.

INCOME STATEMENT BY OPERATING SEGMENT

EMEA and
Americas India Asia Pacific 2W Total
Sales volumes (unit/000) 1-1/31-3-2023 70.2 37.6 47.1 154.9
1-1/31-3-2022 65.5 35.5 40.8 141.8
Change 4.7 2.1 6.3 13.1
Change % 7.2% 5.9% 15.5% 9.2%
Net turnover (millions of 1-1/31-3-2023 339.6 88.0 119.3 546.8
Euros) 1-1/31-3-2022 284.1 65.6 106.1 455.8
Change 55.5 22.4 13.1 91.0
Change % 19.5% 34.1% 12.4% 20.0%
Cost to sell 1-1/31-3-2023 248.3 72.2 78.1 398.5
(millions of Euros) 1-1/31-3-2022 214.6 58.4 66.1 339.1
Change 33.7 13.8 11.9 59.5
Change % 15.7% 23.6% 18.1% 17.5%
Gross margin (millions of 1-1/31-3-2023 91.3 15.8 41.2 148.2
Euros) 1-1/31-3-2022 69.5 7.2 40.0 116.8
Change 21.7 8.6 1.2 31.5
Change % 31.2% 118.7% 3.0% 27.0%
EBITDA (millions of Euros) 1-1/31-3-2023 81.0
1-1/31-3-2022 60.1
Change 21.0
Change % 34.9%
EBIT (millions of Euros) 1-1/31-3-2023 44.9
1-1/31-3-2022 27.7
Change 17.2
Change % 62.2%
Net profit (millions of Euros) 1-1/31-3-2023 24.1
1-1/31-3-2022 12.7
Change 11.4
Change % 90.2%

C) INFORMATION ON THE CONSOLIDATED INCOME STATEMENT

4. Net revenues €/000 546,784

Revenues are shown net of premiums recognised to customers (dealers).

This item does not include transport costs, which are recharged to customers (€/000 12,177) and invoiced advertising cost recoveries (€/000 1,204), which are posted under other operating income.

The revenues for disposals of Group core business assets essentially refer to the marketing of vehicles and spare parts on European and non-European markets.

Revenues by geographic segment

The breakdown of revenues by geographic segment is shown in the following table:

Change
Amount % Amount % Amount %
339,565 62.1 284,095 62.3 55,470 19.5
87,957 16.1 65,591 14.4 22,366 34.1
119,262 21.8 106,132 23.3 13,130 12.4
546,784 100.0 455,818 100.0 90,966 20.0
1st Quarter 2023 1st Quarter 2022

In the first three months of 2023 net sales revenues increased by 20.0% compared to the same period of the previous year. For a more detailed analysis of trends in individual geographic segments, see comments in the Report on Operations.

5. Costs for materials €/000 352,364

Costs for materials increased by €/000 60,563 compared to the first three months of 2022, mainly due to the growth in products sold and commodity costs. The item includes purchases of twowheelers from the Chinese affiliate Zongshen Piaggio Foshan Motorcycle Co. (€/000 7,579 in the first quarter of 2023 and €/000 14,001 in the first three months of 2022) that are sold on European and Asian markets.

6. Costs for services and leases and rental costs €/000 73,727

Costs for services and leases and rental costs recorded growth of €/000 8,651 compared to the first three months of 2022. The item includes costs for temporary work of €/000 625.

7. Employee costs €/000 67,133

Employee costs include €/000 340 relating to costs for redundancy plans mainly for the Pontedera and Noale production sites.

1st Quarter
2023
1st Quarter
2022
Change
In thousands of Euros
Salaries and wages 51,985 50,448 1,537
Social security contributions 12,658 12,544 114
Termination benefits 2,066 2,001 65
Other costs 424 317 107
Total 67,133 65,310 1,823

Below is a breakdown of the headcount by actual number and average number:

Average number
1st Quarter 2023 1st Quarter 2022 Change
Level
Senior management 116.6 108.3 8.3
Middle management 682.0 675.7 6.3
White collars 1,626.7 1,592.0 34.7
Blue collars 3,892.0 3,975.0 (83.0)
Total 6,317.3 6,351.0 (33.7)

Average employee numbers were affected by seasonal workers in the summer (on fixed-term employment contracts).

In fact, the Group uses fixed-term employment contracts to handle typical peaks in demand in the summer months.

Number as of
31 March 2023 31 December 2022 Change
Level
Senior management 116 116 0
Middle management 685 688 (3)
White collars 1,635 1,596 39
Blue collars 3,993 3,438 555
Total 6,429 5,838 591
EMEA and Americas 3,873 3,260 613
India 1,331 1,369 (38)
Asia Pacific 2W 1,225 1,209 16
Total 6,429 5,838 591

46

8. Amortisation/depreciation and impairment costs

This item consists of:

1st Quarter
2023
1st Quarter
2022
Change
In thousands of Euros
Amortisation of intangible assets and
impairment costs 20,204 18,270 1,934
Depreciation of plant, property and equipment
and impairment costs 13,409 12,068 1,341
Depreciation of rights of use 2,568 2,073 495
Total 36,181 32,411 3,770

9. Other operating income €/000 34,859

This item, consisting mainly of increases in fixed assets for internal work and of recoveries of costs re-invoiced to customers, went up by €/000 2,205 compared to the first three months of 2022. Revenues include €/000 1,334 in subsidies from the Indian government given to the affiliate Piaggio Vehicles Private Limited for investments made in during previous years and recognised in the income statement in proportion to the depreciation and amortisation of assets for which the grant was given. The recognition of these amounts is supported by appropriate documentation received from the Government of India, certifying that the entitlement has been recognised and therefore that collection is reasonably certain.

10. Net reversals (impairment) of trade and other receivables

This item mainly comprises the impairment of trade receivables in current assets.

11. Other operating costs €/000 6,205

The increase of €/000 968 recorded by the item is mainly related to higher allocations to the provision for ETS certificates and the product warranty provision, necessary due to higher sales volumes.

12. Income/(loss) from investments €/000 5

Income refers to the portion attributable to the Group from the Zongshen Piaggio Foshan Motorcycle Co. Ltd. joint venture, valued at equity.

€/000 36,181

€/000 (1,165)

13. Net financial income (borrowing costs) €/000 (8,371)

The balance of financial income (borrowing costs) in the first three months of 2023 was negative by €/000 8,371, worsening compared to the figures for the same period of the previous year (€/000 7,172), mainly due to an increase in interest rates on debt, only partially offset by the positive impact of currency management.

14. Taxes €/000 12,411

Income tax for the period, determined based on IAS 34, is estimated by applying a rate of 34.0% to profit before tax, equivalent to the best estimate of the weighted average rate predicted for the financial year.

15. Gain/(loss) from assets held for disposal or sale

At the end of the reporting period, there were no gains or losses from assets held for disposal or sale.

16. Earnings per share

Earnings per share are calculated as follows:

1st Quarter
2023
1st Quarter
2022
Net profit €/000 24,091 12,664
Earnings attributable to ordinary shares €/000 24,091 12,664
Average number of ordinary shares in circulation 354,625,812 357,086,845
Earnings per ordinary share 0.068 0.035
Adjusted average number of ordinary shares 354,625,812 357,086,845
Diluted earnings per ordinary share 0.068 0.035

€/000 0

D) INFORMATION ON FINANCIAL ASSETS AND LIABILITIES

17. Intangible assets €/000 731,276

Intangible assets went up overall by €/000 1,752 mainly due to investments for the period which were only partially balanced by amortisation for the period.

Increases mainly refer to the capitalisation of development costs for new products and new engines, as well as the purchase of software.

In the first three months of 2023, borrowing costs for €/000 511 were capitalised.

The table below shows the breakdown of intangible assets as of 31 March 2023, as well as changes during the period.

