The Italian Sea Group

Investor Presentation • Mar 30, 2023

INTERMONTE ROADSHOW 30 MARCH 2023

The Italian Sea Group

PICERINGTTI

EMARKET SDIR CERTIFIED

The Italian Sea Group S.p.A. is a global operator in luxury yachting, the first builder in Italy and for yachts over 50 metres1. TISG was listed in the Milan Stock Exchange in June 2021.

The Italian Sea Group

	BRANDS	STOCK PERFORMANC
	+ ADMIRAL Motor-yachts above 50mt.	8 7,5
	Fechomar Speedy motor-yachts from 37mt to 50mt.	6,5
PERINI NAVI	Large sailing yachts from 47mt.	0 5,5 5
	Gentleman Yachts from 24mt to 55mt.	4,5 A
NCA REFIT	Retit and maintenance of motor and sailing yachts, with a tocus on yachts over 60mt.	3,5 08/06/2021 08/10/2021 08/02/2022 -TISG
	PARTNERSHIPS	REVENUE AND
	Limited edition speedy motor-yachts inspired by the Lamborghini Siàn FKP 37.	(Eu mn) +45% Revenue C +66% EBITDA
GIORGIO ARMANI	Motor-yachts designed in collaboration with designer Giorgio Armani.	100 67 10 6

Note: 1) Ranking base on 2022 yacht sales (source: Boat International, Global Order Book 2022).

Table of Contents

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Executive Summary
CMD Highlights
Business Review
Financial Review

Executive Summary

FY 2022 Results

• Revenues amounting to Eu 295mn, +59% increase vs FY 2021
• EBITDA amounting to Eu 47mn, +68% increase vs FY 2021, with a Margin of 16%
• Order Book (Shipbuilding and Refit) surpassing the 1 billion mark, for Eu 1 '038mn
• Net Income amounting to Eu 24.0mn, +47% increase vs FY 2021
• Net Financial Debt for Eu 11.3mn, 0.2x LTM EBITDA

CMD & Strategic Outlook 2023 - 2024

Hosted first CMD on 24 January 2023 providing the markets an in-depth view into our Business Strategy and Sustainability Roadmap

Presented our Strategic Outlook 2023-2024 with respect to Revenues, EBITDA, Dividend Policy and Financial Leverage

AGM - 27 April 2023

Agenda

Approval of FY 2022 Consolidated Annual Report and Dividend

Approval of Remuneration and Corporate Governance Reports

Approval of LT Incentive Plan 2026-2028 and Share Buy Back

Appointment of new Board of Directors and Board of Statutory Auditors

Ordinary Dividend

Ordinary Dividend of Eu 0,272 per share (+47% vs 2021), Eu 14.4mn in toral, proposed by the AGM In line with Strategic Outlook at 60% of 2022 Consolidated Net Income

LTIP - Stock Option Plan

Objectives are to loyalise and incentivise top and mid to foster alignment with shareholders over the medium to long term Maximum dilution of 3.65% of share capital via stock option scheme

3 cycles each with 3-year vesting: 2023-2025, 2024-2026, 2025-2027

Strike price for each cycle set at average share price recorded in the 90 days prior to Notice of Call of the AGM

Challenging performance targets linked to organic Revenues, Net Working Capital and ESG results

Customary provisions including clawback, good/bad leaver, lock-up, etc.

Table of Contents

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TISG's history has been characterised by a strong focus on growth, leveraging on product quality, strategic investments on production capacity and revamping of heritage Italian brands.

The Italian Sea Group boasts an impressive financial track record in terms of growth, profitability and cash flow generation.

The Company has a "Make-to-Order" commercial strategy and does not allow tradeins, minimising risk of inventory and risks deriving from sale of used boats.

Growing and Unpenetrated Customer Base

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CERTIFIEI

Strong opportunity due to an unpenetrated customer base, deriving from an exponential increase in the global number of UHNWls in the past three years.

MAIN DRIVERS

• Superyachs above 30mt grew +3% from 2010 to 2021, whereas UHNWIs with above \$50m grew at 11% CAGR, leading in a the penetration rate (c. 2%).
• · UHNWIs are expected to increase at a CAGR of 8% from 2021 to 2026E (+118k).
• · The growth is largely driven by North America (6% CAGR, +45k) and APAC (12% CAGR, +48kJ.

