Salcef Group — Investor Presentation 2021

May 14, 2021

A global player in the railway industry

1Q_2021 Financial Results

May 13th 2021

Disclaimer

THIS PRESENTATION IS NOT AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO PURCHASE, OR SUBSCRIBE FOR, SECURITIES

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This Presentation may contain forward-looking statements about the Company, and/or the group headed by Salcef (the "Group"), based on current expectations and opinions developed by the Company, as well as based on current plans, estimates, projections and projects of the Group. Forward looking statements include (but are not limited to) statements identified generally by the use of terminology such as "may", "will", "should", "plan", "expect", "anticipate", "estimate", "believe", "intend", "project", "goal", "aim", "foresee", or "target" or the negative of these words or other variations on these words or comparable terminology. By their nature, forwardlooking statements are based upon various assumptions, expectations, projections, provisional data, many of which are based, in turn, upon further assumptions, including, without limitation, examination of historical operating trends and other data available from third parties. Projections, estimates and targets presented herein are based on information available to Salcef as at the date of this Presentation. Because these forward-looking statements are subject to risks and uncertainties, actual future results or performance may differ materially from those expressed in or implied by these statements due to any number of different factors, many of which are beyond the ability of the Company and/or the Group to control or estimate. You are cautioned not to place undue reliance on the forward-looking statements or other information contained in this Presentation. The information contained herein has a merely informative and provisional nature and does not constitute investment, legal, accounting, regulatory, taxation or other advice. This Presentation speaks as of the date hereof and the information contained herein is provided as at the date of this Presentation and, except to the extent required by applicable law, Salcef nor any other person is under any obligation to update and keep current this Presentation, nor the information contained in this Presentation or any other written, electronic or oral information provided in connection with this Presentation. The information contained herein may be subject to updating, completion, revision and amendment and may change materially without notice. Any reference to past performance or trends or activities of Salcef or the Group shall not be taken as a representation or indication that such performance, trends or activities will continue in the future.

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Table of Content

Salcef Group Overview 01

Development 04

Operative Business Units 02

Railway Industrial Market 05

1Q\_2021 Financial Results 03

Listing Process and Securities 06

01

Salcef Group Overview

Salcef Group Overview

Salcef Group Highlights

1Q_2021: Revenues €93,4M – EBITDA €21,2M - NFP* €59,7M

Corporate Social Responsability Report: in 2021 Salcef Group has presented its first sustainability report, confirming the purpose to create value for clients, for society and for the community, while respecting the environment.

*Adjusted

Acquisition of the 100% BanhBau Nord Group, German company active in the railway market with the objective of development of German railway market taking advantage of the existing Group company Salcef Bau GmbH.

€36,4M of capital increase in the first 3 months of 2021 / Acceleration condition occurred for Warrants 2023 & 2024 with a potential new capital increase till to €40,5M

During the first quarter, the Group confirmed its resilience to COVID 19 health emergency – As for the first quarter of 2021, there was no production drop linked to the pandemic situation

Salcef Group Overview

02

Operative Business Units

Business Unit Track & Light Civil Works

Track Maintenance

Extraordinary Maintenance

Track Construction

Light Civil Works

Ordinary Maintenance

Business Unit Track & Light Civil Works

• High barriers to entry
• Huge equipment investments (Salcef fleet substitution value over than

€400M)

• Manpower specialization
• Clients' PQ and certifications
• Highly demanding working conditions
• Around 800 employees involved

Business Unit Energy, Signalling & Telecommunication

Activities

• Railway catenary, signalling, substations, telecommunication construction, ordinary & extraordinary maintenance (renewal

activities)

• Construction and maintenance of infrastructure for high and medium voltage electricity transmission (aerial and underground)

• High barriers to entry
• Clients' PQ and certifications
• Highly demanding working conditions
• Huge Italian and European investment plan (Terna 2021–2025 plan with € 8,,9 Bn investments + 22%)

Strenghts Revenues 1Q_2021(€M)

Business Unit Railway Materials

• Manufacturing of prestressed concrete railway sleepers • Manufacturing of slab-track systems for unballasted tracks (metro, tramway and railway) • Clients' PQ and certifications • Vertical Integration with trackworks BU • Extensive development possibilities for unballasted solutions Activities Strenghts Revenues 1Q_2021(€M)