In thousands of Euros Situation at
31.12.2022
Movements for the period Situation at
31.03.2023
Net value Investments Transitions
in the
period
Amortisation Disposals Exchange
differences
Other Net value
Development costs 109,322 11,332 0 (8,479) 0 (449) 0 111,726
In service 79,293 1,194 1,328 (8,479) 0 (300) 0 73,036
Assets under development
and advances
30,029 10,138 (1,328) 0 0 (149) 0 38,690
Patent rights 142,377 11,047 0 (11,658) 0 1 0 141,767
In service 101,330 1,471 2,246 (11,658) 0 (3) 0 93,386
Assets under development
and advances
41,047 9,576 (2,246) 0 0 4 0 48,381
Trademarks 29,412 0 0 (17) 0 0 0 29,395
In service 29,412 0 0 (17) 0 0 0 29,395
Goodwill 446,940 0 0 0 0 0 0 446,940
In service 446,940 0 0 0 0 0 0 446,940
Other 1,473 45 0 (50) 0 (20) 0 1,448
In service 272 35 365 (50) 0 (8) 0 614
Assets under development
and advances
1,201 10 (365) 0 0 (12) 0 834
Total 729,524 22,424 0 (20,204) 0 (468) 0 731,276
In service 657,247 2,700 3,939 (20,204) 0 (311) 0 643,371
Assets under development
and advances
72,277 19,724 (3,939) 0 0 (157) 0 87,905

18. Property, plant and equipment €/000 286,773

Property, plant and equipment mainly refer to Group production facilities in Pontedera (Pisa), Noale and Scorzè (Venice), Mandello del Lario (Lecco), Baramati (India), Vinh Phuc (Vietnam) and Jakarta (Indonesia).

Borrowing costs attributable to the construction of assets which require a considerable period of time to be ready for use are capitalised as a part of the cost of the actual assets.

In the first three months of 2023, borrowing costs for €/000 121 were capitalised.

The table below shows the breakdown of property, plant and equipment as of 31 March 2023, as well as changes during the period.

In thousands of Euros Situation at
31.12.2022
Movements for the period
Net value Investments Transitions
in the
period
Depreciation Disposals Exchange
differences
Other Net value
Land 37,213 0 0 0 0 129 0 37,342
In service 37,213 0 0 0 0 129 0 37,342
Buildings 89,830 452 0 (1,323) 0 (254) (41) 88,664
In service 86,377 92 38 (1,323) 0 (238) (41) 84,905
Assets under construction
and advances
3,453 360 (38) 0 0 (16) 0 3,759
Plant and machinery 108,974 5,247 0 (5,623) (56) (947) 20 107,615
In service 95,221 323 4,085 (5,623) 0 (760) 20 93,266
Assets under construction
and advances
13,753 4,924 (4,085) 0 (56) (187) 0 14,349
Equipment 41,745 1,420 0 (4,070) 0 21 41 39,157
In service 38,382 841 411 (4,070) 0 16 41 35,621
Assets under construction
and advances
3,363 579 (411) 0 0 5 0 3,536
Other assets 13,604 2,851 0 (2,393) (1) (46) (20) 13,995
In service 10,426 2,707 3,055 (2,393) (1) (46) (20) 13,728
Assets under construction
and advances
3,178 144 (3,055) 0 0 0 0 267
Total 291,366 9,970 0 (13,409) (57) (1,097) 0 286,773
In service 267,619 3,963 7,589 (13,409) (1) (899) 0 264,862
Assets under construction
and advances
23,747 6,007 (7,589) 0 (56) (198) 0 21,911

19. Rights of use €/000 36,178

This note provides information regarding leases as a lessee. The Group has no existing lease agreements as lessor.

The item "Rights of use" includes operating lease agreements, finance lease agreements and lease instalments paid in advance for the use of property.

The Group has stipulated rental/hire contracts for offices, plants, warehouses, company accommodation, cars and forklift trucks. The rental/lease agreements are typically for a fixed duration, but extension options are possible. These agreements may also include service components.

The Group opted to include only the component relative to the rental/hire payment in the recognition of rights of use.

The rental/hire agreements do not have any covenants to be met, nor require guarantees to be provided in favour of the lessor.

As of 31 March 2023 As of 31 December 2022
Operating
leases
Finance
leases
Rental/hire
payments
made in
advance
Total Operating
leases
Finance
leases
Rental/hire
payments
made in
advance
Total Change
In thousands of Euros
Land 6,906 6,906 7,049 7,049 (143)
Buildings 17,194 118 17,312 18,513 146 18,659 (1,347)
Plant and machinery 7,061 7,061 7,275 7,275 (214)
Equipment 1,555 1,555 1,661 1,661 (106)
Other assets 3,326 18 3,344 2,195 22 2,217 1,127
Total 22,075 7,079 7,024 36,178 22,369 7,297 7,195 36,861 (683)
In thousands of Euros Land Buildings Plant and
machinery
Equipment Other
assets
Total
Amount as of 31 12 2022 7,049 18,659 7,275 1,661 2,217 36,861
Increases 716 1,558 2,274
Depreciation (47) (1,770) (214) (106) (431) (2,568)
Decreases (81) (81)
Exchange differences (96) (212) (308)
Movements for the period (143) (1,347) (214) (106) 1,127 (683)
Amount as of 31 03 2023 6,906 17,312 7,061 1,555 3,344 36,178

Future lease rental commitments are detailed in note 37.

20. Deferred tax assets €/000 67,592

Deferred tax assets and liabilities are recognised at their net value when they may be offset in the same tax jurisdiction.

As part of measurements to define deferred tax assets, the Group mainly considered the following:

    1. tax regulations of countries where it operates, the impact of regulations in terms of temporary differences and any tax benefits arising from the use of previous tax losses;
    1. taxable income expected in the medium term for each single company and the economic and tax impact. In this framework, the plans from the reprocessing of the Group plan were used as a reference.

In view of these considerations, and with a prudential approach, it was decided to not wholly recognise the tax benefits arising from losses that can be carried over and from temporary differences.

21. Inventories €/000 401,392

This item comprises:

As of 31 March
2023
As of 31
December 2022
Change
In thousands of Euros
Raw materials and consumables 223,958 202,223 21,735
Provision for write-down (13,515) (11,532) (1,983)
Net value 210,443 190,691 19,752
Work in progress and semi-finished products 15,952 31,993 (16,041)
Provision for write-down (852) (852) 0
Net value 15,100 31,141 (16,041)
Finished products and goods 194,624 176,632 17,992
Provision for write-down (19,680) (19,754) 74
Net value 174,944 156,878 18,066
Advances 905 968 (63)
Total 401,392 379,678 21,714

The increase recorded as of 31 March 2023 is in line with the forecast production and sales volumes.

22. Trade receivables (current and non-current) €/000 111,298

As of 31 March 2023 and 31 December 2022, there were no trade receivables in non-current assets. Current trade receivables are broken down as follows:

As of 31
March 2023
As of 31
December 2022
Change
In thousands of Euros
Trade receivables due from customers 110,754 66,675 44,079
Trade receivables due from JV 542 459 83
Trade receivables due from parent companies - 9 (9)
Trade receivables due from associates 2 - 2
Total 111,298 67,143 44,155

Receivables due from joint ventures refer to amounts due from Zongshen Piaggio Foshan Motorcycles Co. Ltd.

Receivables due from associates regard amounts due from Immsi Audit.

The item Trade receivables comprises receivables referring to normal sale transactions, recorded net of a provision for bad debts of €/000 31,553.

The Group sells, on a rotating basis, a large part of its trade receivables with and without recourse. Piaggio has signed contracts with some of the most important Italian and foreign factoring companies as a move to optimise the monitoring and the management of its trade receivables, besides offering its customers an instrument for funding their own inventories, for factoring classified as without the substantial transfer of risks and benefits. On the contrary, for factoring without recourse, contracts have been formalised for the substantial transfer of risks and benefits. As of 31 March 2023, trade receivables still due sold without recourse totalled €/000 254,386. Of these amounts, Piaggio received payment prior to natural expiry of €/000 241,449.