Sources: Credit Suisse, Global Wealth Report 2022; SuperYacht Times, The State of Yachting THE ITALIAN SEA GROUP 2022.

Perini Navi is the iconic sailing yacht brand, known tor its luxurious and innovative characteristics. The Perini Navi acquisition has allowed for an increase of production capacity and the iconic brands to TISC's product offering.

GROWTH POTENTIAL FROM BRANDS

Perini Navi and Picchiotti are internationally renowned brands which are expected to boost The Italian Sea Group's growth prospects in the medium term by entering into adjacent and attractive market segments.

PRODUCTION CAPACITY & SYNERGIES

Perini's acquisition also contributed outstanding shipyards in La Spezia and Viareggio which provide much needed manufacturing and relit capacity and skills, in fact c. 50% of the Eu 80mn price reflects real estate assets.

lconic luxury sailing yacht brand, characterized by high performance, innovation and elegance. The acquisition has allowed TISG to consolidate its positioning in the sailing yacht market with a best-known brand.

Perini Navi currently represents c. 14% of TISG's Order Book 2022.

Founded in Limite sull'Arno in 1575, Picchiotti is a heritage brand for the yachting industry.

Through the brand, TISG produces semi-custom yachts with a classical and timeless style, true Gentleman's Yachts reminiscent of the iconic American fleet in the 60s.

The La Spezia shipyard is equipped with impressive infrastructures, and is ideal for refit activities, c. 50% of the Perini fleet has already undergone refit works with NCA Refit.

The shipyard will also host the production of the Tecnomar for Lamborghini 63.

Perini Navi production is located in the Viareggio shipyard.

The recruitment of former Perini employees will toster the creation of an internal culture in the construction and refit of sailing yacht projects.

The Italian Sea Group invested Eu 68mn in its shipyards since 2018, reaching a high-quality production capacity.

MARINA DI CARRARA

The Marina di Carrara shipyard is the home of the Admiral and Tecnomar brands, and covers a total surface of 1 20.000 sqm.

The shipyard can contemporarily manage up to 12 production projects: 6 between 75-80mt, 4 between 40-70mt, and 2 of approx. 90mt (or one yacht > 100mt).

Additionally, the shipyard can also manage 25 refit projects up to 140mt.

LA SPEZIA

TISG TURKEY

The shipyard can contemporarily manage 3 production projects up to 60mt, and approx. 12 annual deliveries of the Tecnomar for Lamborghini 63.

Additionally, the shipyard can also manage 14 refit projects up to 60mt.

TISG operates with a network of partners in Turkey, tocused on the production of the frame and structure of yachts, which are subsequently towed to Italy for outfitting.

The Hercelik and Naveks shipyards, cover a total surface of 21.000 and 13.000 sqm, respectively, and can contemporarily manage 6 production projects. TISG operates on 5 shipyards in the Yalova and Antalya areas, which in their totality cover 70.000 sqm.

VIAREGGIO

The Viareggio shipyard is the home of Perini Navi, and covers a total surface of 18.000 sqm.

The shipyard can contemporarily manage up to 3 projects for sailing yachts up to 60mt in length.

The Italian Sea Group boasts an Order Book in excess of one billion Euros, c. 3.5x 2022 Revenues, with a surge in orders from North America, the Middle East and Asia.

The Italian Sea Group

BY GEOGRAPHY

TISG's commercial approach and contract structure aim at limiting risks with respect to inventory, achieve tavourable working capital, and lock in expected margins.

ESG Roadmap

EMARKET SDIR CERTIFIED

TISG has a clear roadmap to drive Sustainability with the objectives of creating long-term value for all Stakeholders and establishing itself as a benchmark for the shipbuilding sector.

Strategy and Strategic Outlook

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Snapshot of Key Results

FY 2022

Ev 47mn (+68% vs FY 2021) 47 FY 2022 FY 2022 Eu -11.3mn FY 2022 -11.3

Comments

• · +59% increase in Revenues is due to the regular progress of Shipbuilding projects, as well as an increase in order intake, and the increase in production capacity allowing for an expansion of Refit revenues.
• · Significant increase in marginality over time is attributable to a better cost management and control of budgets, synergies between Shipbuilding and Refit production capacity, and improved brand awareness towards customers.
• · Net Result has increased by 47% since FY 2021, amounting to Eu 24.0mn
• · Net Debt for Eu -11.3mn reflects the cash out for the Perini Navi acquisition (Eu 75mn in 2022), and the CapEx performed during the year (Eu 22mn in 2022).