• Development of new solution and patents

• Manufacturing of concrete segments

for tunnels (metro lines)

* IFRS data

Business Unit Railway Machines

• Design of new railway equipment and construction technologies
• Maintenance and revamping of railway equipment
• Construction of new railway wagons and equipment

• Renting of equipment and tool

• Clients' PQ and certifications

• Vertical integration with trackworks and energy BUs
• Market with high margin and few competitors
• Development of new solutions and patents

Activities Strenghts Revenues 1Q_2021(€M)

Business Unit Heavy Civil Works

• Multidisciplinary railway construction projects (civil and technological works)
• Doubling of existing railway line
• Construction of railway stations and buildings
• Bridges, viaducts and tunnels

• Environmental mitigation works

• Vertical integration with other Salcef Group BUs

• Salcef Group competitiveness, and all the qualifications for general and specialized works

Activities Strenghts Revenues 1Q_2021(€M)

Most of the revenues are referred to small projects in Germany for the renewal of railway bridges

Business Unit Engineering

• Design of new railway equipment and construction technologies
• Maintenance and revamping of railway equipment
• Construction of new railway wagons and equipment
• Renting of equipment and tool

Activities Strenghts

• Clients' PQ and certifications
• Vertical integration with trackworks and energy BUs
• Market with high margin and few competitors
• Development of new solutions and patents

Revenues 1Q_2021(€M)

Salcef Group 1Q_2021 Production Analysis

€x1.000

Operative B.U. Revenues	1Q 2021 _	Inc. %	1Q 2020 _	Inc. %	(€) Δ	(%) Δ
Track and Light Civil Works	60 761 4 ,	65 0% ,	48 156 6 ,	71 1% ,	12 604 8 ,	26 2% ,
Signalling & Telecommunication Energy,	12 487 4 ,	13 4% ,	7 154 7 ,	10 6% ,	332 5 7 ,	5% 74 ,
Civil Works Heavy	3 620 7 ,	9% 3 ,	3 224 9 ,	8% 4 ,	395 8 ,	3% 12 ,
Railway Machines	6 954 2 ,	7 4% ,	2 106 3 ,	3 1% ,	4 847 9 ,	230 2% ,
Railway Materials	9 601 1 ,	10 3% ,	132 7 7 ,	10 5% ,	2 468 4 ,	34 6% ,
Total	93.424 8 ,	100%	67.775,1	100%	25.649 ,7	37 8% ,

• Despite Covid19 emergency no impact on the production value on main operative business units:
  • o Track and Light Civil Works: +€12,6M (+26,2%)
  • o Energy, Signalling and Telecommunication: +€5,3M (+74,5%)
• Heavy Civil Works: +€0,4M (+12,3%); in line the contribution of Salcef Bau GmbH on the Business Unit value.
• Railway Machines: +€4,8M (+230,2%) mainly due to an increasing of sales during 1Q_2021, and a contribution of Delta Railroad Construction.
• Railway Materials: +€2,5M (+34,6%) increasing of production due to a new contract signed at the end of 2020.

€x1.000

Commercial Area Revenues	1Q 2021 _	% Inc.	1Q 2020 _	% Inc.	(€) Δ	(%) Δ
Italy	72 073 5 ,	1% 77 ,	682 54 4 ,	80 7% ,	391 17 1 ,	31 8% ,
[Excluding Italy] Europe	6 387 9 ,	6 8% ,	8 170 6 ,	12 1% ,	(1 782 7) ,	-21 8% ,
North America	8 0 117 ,	8 7% ,	0 0 ,	0 0% ,	8 0 117 ,	100 0% ,
Middle East	6 757 1 ,	2% 7 ,	4 557 9 ,	7% 6 ,	2 199 2 ,	3% 48 ,
North Africa	89 3 ,	0 1% ,	364 2 ,	0 5% ,	(274 9) ,	-75 5% ,
Total	93.424 8 ,	0% 100 ,	67.775,1	0% 100 ,	25.649 ,7	8% 37 ,
Italy	72 073 5 ,	1% 77 ,	54 682 4 ,	7% 80 ,	17 391 1 ,	8% 31 ,
Foreign	21 351 3 ,	22 9% ,	13 092 7 ,	19 3% ,	8 258 6 ,	63 1% ,