As of 31 March 2023, advance payments received from factoring companies and banks, for trade receivables sold with recourse totalled €/000 11,029 with a counter entry recorded in current liabilities.

23. Other receivables (current and non-current) €/000 80,053

As of 31 March 2023 As of 31 December 2022 Change
Non Non Non
Current current Total Current current Total Current current Total
In thousands of Euros
Receivables due from parent 25,582 25,582 25,721 25,721 (139) 0 (139)
companies
Receivables due from joint 565 565 544 544 21 0 21
ventures
Receivables due from affiliated 14 14 28 28 (14) 0 (14)
companies
Accrued income 794 794 1,390 1,390 (596) 0 (596)
Deferred charges 14,105 10,205 24,310 11,331 10,771 22,102 2,774 (566) 2,208
Advance payments to suppliers 1,416 1 1,417 1,095 1 1,096 321 0 321
Advances to employees 498 24 522 513 24 537 (15) 0 (15)
Fair value of hedging derivatives 4,975 447 5,422 5,530 582 6,112 (555) (135) (690)
Security deposits 305 1,186 1,491 299 1,125 1,424 6 61 67
Receivables due from others 12,455 7,481 19,936 9,667 7,518 17,185 2,788 (37) 2,751
Total 60,709 19,344 80,053 56,118 20,021 76,139 4,591 (677) 3,914

They consist of:

Receivables due from associates regard amounts due from Immsi Audit.

Receivables due from Parent Companies refer to receivables due from Immsi and arise from the recognition of accounting effects relating to the transfer of taxable bases pursuant to the Group Consolidated Tax Convention.

Receivables due from joint ventures refer to amounts due from Zongshen Piaggio Foshan Motorcycle Co. Ltd.

The item Fair Value of derivatives refers to the fair value of hedges on exchange risk on forecast transactions recognised on a cash flow hedge principle (€/000 4,545 current portion), to the fair value of an Interest Rate Swap designated as a hedge and recognised on a cash flow hedge principle (€/000 447 non-current portion and €/000 298 current portion), and to the fair value of derivatives hedging commodities risk recognised on a cash flow hedge principle (€/000 132 current portion).

Receivables due from others include €/000 4,835 (€/000 3,480 as of 31 December 2022) relating to the recognition by the Indian affiliate of a receivable for the subsidy received from the Indian Government on investments made in previous years. For more details, see Note 9 "Other operating income".

24. Tax receivables (current and non-current) €/000 46,953

Tax receivables consist of:

As of 31 March 2023 As of 31 December 2022 Change
Current Non
current
Total Current Non
current
Total Current Non
current
Total
In thousands of Euros
VAT 28,706 736 29,442 33,828 741 34,569 (5,122) (5) (5,127)
Income tax 3,526 6,257 9,783 2,949 6,270 9,219 577 (13) 564
Others 5,901 1,827 7,728 8,324 1,809 10,133 (2,423) 18 (2,405)
Total 38,133 8,820 46,953 45,101 8,820 53,921 (6,968) 0 (6,968)

25. Receivables due after 5 years €/000 0

As of 31 March 2023, there were no receivables due after 5 years.

26. Assets held for sale €/000 0

As of 31 March 2023, there were no assets held for sale.

27. Trade payables (current and non-current) €/000 705,456

As of 31 March 2023 and as of 31 December 2022 no trade payables were recorded under noncurrent liabilities. Trade payables recorded as current liabilities are broken down as follows:

As of 31 March
2023
As of 31
December 2022
Change
In thousands of Euros
Amounts due to suppliers 694,446 729,974 (35,528)
Trade payables to JV 10,866 9,518 1,348
Amounts due to affiliates 26
26
0
Amounts due to parent companies 118 314 (196)
Total 705,456 739,832 (34,376)

28. Provisions (current and non-current portion) €/000 31,833

The breakdown and changes in provisions for risks during the period were as follows:

Balance as of 31
December 2022
Alloca
tions
Uses Exchange
differences
Balance as of
31 March 2023
In thousands of Euros
Provision for product warranties 21,057 3,029 (2,738) (95) 21,253
Provision for contractual risks 6,974 (18) 6,956
Risk provision for legal disputes 1,933 (34) (1) 1,898
Provision for ETS certificates 513 500 1,013
Other provisions for risks 734 (17) (4) 713
Total 31,211 3,529 (2,789) (118) 31,833

The breakdown between the current and non-current portion of long-term provisions is as follows:

As of 31 March 2023 As of 31 December 2022 Change
Current Non
current
Total Current Non
current
Total Current Non
current
Total
In thousands of Euros
Provision for product
warranties
13,345 7,908 21,253 13,042 8,015 21,057 303 (107) 196
Provisions for contractual
risks
956 6,000 6,956 974 6,000 6,974 (18) 0 (18)
Risk provision for legal
disputes
177 1,721 1,898 212 1,721 1,933 (35) 0 (35)
Provision for ETS certificates 1,013 1,013 513 513 500 0 500
Other provisions for risks and
charges
295 418 713 316 418 734 (21) 0 (21)
Total 15,786 16,047 31,833 15,057 16,154 31,211 729 (107) 622

The product warranty provision relates to allocations for technical assistance on products covered by customer service which are estimated to be provided over the contractually envisaged warranty period. This period varies according to the type of goods sold and the sales market and is also determined by customer take-up to commit to a scheduled maintenance plan.

The provision increased during the period by €/000 3,029 and was used for €/000 2,738 in relation to charges incurred during the period.

The provision for litigation concerns labour litigation and other legal proceedings.

For an analysis of disputes pending, reference is made to the 2022 Financial Statements.

The provision for ETS certificates refers to the provision made by the Parent Company for the costs it will have to bear for the purchase of ETS certificates to be returned to the Authority.

29. Deferred tax liabilities €/000 5,422

The deferred tax liability is mainly attributable to taxable temporary differences between the carrying amount and the tax value of property, plant and equipment and intangible assets held by subsidiaries located in India and Vietnam arising from the deduction of tax depreciation allowances for an amount greater than those charged to the income statement for the year.

30. Retirement funds and employee benefits €/000 25,497

As of 31 March
2023
As of 31 December
2022
Change
In thousands of Euros
Retirement funds 765 771 (6)
Termination benefits provision 24,732 24,943 (211)
Total 25,497 25,714 (217)

Retirement funds comprise provisions for employees allocated by foreign companies and additional customer indemnity provisions, which represent the compensation due to agents in the case of the agency contract being terminated for reasons beyond their control.

The item "Termination benefits provision", comprising severance pay of employees of Italian companies, includes termination benefits indicated in defined benefit plans.

As regards the discount rate, the Group has decided to use the iBoxx Corporates AA rating with a 7-10 duration as the valuation reference.

If the iBoxx Corporates A rating with a 7-10 duration had been used, the value of actuarial losses and the provision as of 31 March 2023 would have been lower by €/000 1,062.

31. Tax payables (current and non-current) €/000 19,548

As of 31 March 2023 As of 31 December 2022 Change Current Noncurrent Total Current Noncurrent Total Current Noncurrent Total In thousands of Euros Due for income tax 12,306 12,306 11,651 11,651 655 0 655 Due for non-income tax 67 67 193 193 (126) 0 (126) Tax payables for: - VAT 2,392 2,392 1,120 1,120 1,272 0 1,272 - Tax withheld at source 3,494 3,494 5,532 5,532 (2,038) 0 (2,038) - Other 1,289 1,289 526 526 763 0 763 Total 7,175 - 7,175 7,178 - 7,178 (3) 0 (3) TOTAL 19,548 0 19,548 19,022 0 19,022 526 0 526

Tax payables are broken down as follows:

The item includes tax payables recorded in the financial statements of individual consolidated companies, set aside in relation to tax charges for the individual companies on the basis of applicable national laws.