Order Book - Shipbuilding

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The Italian Sea Group boasts an Order Book in excess of one billion Euros, c. 3.5x 2022 Revenues, with a surge in orders from North America, the Middle East and Asia.

30%

Shipbuilding Revenues

KEY HIGHLIGHTS

• Shipbuilding Revenues amount to a total of Eu 255mn at 31 December 2022, with a 55% increase since the end of 2021. This increase in revenues is due to:
  • The regular progress of projects under construction and (i) consequent payment of instalments.
  • (ii) The increase in order intake, with particular strength in demand from the Americas and the APAC region.

BY LOA, BRAND AND GEOGRAPHY

THE ITALIAN SEA GROUP

Refit Revenues

KEY HIGHLIGHTS

• · Refit revenues amount to Eu 36mn at 31 December 2022, a 70% increase since the end of 2021. This has been mainly due to:
  • (i) The expansion of Refit spaces in Marina di Carrara with the completion of the "TISG 4.0″ and "TISG 4.1″ investment plans
  • (ii) The integration of the facilities in La Spezia, with n. 16 additional refit spaces.

THE ITALIAN SEA GROUP

EBITDA & Capex

EBITDA

• · Significant increase in marginality over time is attributable to:
  • Strong attention to operating cost management. (i)
  • (ii) Growing efficiency of production processes.
  • (iii) Benefits coming from investments in production capacity, with advantageous synergies between Shipbuilding and Refit.
  • (iv) Increase in product prices, due to strengthening brand awareness.
  • Economies of scale. (v)

CapEx

▪ The decrease in Capex is due to the completion of investment plans "TISG 4.0″ and "TISG 4.1″ aimed at expanding production capacity in the Marina di Carrara shipyard, as well as "TISG 4.2", which is the integration of the La Spezia shipyard following the Acquisition of Perini Navi.

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Summary Profit & Loss

Summary Profit & Loss	2020	2021	2022
in thousands of Euros
Revenues	116.441	185.556	294.684
% Growth		59,4%	58,8%
Costs from Outsourced Work	44.703	71.278	117.942
Raw Materials	26.423	46.684	68.133
Personnel Costs	16.881	22.117	29.562
Other Costs	13.914	17.523	31.964
EBITDA	14.520	27.954	47.083
% y-o-y growth		92,5%	68,4%
% Revenues	12,5%	15,1%	16,0%
Amortisation, depreciation, write-downs and capital losses	5.090	6.233	9.985
EBIT	9.430	21.721	37.098
% Revenues	8,1%	11,7%	12,6%
Net Interest Expenses	1.963	3.087	3.817
Income from extraordinary charges	343	481	3.867
Taxation	1 .575	1.831	5.368
Net Profit	6.235	16.322	24.046
% Revenues	5,4%	8,8%	8,2%

KEY HIGHLIGHTS

• · Growth in Revenues by +59% vs FY2021 is mainly driven by the growth in Operating Revenues, amounting up to Eu 291.5mn.
• · EBITDA and profitability grew consistently since 2020, due to the amount of investments in production capacity as well as an effective cost management system and internalization of key activities.
• · Operating Costs have reduced their impact over time, in particular when it comes to Personnel Costs: this is due to a high structural efficiency of organizational systems, despite the increase in the number of employees, partly attributable to the Perini Navi Acquisition.