Comparing last year results:

• Increasing of «National» production +€17,4M (31,8%)
• Europe: -€1,8M (-21,8%) due to the end of Norwegian projects.
• North Africa: decreasing of production value due to the final stage of Egyptian project
• Middle East: +€2,2M (+48,3%), due to a production consolidation of Emirates project (Stage 2 Ethiad Rail)
• North America: + €8,1M (+100%) related to the production of Delta Railroad Construction; the Delta's contribution represents the main factor for the growth of production on foreign markets (+63,1%)

1Q_2021Financial Results

Salcef Group 1Q_2021 Financial Results

1Q_2021vs IFRS 1Q 2020

• ✓ Revenues: compared to 1Q_2020, the increase is equal to €25,6M (+37,8%), mainly due to:
  • No impact of COVID19 situation respect to the last year, with the consequent improvement of the productivity of all the Business Units, in particular of Trackworks and Energy.
  • Delta's productions entered in the Group perimeter (+€8,1M)
• ✓ EBITDA: compared to 1Q_2020, the increase is equal to €4,1M (+23,8%), VS a decrease of EBITDA Margin (%) due to:
  • the different mix of revenues compared to the first quarter of 2020, mainly generated by the different consolidation perimeter of the subsidiaries
• ✓ EBIT: compared to 1Q_2020, the increase is equal to €2,3M (+18,7%)

Adj NFP:

Compared to FY2020, considering buyback transaction for €1,9M the increase is equal to €39,8M (>100%), mainly due to Warrant conversion occurred for €36.4M and better cash generation.

€M	1Q 2021 YTD _	1Q 2020 YTD _	Δ (€)	Δ (%)
Revenues	93,4	67,8	25,6	37,8%
EBITDA	21,2	17,1	4,1	23,8%
EBITDA Margin (%)	22,7%	25,3%	-2,6%	-10,1%
EBIT	14,6	12,3	2,3	18,7%
Margin (%) EBIT	15,6%	18,1%	-2,5%	-13,9%
Profit Net	* Adj 11,6	** Adj 8,2	3,4	41,4%
Profit Margin (%) Net	* Adj 12,4%	** Adj 12,1%	0,3%
€M	1Q 2021 YTD _	FY 2020 YTD _	(€) Δ	(%) Δ
NFP	** Adj 59,7	** Adj 20,0	39,8	>100%
PN	*** Adj 318,6	*** Adj 273,4	45,2	16,5%

*Adj: did not consider negative impact caused by Warrant Fair Value and negative impact of reversal DTA related to revaluation company assets - **Adj: did not consider negative impact caused by Warrant Fair Value 18

*** Not including third part minorities

Salcef Group 1Q_2021 Financial Results

Net Financial Position

€M

• Features of financial debt:
• Duration: approx. 36 months
• Average of replacement: rolling
• Structure: Corporate
• Coverage: the whole Italian banking system
• Cash/Cash Equivalent: €136,9M**
• Net Cash/Cash Equivalent; €171,4M
• NFP 1Q_2021 Ita GAAP: €72,4M before (IFRS)
• NFP* 1Q_2021: €59,7m

*NFP IFRS (1Q_2021 – FY2020) did not consider negative impact caused by Warrant Fair Value of €24,3M

** Before (i) €1,9M for buyback transaction – (ii) Warrant conversion

Salcef Group 1Q_2021 Backlog

€x1.000

Business Unit		Amount	%
Track and Light Civil Works		346.024,2	61,0%
	of which Foreign	130.650,8	23,0%
Energy		192.784,1	34,0%
	of which Foreign	5.449,3	1,0%
Railway Materials		1.508,5	0,3%
Heavy Civil Works		22.346,4	3,9%
	of which Foreign	19.219,6	3,4%
Railway Machines		4.690,9	0,8%
	of which Foreign	1.990,9	0,4%
Total		567.354,2	100,0%
	Italy	410.043,6	72,3%
	Foreign	157.310,6	27,7%

• Backlog Value: €567,4M of which €410,0M (72,3%) from Italian market and €157,3M (27,7%) from the foreign markets.
• Revenues Coverage: Salcef Group order backlog stands at €567,4M as at the end of 1Q_2021, offering 20 months visibility (1,67 x Revenues FY2020)
• Book to Bill Ratio: 0,62; the higher ratio compared with the past firsts quarters