Payables for withheld taxes made refer mainly to withheld taxes on employees' earnings, on employment termination payments and on self-employed earnings.

32. Other payables (current and non-current) €/000 116,318

This item comprises:

As of 31 March 2023 As of 31 December 2022 Change
Current Non
current
Total Current Non
current
Total Current Non
current
Total
In thousands of Euros
Other payables:
- to employees 35,867 47 35,914 28,377 48 28,425 7,490 (1) 7,489
- guarantee deposits 4,092 4,092 4,087 4,087 0 5 5
- accrued expenses 9,590 9,590 4,696 4,696 4,894 0 4,894
- deferred income 7,516 11,253 18,769 4,233 11,318 15,551 3,283 (65) 3,218
- amounts due to social
security institutions
5,661 5,661 9,037 9,037 (3,376) 0 (3,376)
- fair value of derivatives 2,640 2,640 3,062 3,062 (422) 0 (422)
- to associates 30 30 114 114 (84) 0 (84)
- to parent companies 26,394 26,394 26,336 26,336 58 0 58
- other 13,152 76 13,228 17,855 77 17,932 (4,703) (1) (4,704)
Total 100,850 15,468 116,318 93,710 15,530 109,240 7,140 (62) 7,078

Amounts due to employees include the amount for holidays accrued but not taken of €/000 14,063 and other payments to be made for €/000 21,851.

Payables to parent companies consist of payables to Immsi referring to expenses related to the consolidated tax convention.

The item Fair value of derivative instruments refers to the fair value of exchange-rate hedging transactions for forecast transactions accounted for according to the cash flow hedge principle

(€/000 2,228 current portion) and the fair value of commodity hedging derivatives accounted for according to the cash flow hedge principle (€/000 412 current portion).

The item Accrued liabilities includes €/000 56 for interest on hedging derivatives and associated hedged items measured at fair value.

Deferred income includes €/000 5,719 (€/000 5,711 as of 31 December 2022) for the recognition by the Indian affiliate related to a deferred subsidy from the local Government for investments made in previous years, for the part not yet amortised. For more details, see Note 9 "Other operating income".

33. Payables due after 5 years

The Group has loans due after 5 years, which are referred to in detail in Note 37 "Financial Liabilities and right of use liabilities".

With the exception of the above payables, no other long-term payables due after five years exist.

E) INFORMATION ON FINANCIAL ASSETS AND LIABILITIES

34. Investments €/000 9,748

The investments heading comprises:

As of 31 March
2023
As of 31
December 2022
Change
In thousands of Euros
Interests in joint ventures 9,532 9,697 (165)
Investments in associates 216 216 0
Total 9,748 9,913 (165)

The change in the item Interests in joint ventures refers to the equity valuation of the investment in the joint venture Zongshen Piaggio Foshan Motorcycles Co. Ltd.

35. Other financial assets (current and non-current) €/000 207

The item currently refers to investments in other companies.

As of 31 March 2023 As of 31 December 2022 Change
Non Non Non
Current current Total Current Current Total Current current Total
In thousands of Euros
Fair Value of hedging
derivatives
Investments in other
191 191 59 59 132 0 132
companies 16 16 16 16 0 0 0
Total 191 16 207 59 16 75 132 0 132

36. Cash and cash equivalents €/000 235,595

The item, which mainly includes short-term and on demand bank deposits, is broken down as follows:

As of 31 March
2023
As of 31 December
2022
Change
In thousands of Euros
Bank and postal deposits 235,535 242,569 (7,034)
Cash on hand 60 47 13
Total 235,595 242,616 (7,021)

Reconciliation of cash and cash equivalents recognised in the statement of financial position as assets with cash and cash equivalents recognised in the Statement of Cash Flows

The table below reconciles the amount of cash and cash equivalents above with cash and cash equivalents recognised in the Statement of Cash Flows.

As of 31 March
2023
As of 31 March
2022
Change
In thousands of Euros
Liquidity 235,595 220,895 14,700
Current account overdrafts (2,065) (2,007) (58)
Closing balance 233,530 218,888 14,642

37. Financial liabilities and financial liabilities for rights of use (current and non-current)

€/000 663,633

In the first three months of 2023, the Group's total debt increased by €/000 52,789. Net of the change in financial liabilities for rights of use, the Group's total financial debt increased by €/000 53,322 as of 31 March 2023.

Financial liabilities as of 31
March 2023
Financial liabilities as of 31
December 2022
Change
Current Non
current
Total Current Non
current
Total Current Non
current
Total
In thousands of Euros
Financial liabilities 134,622 500,639 635,261 71,149 510,790 581,939 63,473 (10,151) 53,322
Gross financial debt
Financial liabilities for rights of
134,622 500,639 635,261 71,149 510,790 581,939 63,473 (10,151) 53,322
use 12,347 16,025 28,372 11,192 17,713 28,905 1,155 (1,688) (533)
Total 146,969 516,664 663,633 82,341 528,503 610,844 64,628 (11,839) 52,789

Net financial debt of the Group amounted to €/000 428,038 as of 31 March 2023 compared to €/000 368,228 as of 31 December 2022.

The composition of "Net financial debt" as of 31 March 2023, prepared in accordance with paragraph 175 and following of ESMA Recommendations 2021/32/382/1138, is set out below.

Consolidated net debt/(Net financial debt)8

As of 31
March
As of 31
December
2023 2022 Change
In thousands of Euros
A Cash 235,595 242,616 (7,021)
B Cash equivalents 0
C Other current financial assets 0
D Liquidity (A + B + C) 235,595 242,616 (7,021)
Current financial debt (including debt instruments, but
excluding the current portion of non-current financial
E debt) (97,881) (33,739) (64,142)
Payables due to banks (74,434) (10,436) (63,998)
Debenture loan 0
Amounts due to factoring companies (11,029) (12,040) 1,011
Financial liabilities for rights of use (12,347) (11,192) (1,155)
.of which finance leases (1,200) (1,190) (10)
.of which operating leases (11,147) (10,002) (1,145)
Current portion of payables due to other lenders (71) (71) 0
F Current portion of non-current financial debt (49,088) (48,602) (486)
G Current financial debt (E + F) (146,969) (82,341) (64,628)
H Net current financial debt (G - D) 88,626 160,275 (71,649)
Non-current financial debt (excluding current portion
I and debt instruments) (270,928) (282,767) 11,839
Medium-/long-term bank loans (254,727) (264,878) 10,151
Financial liabilities for rights of use (16,025) (17,713) 1,688
.of which finance leases (2,982) (3,286) 304
.of which operating leases (13,043) (14,427) 1,384
Amounts due to other lenders (176) (176) 0
J Debt instruments (245,736) (245,736) 0
K Trade payables and other non-current payables 0
L Non-current financial debt (I + J + K) (516,664) (528,503) 11,839
M Total financial debt (H + L) (428,038) (368,228) (59,810)

8 The indicator does not include financial assets and liabilities arising from the fair value measurement of financial derivatives for hedging and otherwise, the fair value adjustment of relative hedged items equal in any case to €/000 0 as of 31 March 2023, and relative accruals.

The attached tables summarise the breakdown of financial debt as of 31 March 2023 and as of 31 December 2022, as well as changes for the period.