Net Working Capital

Net Working Capital	2020	2021	2022
in thousands of Euros
Inventories and payments on account	2.759	1.250	3.573
Contract wip and advances from customers	13.704	24.992	32.667
Trade Receivables	14.616	10.236	21.469
Trade Payables	-34.240	-57.146	-78.770
Other current assets and liabilities	-3.526	-6.746	-31.061
Net Working Capital	6.687	27.414	52.122
Inventories and payments on account	2,4%	0,7%	1,2%
Contract wip and advances trom customers	11,8%	13,5%	11,1%
Trade Receivables	12,6%	5,5%	7,3%
Trade Payables	-29,4%	-30,8%	-26,7%
Other current assets and liabilities	-3,0%	-3,6%	-10,5%
Net Working Capital % Revenues	-5,7%	-14,8%	-17,7%

KEY HIGHLIGHTS

• · Improvement of Net Working Capital over the years, going from -5.7% on Revenues in FY2020 to -17.7% in FY2022.
• lt is important to note that the voices Inventories and Contract Work in Progress do not include any used boats or trade in, due to the Company's strict commercial strategy, which highly reduces inventory risk.
• Trade Receivables are related to commercial operations for the advancements of projects under construction and refit works.
• Trade payables refer to debts towards suppliers, which have been subject to an increase due to a growth in operational activities related to projects in progress, refit activities and the two «TISG 4.0» and «TISG 4.1» investment plans.

Net Financial Debt

Net Financial Debt	2020	2021	2022
in thousands of Euros
A. Cash	17.943	85.615	81.317
B. Cash Equivalents	0	0	0
C. Other Current Financial Assets	0	0	0
D. Liquidity (A)+(B)+(C)	17.943	85.615	81.317
E. Current tinancial debt (including debt instruments, but	-259	-34	-34
excluding the current portion of non-current tinancial debt)
F. Current portion of non-current financial debt	-2.237	-7.574	-14.163
F.1 Other current tinancial payables	-3.891	-2.009	-2.292
G. Current tinancial debt (E+F)	-6.387	-9.616	-16.490
H. Net Financial Debt (G-D)	11.556	75.998	64.827
I. Non-current bank debt (excluding the current portion of debt	-7.757	-23.863	-66.287
instruments)
J. Debt instruments	0	0
K. Trade and other non-current payables	-8.967	-7.951	-9.912
K.1 Payables to other lenders	-3.095	-3.161
L. Non-current tinancial debt (I+J+K)	-19.819	-34.975	-76.198
M. Total financial debt (H+L)	-8.263	41.023	-11.371

KEY HIGHLIGHTS

• · Net Financial Debt of Ev -11.3mn reflects:
  • (i) Eu 75mn paid in 2022 to finalise the acquisition of Perini Navi.
  • (ii) Eu 22.2mn paid for "TISG 4.0" and "TISG 4.1" investment plans, as well as "TISG 4.2″ for the fine tuning of the La Spezia shipyard
• Non-current bank debt refers to key bank financings secured in early 2022: EUR 40m from BMPS for the Perini acquisition, and EUR 32m from UniCredit and Deutsche Bank to finance TISG 4.0 and TISG 4.1. Both debts are to be repaid within the end of 2028.
• · Net Financial Debt includes the current value of fees due to the Port Authorities for the state concessions of the shipyards in Marina di Carrara, Viareggio and La Spezia, equal to Eu 6.8mn at 31 December 2022, amount which will be paid throughout the duration of the related concessions.

Strategy and Strategic Outlook

Disclaimer

This document has been presced by The Malling of the "Compan") for use duing meetings with investors and financial one is soley for infornation purposes. The presentation does not contine a recomment the Compony, Inis presentation doss not contain on offer to sell a ca solicition of any offer to buy any securities issued by TISG.

This presentation may contain for alled Nanagement's current views with respect of financial ond operational performance of he Compon and estimates. These forwardlooking statements are based on TISG's current expectations about future events.

Because hese forwards on estigation iss and uncertaintes, coto a formance may differ mainbly fon three experience in or implial by these stateners due to ony wires of different from of writch ac beyond the doiling of TSG to control or estimal of the national of the natred developments, fluctuations in the price, and one coutoned not oplace under related ing stotained herein, which are made only as of the de of his presentation. TSG des not unerole any policiy release any updates or revisions to revisions to relect events or circumstrances offer he date of this presentation.

Figures or doselve and in percentages are calcul data. Sone of the differences found in his presentation and use to coming of the vales expessed in millions of Euro. This document may not be reproauced or distributed, in whole or in part by any person other than the Company.

The Monage of reparing the Corporals cocounting deciments, Marco Caritari, declares pursual to one holder 154 by , prograph 2 of legishire Decree no. 58 of 1998, as amended, that the disclosures included in this document results, books and accounting records.