Development

Strategic Highlights 10th acquisition in 20 years [o.w. 6 in last 5 years]

BahnBau Nord Acquisition - Strategic Highlights

Strategic Overview

Implementation of the strategy:

Aquisition of BahnBau Nord Group, with over 30 years of professional experience in the German railway network, keeping the same managemement leading the Group

Consolidation and development in the national and European markets of Group positioning in the Track & Light Civil Works business unit, which includes construction, ordinary and extraordinary maintenance and renewal of railway lines, tramways and subways

Methods Growth by external lines through M&A transactions with companies operating in Western European countries

Description

• ► Country: Germany
• ► Core business: active in the construction and maintenance of railway superstructure systems, as well as in all railway sector.
• ► Target of the operation: increase the presence in the German railway market, creating synergies with the German company Salcef Bau Gmbh with FY20 production value of € 24.3m.
• ► M&A Transaction: purchase price of € 8.5M of which (i) € 4.4M cash, (ii) € 2.0M of Salcef Group treasury shares and (iii) an additional price component of € 2.1M to be paid in the following 3 financial years

€M	FY18A	FY19A	FY20A**	FY21F
Revenues	16,7	16,4	17,3	18,0
EBITDA* Adj	2,0	2,0	1,1	2,0
EBITDA margin%	11,9%	12,4%	6,6%	11,1%
NFP	n.d.	1,8	2,8	2,7
NFP/EBITDA	n.d.	x0,9	x2,6	x1,4

Key financials (€M)

• * The results relating to FY20 are affected by the impacts deriving from the Covid-19 health emergency

BahnBau Nord Acquisition - Strategic Highlights

• ➢ The perimeter consists in the holding company Verwaltung und Beteiligung Nord GmbH and its direct and indirect subsidiaries
• ➢ Core business: active in the construction and maintenance of railway superstructure systems, as well as in all railway sector.

Legenda:

Railway Industrial Market

Salcef Group Highlights Regional Market expectation until 2025

Source: World Rail Market Study 2020-2025

Railway Industry Market Global and European Market

Source: World Rail Market Study 2020-2025

World railway Infrastructure: 1,7M km of urban and interurban tracks.

Western Europe, Nafta, Asia Pacific: together comprising 72% of the global rail track infrastructure.

2017 – 2019: new infrastructure in operation for 23.299 km (+1,4%), primarily in the mainline and VHS track.

World Railway Market European Railway Market

Source: 7th report monitoring developments of the rail market under Article 15, Paragraph 4 of Directive 2012/34/EU of the European Parliament and Council

Europe: more than € 35Bn invested annually, around 50% for maintenance and renovation.

Germany: the value of the Deutsche Bahn 10-year Business Plan is € 86 Bn with an increase of 54%. Compared to the last BP is "the biggest railway modernization program".

Railway Industry Market Italian Market – PNRR

PNRR - Recovery and Resilience Plan 2021 -2026 – [May2021]

€ Bn

Source: III recovery plan (PNRR) – May 2021

In the italian Recovery and Resilience Plan the preliminary amount allocated to the railway sector is around €28Bn of which €24,8Bn divided into different sectors and missions

						-→ Starting production of new contracts
€M	TOTAL	2020	2021	2022	2023	2024	2025	2026
Napoli - Bari	1.400	30	80	173	200	271	322	324
Palermo - Catania	1.440	22	25	140	219	283	399	352
Salerno Calbria - Reggio	1.800	0	20	146	399	365	304	566
Brescia - Verona - Padova	3.670	152	341	710	116	900	1.096	355
Liguria - Alpi	3.970	398	532	724	736	886	559	135
Verona - Brennero	930	0	8	20	56	244	280	322
Orte - Falconara	510	0	1	27	61	92	125	204
Roma - Pescara	620	0	2	16	57	125	186	234
Taranto - Metap. - Pot. - Battip.	450	2	6	9	57	84	116	176
Upgrading Regional lines	936	0	22	30	58	254	287	285
Upgrading South Stations	700	0	21	64	103	195	192	125
Underground Hubs	2.970	172	189	280	320	616	715	678
ERTMS	2.970	0	50	299	345	643	705	928
South railway elettrification	2.400	41	147	187	217	506	565	737