Cash flows
Balance as
of
Movements Repayments New issues Reclassi Exchange Other Balance as
of
31.12.2022 fications delta changes 31.03.2023
In thousands of Euros
A Cash 242,616 (4,596) (2,425) 235,595
B Cash equivalents 0
C Other current financial assets 0
D Liquidity (A + B + C) 242,616 (4,596) 0 0 0 (2,425) 0 235,595
E Current financial debt (including
debt instruments, but excluding
the current portion of non-current
financial debt)
(33,739) 0 14,864 (75,807) (3,949) 115 635 (97,881)
Current account overdrafts (64) 64 (2,065) (2,065)
Current account payables (10,372) 81 (62,713) 635 (72,369)
Total current bank loans (10,436) 0 145 (64,778) 0 0 635 (74,434)
Debenture loan 0
Amounts due to factoring companies (12,040) 12,040 (11,029) (11,029)
Financial liabilities for rights of use (11,192) 2,679 (3,949) 115 0 (12,347)
.of which finance leases (1,190) 294 (304) (1,200)
.of which operating leases (10,002) 2,385 (3,645) 115 (11,147)
Current portion of payables due to
other lenders
(71) (71)
F Current portion of non-current
financial debt
(48,602) 25,331 (3,000) (23,049) 232 (49,088)
G Current financial debt (E + F) (82,341) 0 40,195 (78,807) (26,998) 115 867 (146,969)
H Net current financial debt (G - D) 160,275 (4,596) 40,195 (78,807) (26,998) (2,310) 867 88,626
I Non-current financial debt
(excluding current portion and
debt instruments)
(282,767) 0 0 (12,500) 26,998 122 (2,781) (270,928)
Medium-/long-term bank loans (264,878) (12,500) 23,049 (398) (254,727)
Liabilities for rights of use (17,713) 0 3,949 122 (2,383) (16,025)
.of which finance leases (3,286) 304 (2,982)
.of which operating leases (14,427) 3,645 122 (2,383) (13,043)
Amounts due to other lenders (176) (176)
J Debt instruments (245,736) (245,736)
K
L
Trade payables and other non
current payables
Non-current financial debt (I + J +
K)
(528,503) 0 0 (12,500) 26,998 122 (2,781) (516,664)
M Total financial debt (H + L) (368,228) (4,596) 40,195 (91,307) 0 (2,188) (1,914) (428,038)

Medium and long-term bank debt amounts to €/000 303,815 (of which €/000 254,727 non-current and €/000 49,088 current) and consists of the following loans:

a €/000 5,714 medium-term loan from the European Investment Bank to finance Research & Development investments planned for the 2016-2018 period. The loan will mature in December 2023 and has a repayment schedule of seven fixed-rate annual instalments. Contract terms require covenants (described below);

  • a €/000 46,610 (nominal value €/000 46,666) medium-term loan granted by the European Investment Bank to support Research and Development projects of investment plans, scheduled for the Piaggio Group's Italian sites in the 2019-2021 period. The loan will mature in February 2027 and has a repayment schedule of 6 fixed-rate annual instalments. Contract terms require covenants (described below);
  • a €/000 25,000 medium-term loan granted by the European Investment Bank to support Research and Development projects of investment plans, scheduled for the Piaggio Group's Italian sites in the 2019-2021 period. The loan will mature in March 2028 and has a repayment schedule of 6 fixed-rate annual instalments. Contract terms require covenants (described below);
  • €/000 4,744 (with a nominal value of €/000 5,000) use of the syndicated revolving credit line for a total of €/000 200,000 maturing on 5 January 2024 (with one year's extension at the discretion of the borrower). Contract terms require covenants (described below);
  • a €/000 114,322 (nominal value of €/000 115,000) "Schuldschein" loan issued between October 2021 and February 2022 and subscribed by leading market participants. It consists of 7 tranches with maturities of 3, 5 and 7 years at fixed and variable rates;
  • a €/000 22,441 medium-term loan (nominal value of €/000 22,500) granted by Banca Popolare Emilia Romagna. The loan will fall due on 31 December 2027 and has a repayment schedule of six-monthly instalments;
  • a €/000 16,611 loan (nominal value of €/000 16,667) granted by Banco BPM with a repayment schedule of six-monthly instalments and last payment in July 2025. An Interest Rate Swap has been taken out on this loan to hedge the interest rate risk. Contract terms require covenants (described below);
  • €/000 26,667 medium-term loan granted by Cassa Depositi e Prestiti to support international growth in India and Indonesia. The loan has a duration of 5 years expiring on 30 August 2026. It entails a repayment plan with six-monthly instalments and a 12-month grace period. Contract terms require covenants (described below);
  • a €/000 3,237 medium-term loan (nominal value of €/000 3,250) granted by Banca Popolare di Sondrio, maturing on 1 June 2026 and with a quarterly repayment schedule;
  • a €/000 6,490 medium-term loan (nominal value of €/000 6,500) granted by Cassa di Risparmio di Bolzano, maturing on 30 June 2026 and with a quarterly repayment schedule;
  • a €/000 12,470 revolving credit line (nominal value of €/000 12,500) granted by Banca Popolare Emilia Romagna. The line matures on 2 August 2026;
  • a €/000 4,531 medium-term loan (nominal value of €/000 4,535) granted by Banca Carige, maturing on 31 December 2026 and with a quarterly repayment schedule;
  • a €/000 14,978 (with a nominal value of €/000 15,000) medium-term loan granted by Oldenburgische Landensbank Aktiengesellschaft maturing on 30 September 2027.

The Parent Company also has the following revolving credit lines and loans unused at 31 March 2023:

  • a €/000 20,000 revolving credit line granted by Banca Intesa San Paolo maturing on 31 January 2024;
  • a €/000 10,000 revolving credit line granted by Banca del Mezzogiorno maturing on 1 July 2026;
  • a €/000 60,000 loan granted by the European Investment Bank with maturity 9 years from disbursement.

All the above financial liabilities are unsecured.

The item "Bonds" amounted to €/000 245,736 (nominal value of €/000 250,000) related to a highyield debenture loan issued on 30 April 2018 for a nominal amount of €/000 250,000, maturing on 30 April 2025 and with a semi-annual coupon with fixed annual nominal rate of 3.625%. Standard & Poor's and Moody's assigned a BB- rating with a stable outlook and a Ba3 rating with a stable outlook respectively.

It should be noted that the Company may repay in advance all or part of the High Yield bond issued on 30 April 2018 on the terms specified in the indenture. The value of prepayment options was not deducted from the original contract, as these are considered as being closely related to the host instrument, as provided for by IFRS 9 b4.3.5.

Financial advances received from factoring companies and banks, on the sale of trade receivables with recourse, totalled €/000 11,029.

Medium-/long-term payables to other lenders equal to €/000 247 of which €/000 176 maturing after the year and €/000 71 as the current portion refer to a loan from the Region of Tuscany, pursuant to regulations on incentives for investments in research and development.

Covenants

In line with market practices for borrowers with a similar credit rating, main loan contracts require compliance with:

  • 1) financial covenants, on the basis of which the company undertakes to comply with certain levels of contractually defined financial indices, with the most significant comprising the ratio of net financial debt/gross operating margin (EBITDA), measured on the consolidated perimeter of the Group, according to definitions agreed on with lenders;
  • 2) negative pledges according to which the company may not establish collaterals or other constraints on company assets;
  • 3) "pari passu" clauses, on the basis of which the loans will have the same repayment priority as other financial liabilities, and change of control clauses, which are effective if the majority shareholder loses control of the company;
  • 4) limitations on the extraordinary operations the company may carry out.

The measurement of financial covenants and other contract commitments is monitored by the Group on an ongoing basis.

The high yield debenture loan issued by the company in April 2018 provide for compliance with covenants which are typical of international practice on the high yield market. In particular, the company must observe the EBITDA/Net borrowing costs index, based on the threshold established in the Prospectus, to increase financial debt defined during issue. In addition, the Prospectus includes some obligations for the issuer, which limit, inter alia, the capacity to:

  • 1) pay dividends or distribute capital;
  • 2) make some payments;
  • 3) grant collaterals for loans;
  • 4) merge with or establish some companies;
  • 5) sell or transfer own assets.