Listing Process and Securities

Listing Process and Securities Listing Information

Listing Highlights Buyback

• ➢ Total shares at 13.05.2021: 48.947.376 o.w.
  • o 47.635.814 ordinary shares
  • o 1.057.711 performance shares
  • o 253.851 special shares
• ➢ Warrants at 13.05.2021: 11.103.038 o.w.
  • o W1 7.263.284
  • o W2 3.839.754
• ➢ Floating & Promoters & Treasury shares at 13.05.2021: 26,6%

• ➢ Controlling Shareholder: Finhold S.r.l.

  • o 73,38 % CS
  • o 73,77 % voting rights

• ➢ Buyback planning: started on 28.05.2020

• ➢ Duration: max 18 months
• ➢ Max purchasable shares: 10% of total
• ➢ No. treasury shares at 31.03.2021: 452.091 Current No. after BahnBau Nord Aquisition & MBO assign 258.243
• ➢ Total cash out: €4,9M
• ➢ % Treasury shares on total at 31.03.2021: 0,97%

Listing Process and Securities Stock Data

• ➢ Market: MTA Italia of Borsa Italiana S.p.A.
• ➢ Ticker on Borsa Italiana: SCF
• ➢ Listing Price at 08.11.2019: €9,60
• ➢ Last Price at 12.05.21: €13,85
• ➢ Market Cap at 11.05.21: €659M
• ➢ Max 12 months: €14,35 (May 2021)
• ➢ Min 12 months: €9,64 (May 2020)

Coverages: Banca Akros, Intermonte, Mediobanca, Intesa SanPaolo, Exane BNP Paribas

(ATP) Average Target Price at 10.05.2021: €14,7

Salcef Group – Listed Securities
Share	SCF	ISIN IT0005388266	47.635.814
Warrant 2024	WSCF	ISIN IT0005388183	7.263.284
Warrant 2023	WSCF23	ISIN IT0005388191	3.839.754

Warrant 2024 (WSCF): Warrants give right to buy shares at price of € 0,10 each

Conversion Ratio: the acceleration condition was verified last 30 April 2021. The exercise ratio is 0.2868 for the entire duration of the 60 days (from 24 May 2021 inclusive until 22 July 2021) in which it is possible to request the subscription of the Conversion Shares.

Maximum converted Ordinary Shares: No. 2.083.110, with capital increase of € 208.310,99

Warrant 2023 (WSCF23): Warrants give right to buy shares at price of € 10,50 each

Conversion Ratio: the acceleration condition was verified last 3 May 2021. The exercise ratio is fix at 1x for the entire duration of the period (from 24 May 2021 inclusive until 30 June 2021) in which it is possible to request the subscription of the Conversion Shares.

Maximum converted Ordinary Shares: No. 3.839.754 (Conversion Ratio 1x), with capital increase of € 40,3M

Listing Process and Securities Not Listed Securities

Salcef Group – Not Listed Securities
Special Shares	ISIN IT0005388274	253.851
Performance Shares	ISIN IT0005388282	1.057.711

Special Shares: Owned by ISI3 Promoters No. 253.851 - Conversion Ratio: in Ordinary Shares 7x

• 1. Conversion: 100.000 Special Shares to be converted in 700.000 Ordinary Shares (No Lock-Up), at Price Threshold of € 13,50, within 60 Months from BC
• 2. Conversion: 153.851 Special Shares to be converted in 1.076.957 Ordinary Shares (No Lock-Up), at Price Threshold of € 11,50 in proportion with the conversion of No. 4,8 Million Warrant2023 in Ordinary Shares.

Performance Shares: Owned by Finhold, No. 1.474.378 - Conversion Ratio: in Ordinary Shares 5x

• 1. Conversion: 416.667 Performance Shares to be converted in 2.083.335 Ordinary Shares, at Price Threshold of € 13,50, within 60 Months from BC.
• 2. Conversion: 641.044 Performance Shares to be converted in 3.205.220 Ordinary Shares, in proportion with the conversion of No. 4,8 Million Warrant2023 in Ordinary Shares.

Contacts

Diego Paniccia

Investor Relator

Tel: +39 06 416281 E-mail: investor.relations@salcef.com