Failure to comply with the covenants and other contract commitments of the loan and debenture loan, if not remedied in agreed times, may give rise to an obligation for the early repayment of the outstanding amount of the loan.

Financial liabilities for rights of use €/000 28,372

As of 31 March 2023 As of 31 December 2022 Change
Non Non Non
Current current Total Current current Total Current current Total
In thousands of Euros
Operating leases 11,147 13,043 24,190 10,002 14,427 24,429 1,145 (1,384) (239)
Finance leases 1,200 2,982 4,182 1,190 3,286 4,476 10 (304) (294)
Total 12,347 16,025 28,372 11,192 17,713 28,905 1,155 (1,688) (533)

As required by IFRS 16, financial liabilities for rights of use include financial lease liabilities as well as payments due on operating lease agreements.

Payables for finance leases amounted to €/000 4,182 (nominal value of €/000 4,187) and break down as follows:

  • a Sale&Lease back agreement for €/000 4,134 (nominal value of €/000 4,139) granted by Albaleasing on a production plant of the Parent Company. The loan will mature in August 2026, with quarterly repayments (non-current portion equal to €/000 2,944);
  • a finance lease for €/000 48 granted by VFS Servizi Finanziari to the company Aprilia Racing for the use of vehicles (non-current portion equal to €/000 38).

Payables for rights of use include payables with the parent companies Immsi and Omniaholding for €/000 2,128 (€/000 944 non-current portion).

Financial instruments

Exchange Risk

The Group operates in an international context where transactions are conducted in currencies different from the Euro. This exposes the Group to risks arising from exchange rates fluctuations. For this purpose, the Group has an exchange rate risk management policy which aims to neutralise the possible negative effects of the changes in exchange rates on company cash flows.

This policy analyses:

  • the transaction exchange risk: the policy wholly covers this risk which arises from differences between the recognition exchange rate of receivables or payables in foreign currency in the financial statements and the recognition exchange rate of actual collection or payment. To cover this type of exchange risk, the exposure is naturally offset in the first place (netting between sales and purchases in the same currency) and if necessary, by signing currency future derivatives, as well as advances of receivables denominated in currency.

As of 31 March 2023, the Group had undertaken the following futures operations (recognised based on the settlement date), relating to payables and receivables already recognised to hedge the transaction exchange risk:

Company Operation Currency Amount
Currency
Value in local
currency (forward
exchange rate)
Average
maturity
In thousands In thousands
Piaggio & C. Purchase CAD 2,400 1,635 06/04/2023
Piaggio & C. Purchase CNY 287,000 39,030 30/04/2023
Piaggio & C. Purchase JPY 670,000 4,739 02/05/2023
Piaggio & C. Purchase SEK 19,000 1,694 23/04/2023
Piaggio & C. Purchase USD 75,900 70,256 08/05/2023
Piaggio & C. Sale CAD 9,550 6,572 12/05/2023
Piaggio & C. Sale CNY 117,000 15,811 10/05/2023
Piaggio & C. Sale GBP 400 453 30/06/2023
Piaggio & C. Sale JPY 285,000 2,032 09/06/2023
Piaggio & C. Sale SEK 1,000 90 04/04/2023
Piaggio & C. Sale USD 114,730 106,831 12/05/2023
Piaggio Asia Pacific Purchase USD 10,934 14,659 12/04/2023
Piaggio Vietnam Sale JPY 115,753 20,664,092 23/05/2023
Piaggio Vietnam Sale USD 94,120 2,232,048,347 05/05/2023
Piaggio Vespa BV Sale USD 29,464 27,535 24/04/2023
Piaggio Indonesia Purchase USD 30,702 468,011,465 02/05/2023
Piaggio Vehicles Private Limited Sale USD 2,000 164,190 28/04/2023

- the translation exchange risk: arises from the translation into Euro of the financial statements of subsidiaries prepared in currencies other than the Euro during consolidation. The policy adopted by the Group does not require this type of exposure to be covered;

- the economic exchange risk: arises from changes in company profitability in relation to annual figures planned in the economic budget on the basis of a reference change (the "budget exchange rate") and is covered by derivatives. The items of these hedging operations are therefore represented by foreign costs and revenues forecast by the sales and purchases budget. The total of forecast costs and revenues is processed monthly and associated hedging is positioned exactly on the average weighted date of the economic event, recalculated based on historical criteria. The economic occurrence of future receivables and payables will occur during the budget year.

Company Operation Currency Amount in
currency
Value in local
currency (forward
exchange rate)
Average
maturity
In thousands In thousands
Piaggio & C. Purchase CNY 1,221,000 166,213 09/01/2024
Piaggio & C. Purchase USD 5,000 4,656 19/04/2023
Piaggio & C. Sale USD 66,500 65,253 30/10/2023
Piaggio & C. Purchase INR 2,038,030 21,495 19/12/2024

As of 31 March 2023, the Group had the following transactions to hedge the exchange risk:

To hedge the economic exchange risk alone, cash flow hedging is adopted with the effective portion of profits and losses recognised in a specific shareholders' equity reserve. Fair value is determined based on market quotations provided by main traders.

As of 31 March 2023 the total fair value of hedging instruments for the economic exchange risk recognised on a hedge accounting basis was positive by €/000 2,317.

Interest rate risk

This risk arises from fluctuating interest rates and the impact this may have on future cash flows arising from variable rate financial assets and liabilities. The Group regularly measures and controls its exposure to the risk of interest rate changes, as established by its management policies, in order to reduce fluctuating borrowing costs, and limit the risk of a potential increase in interest rates. This objective is achieved through an adequate mix of fixed and variable rate exposure, and the use of derivatives, mainly interest rate swaps and cross currency swaps.

As of 31 March 2023, the following hedging derivatives were in use:

Cash flow hedging

An Interest Rate Swap to hedge the variable-rate loan for a nominal amount of €/000 16,667 from Banco BPM. The purpose of this instrument is to manage and mitigate exposure to interest rate risk; in accounting terms, the instrument is recognised on a cash flow hedge basis, with profits/losses arising from the fair value measurement allocated to a specific reserve in Shareholders' equity; as of 31 March 2023, the fair value of the instrument was positive by €/000 745.

Commodities price risk

This risk arises from the possibility of changes in company profitability due to fluctuations in metal and energy prices (specifically platinum, palladium, aluminium and gas). The Group's objective is therefore to neutralise such possible adverse changes deriving from highly probable future transactions by compensating them with opposite variations related to the hedging instrument.

Cash flow hedging is adopted with this type of hedging, with the effective portion of profits and losses recognised in a specific shareholders' equity reserve. Fair value is determined based on market quotations provided by main traders.

As of 31 March 2023, the total fair value of hedging instruments for commodity price risk recognised on a hedge accounting basis was negative by €/000 280.

FAIR VALUE
In thousands of Euros
Piaggio & C. S.p.A.
Interest Rate Swap 745
Commodities hedges (280)

F) INFORMATION ON SHAREHOLDERS' EQUITY

38. Share capital and reserves €/000 439,358

For the composition of shareholders' equity, please refer to the Statement of Changes in Consolidated Shareholders' Equity. The following describes some of the most significant items.

Share capital €/000 207,614

During the period, the nominal share capital of Piaggio & C. did not change.

Therefore, as of 31 March 2023, the nominal share capital of Piaggio & C., fully subscribed and paid up, was equal to €207,613,944.37, divided into 358,153,644 ordinary shares.

Treasury shares €/000 (7,766)

During the period, 20,000 treasury shares were acquired. Therefore, as of 31 March 2023, Piaggio & C. held 3,541,595 treasury shares, equal to 0.9888% of the shares issued.

Shares in circulation and treasury shares

2023 2022
no. of shares
Situation as of 1 January
Shares issued 358,153,644 358,153,644
Treasury portfolio shares 3,521,595 1,045,818
Shares in circulation 354,632,049 357,107,826
Movements for the period
Purchase of treasury shares 20,000 2,475,777
Situation as of 31 March 2023 and 31 December 2022
Shares issued 358,153,644 358,153,644
Treasury portfolio shares 3,541,595 3,521,595
Shares in circulation 354,612,049 354,632,049

Please be informed that on 18 April 2023, the Extraordinary Shareholders' Meeting resolved to cancel 3,521,595 treasury shares. Therefore, at the time of publication of this document, Piaggio & C. holds 20,000 treasury shares, equivalent to 0.0056% of the shares issued.

Share premium reserve €/000 7,171

The share premium reserve as of 31 December 2022 had not changed.

Legal reserve €/000 28,954

The legal reserve as of 31 December 2022 had not changed.

Financial instruments' fair value reserve €/000 2,099

The financial instruments' fair value reserve relates to the effects of cash flow hedge accounting implemented on foreign currencies, interest and specific commercial transactions. These transactions are described in full in the note on financial instruments.

Dividends

The Ordinary Shareholders' Meeting of Piaggio & C. S.p.A. held on 18 April 2023 resolved to distribute a final dividend of 0.10 eurocents, including taxes, for each eligible ordinary share (in addition to the interim dividend of 0.085 eurocents paid on 21 September 2022, coupon detachment date 19 September 2022), for a total dividend of 0.185 eurocents for 2022, equal to an overall amount of €65,663,291.29 (from residual profit for 2022, after allocations to the reserve). It should be noted that, without affecting the amount of the final unit dividend, the total amount of the dividend could vary depending on the number of treasury shares held in the portfolio. Coupon no. 20 will be detached on 24 April 2023, with record date on 25 April 2023 and payment date on 26 April 2023.

Earnings reserve €/000 238,394

Capital and reserves of non-controlling interest €/000 (170)

The end of period figures refer to non-controlling interests in Aprilia Brasil Industria de Motociclos S.A.

39. Other comprehensive income €/000 (2,466)

The figure is broken down as follows:

Reserve for
measurement
of financial
instruments
Group
translation
reserve
Earnings
reserve
Group
total
Share capital
and reserves
attributable to
non-controlling
interests
Total other
comprehensive
income
In thousands of Euros
As of 31 March 2023
Items that will not be reclassified in
the income statement
Remeasurements of defined benefit
plans (281) (281) (281)
Total
Items that may be reclassified in
0 0 (281) (281) 0 (281)
the income statement
Total translation gains (losses)
Share of Other Comprehensive Income
of subsidiaries/associates valued with
(1,564) (1,564) (4) (1,568)
the equity method (171) (171) (171)
Total profits (losses) on cash flow
hedges
(446) (446) (446)
Total (446) (1,735) 0 (2,181) (4) (2,185)
Other comprehensive income (446) (1,735) (281) (2,462) (4) (2,466)
As of 31 March 2022
Items that will not be reclassified in
the income statement
Remeasurements of defined benefit
plans 1,370 1,370 1,370
Total 0 0 1,370 1,370 0 1,370
Items that may be reclassified in
the income statement
Total translation gains (losses)
Share of Other Comprehensive Income
of subsidiaries/associates valued with
(1,244) (1,244) (28) (1,272)
the equity method 269 269 269
Total profits (losses) on cash flow
hedges
594 594 594
Total 594 (975) 0 (381) (28) (409)
Other comprehensive income 594 (975) 1,370 989 (28) 961

The tax effect related to other comprehensive income is broken down as follows:

As of 31 March 2023 As of 31 March 2022
Tax
(expense)
Tax
(expense)
Gross value / benefit Net value Gross value / benefit Net value
In thousands of Euros
Remeasurements of defined benefit plans (290) 9 (281) 1,802 (432) 1,370
Total translation gains (losses)
Share of Other Comprehensive Income of
subsidiaries/associates valued with the equity
(1,568) (1,568) (1,272) (1,272)
method (171) (171) 269 269
Total profits (losses) on cash flow hedges (611) 165 (446) 782 (188) 594
Other comprehensive income (2,640) 174 (2,466) 1,581 (620) 961

G) OTHER INFORMATION

40. Share-based incentive plans

As of 31 March 2023, there were no incentive plans based on financial instruments.

41. Information on related parties

Revenues, costs, receivables and payables as of 31 March 2023 involving parent companies, subsidiaries and affiliates refer to the sale of goods or services which are a part of normal operations of the Group.

Transactions are carried out at normal market values, depending on the characteristics of the goods and services provided.

Information on related-party transactions, including the information required by Consob communication no. DEM/6064293 of 28 July 2006 is presented in these notes to the consolidated financial statements.

The procedure for transactions with related parties, pursuant to Article 4 of Consob Regulation no. 17221 of 12 March 2010 as amended, approved by the Board on 31 March 2010 is published on the Issuer's website www.piaggiogroup.com, under Governance.

Relations with Parent Companies

Piaggio & C. S.p.A. is controlled by the following companies:

Name Registered office Type % of ownership
As of 31
March 2023
As of 31
December 2022
Direct parent
Immsi S.p.A. Mantova - Italy company 50.0703 50.0703

Piaggio & C. S.p.A. is subject to the management and coordination of IMMSI S.p.A. pursuant to Article 2497 and subsequent of the Italian Civil Code. During the period, management and coordination comprised the following activities:

  • as regards mandatory financial disclosure, and in particular the financial statements and reports on operations relating to Group companies, IMMSI has produced a group manual containing the accounting standards adopted and options chosen for implementation, in order to give a consistent and fair view of the consolidated financial statements.
  • IMMSI has defined procedures and times for preparing the budget and in general the business plan of Group companies, as well as final management analysis to support management control activities.

  • IMMSI has also provided services for the development and management of assets, with a view to optimising resources within the Group, and provided property consultancy services and other administrative services.
  • IMMSI has provided consultancy services and assistance concerning extraordinary financing operations, organisation, strategy and coordination, as well as services intended to optimise the financial structure of the Group.

In 2022, for a further three years, the Parent Company9 signed up to the National Consolidated Tax Mechanism pursuant to Articles 117 to 129 of the Consolidated Income Tax Act (T.U.I.R.) of which IMMSI S.p.A. is the consolidating company, and to whom other IMMSI Group companies report to. The consolidating company determines a single global income equal to the algebraic sum of taxable amounts (income or loss) realised by individual companies that opt for this type of group taxation.

The consolidating company recognises a receivable from the consolidated company which is equal to the corporate tax to be paid on the taxable income transferred by the latter. Whereas, in the case of companies reporting tax losses, the consolidating company recognises a payable related to corporate tax on the portion of loss actually used to determine global overall income, or calculated as a decrease of overall income for subsequent tax periods, according to the procedures in Article 84, based on the criterion established by the consolidation agreement.

Under the National Consolidated Tax Mechanism, companies may, pursuant to article 96 of Presidential Decree no. 917/86, allocate the excess of interest payable which is not deductible to one of the companies so that, up to the excess of Gross Operating Income produced in the same tax period by other subjects party to the consolidation, the amount may be used to reduce the total income of the Group.

Piaggio & C. S.p.A. has two office lease agreements with IMMSI, one for property in Via Broletto 13 in Milan, and the other for property in Via Abruzzi 25 in Rome. A part of the property in Via Broletto 13 in Milan is sub-leased by Piaggio & C. S.p.A. to Piaggio Concept Store Mantova Srl.

Piaggio & C. S.p.A. has undertaken a rental agreement for offices owned by Omniaholding S.p.A.. This agreement, signed in normal market conditions, was previously approved by the Related Parties Transactions Committee, as provided for by the procedure for transactions with related parties adopted by the Company.

Piaggio Concept Store Mantova Srl has a lease contract for its sales premises and workshop with Omniaholding S.p.A.. This agreement was signed in normal market conditions.

9 Aprilia Racing and Piaggio Concept Store Mantova were also party to the national consolidated tax convention, of which IMMSI S.p.A. is the consolidating company.

Pursuant to Article 2.6.2, section 13 of the Regulation of Stock Markets organised and managed by Borsa Italiana S.p.A., the conditions as of Article 37 of Consob regulation 16191/2007 exist.

Transactions with Piaggio Group companies

The main relations with subsidiaries, eliminated in the consolidation process, refer to the following transactions:

Piaggio & C. S.p.A.

  • o sells vehicles, spare parts and accessories to sell on respective markets, to:
  • Piaggio Hrvatska
  • Piaggio Hellas
  • Piaggio Group Americas
  • Piaggio Vehicles Private Limited
  • Piaggio Vietnam
  • Piaggio Concept Store Mantova
  • Foshan Piaggio Vehicles Technology R&D
  • Piaggio Asia Pacific
  • Piaggio Group Japan
    • o sells components to:
  • Piaggio Vehicles Private Limited
  • Piaggio Vietnam
  • Aprilia Racing
    • o provides promotional material to:
  • Piaggio France
  • Piaggio Indonesia
  • Piaggio España
  • Piaggio Limited
    • o grants licences for rights to use the brand and technological know-how to:
  • Piaggio Vehicles Private Limited
  • Piaggio Vietnam
  • Aprilia Racing
    • o provides support services for scooter and engine industrialisation to:
  • Piaggio Vehicles Private Limited
  • Piaggio Vietnam
    • o leases a part of the owned property to:
  • Aprilia Racing
    • o subleases a part of the rented property to:
  • Piaggio Concept Store Mantova

  • o has cash pooling agreements with:
  • Piaggio France
  • Piaggio Deutschland
  • Piaggio España
  • Piaggio Vespa
  • Aprilia Racing
  • Piaggio Concept Store Mantova
    • o has loan agreements with:
  • Piaggio Fast Forward
  • Aprilia Racing
  • Nacional Motor
    • o provides support services for staff functions to other Group companies;
    • o issues guarantees for the Group's subsidiaries, for medium-term loans.

Piaggio Vietnam sells vehicles, spare parts and accessories, which it has manufactured in some cases, for sale on respective markets, to:

  • o Piaggio Indonesia
  • o Piaggio Group Japan
  • o Piaggio & C. S.p.A.
  • o Foshan Piaggio Vehicles Technology R&D
  • o Piaggio Asia Pacific

Piaggio Vehicles Private Limited sells vehicles, spare parts and accessories, for sale on respective markets, and components and engines to use in manufacturing, to Piaggio & C. S.p.A..

Piaggio Vehicles Private Limited and Piaggio Vietnam reciprocally exchange materials and components to use in their manufacturing activities.

Piaggio Hrvatska, Piaggio Hellas, Piaggio Group Americas, Piaggio Vietnam and Foshan Piaggio Vehicles Technology R&D

o distribute vehicles, spare parts and accessories purchased by Piaggio & C. S.p.A. on their respective markets.

Piaggio Indonesia and Piaggio Group Japan

o provide a vehicle, spare part and accessory distribution service to Piaggio Vietnam for their respective markets.

Piaggio France, Piaggio Deutschland, Piaggio Limited, Piaggio España and Piaggio Vespa

o provide a sales promotion service and after-sales services to Piaggio & C. S.p.A. for their respective markets.

Piaggio Asia Pacific

o distributes vehicles, spare parts and accessories purchased from Piaggio & C. S.p.A., Piaggio Vietnam and Zongshen Piaggio Foshan Motorcycle Co. Ltd on markets in Asia where the Group is not present with its own companies.

Foshan Piaggio Vehicles Technology R&D supplies:

  • Piaggio & C. S.p.A. with:
  • o a component and vehicle design/development service;
  • o a local supplier scouting services;
  • Piaggio Vehicles Private Limited with:
  • o a local supplier scouting services;
  • Piaggio Vietnam with:
  • o a local supplier scouting services;
  • o a distribution service for vehicles, spare parts and accessories on its own market.

Piaggio Advanced Design Center supplies Piaggio & C. S.p.A. with:

o a vehicle and component research/design/development service.

Piaggio Fast Forward supplies Piaggio & C. S.p.A. with:

  • o a research/design/development service;
  • o and sells some components to it.

Aprilia Racing supplies Piaggio & C. S.p.A. with:

o a service for the management and organisation of the racing team and the promotion of commercial brands (owned by Piaggio & C. S.p.A.);

Piaggio Espana supplies Nacional Motor with:

o an administrative/accounting service.

In accordance with the Group's policy on the international mobility of employees, the companies in charge of employees transferred to other subsidiaries re-invoice the costs of these employees to the companies benefiting from their work.

Relations between Piaggio Group companies and JV Zongshen Piaggio Foshan Motorcycle Co. Ltd.

Main intercompany relations between subsidiaries and JV Zongshen Piaggio Foshan Motorcycle Co. Ltd, refer to the following transactions:

Piaggio & C. S.p.A.

grants licences for rights to use the brand and technological know-how to Zongshen Piaggio Foshan Motorcycle Co. Ltd..

Foshan Piaggio Vehicles Technology R&D

provides advisory services to Zongshen Piaggio Foshan Motorcycle Co. Ltd.

Zongshen Piaggio Foshan Motorcycle Co. Ltd

  • sells vehicles, spare parts and accessories, which it has manufactured in some cases, to the following companies for sale on their respective markets:
    • o Piaggio Vietnam
    • o Piaggio & C. S.p.A.
    • o Piaggio Vehicles Private Limited
    • o Piaggio Indonesia
    • o Piaggio Group Japan
    • o Piaggio Asia Pacific.

The table below summarises relations described above and financial relations with parent companies, subsidiaries and affiliated companies as of 31 March 2023 and relations during the year, as well as their overall impact on financial statement items.

As of 31 March 2023 Fondazione
Piaggio
IMMSI IMMSI
Audit
Omniaholding Zongshen
Piaggio Foshan
Total % on
accounting
item
In thousands of Euros
Income statement
Net revenues 1 5 6 0.00%
Cost for materials
Cost for services and leases and
7,579 7,579 2.15%
rentals 111 200 25 160 496 0.67%
Other operating income 13 6 90 109 0.31%
Other operating costs 8 8 0.13%
Income/(loss) from investments 5 5 100.00%
Borrowing costs 11 3 14 0.15%
Financial statements
Current trade receivables 2 542 544 0.49%
Other current receivables
Non-current financial liabilities for
25,582 14 565 26,161 43.09%
rights of use > 12 months
Current financial liabilities for rights
625 319 944 5.89%
of use < 12 months 977 207 1,184 9.59%
Current trade payables 26 92 26 10,866 11,010 1.56%
Other current payables 10 26,394 20 26,424 26.20%

42. Significant non-recurring events and operations

No significant, non-recurring operations, as defined by Consob Communication DEM/6064293 of 28 July 2006 took place during the first three months of 2023 and 2022.

43. Transactions arising from atypical and/or unusual transactions

During the first quarter of 2023 and in 2022, the Group did not record any significant atypical and/or unusual operations, as defined by Consob Communication DEM/6037577 of 28 April 2006 and DEM/6064293 of 28 July 2006.

44. Events occurring after the end of the period

To date, no events have occurred after 31 March 2023 that make additional notes or adjustments to these Financial Statements necessary.

In this regard, reference is made to the Report on Operations for significant events after 31 March 2023.

45. Authorisation for publication

This document was published on 15 May 2023 authorised by the Chairman and Chief Executive Officer.

* * *

In accordance with paragraph 2 of article 154-bis of the Consolidated Finance Act, the Executive in Charge of Financial Reporting, Alessandra Simonotto, states that the accounting information in this document is consistent with the accounts.

Mantova, 5 May 2023 for the Board of Directors Chairman and Chief Executive Officer Roberto Colaninno

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