Tinexta — Earnings Release 2016

Mar 28, 2017

2016 Full Year Results

Introduction to Tecnoinvestimenti

March 2017

Disclaimer

• ‐ This document has been prepared by and is the sole responsibility of Tecnoinvestimenti Spa (the "Company") for the sole purpose of illustrating the performance and activities of the Company.
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Contents

I.	Key Takeaways	3
II.	Group Overview	7
III.	Business Description	13
IV.	Financial Highlights	20

2016 Results: Key takeaways (1/3)

Reaching critical mass

Growth & Profitabilty

Figurative indebtedness linked to M&A

Solid finances

STAR listing M&A continues

Pro-active Management

Expansion into effervescence

Positive Positioning

2016 Results: Key Takeaways (2/3)

I. Key Takeaways

Solid finances

5

2016 Results: Key Takeaways (2/3)

STAR listing M&A continues

• Listing on MTA/STAR (previously on AIM Italia): greater visibility & liquidity
• Capital increase of € 50 m
• SBU Digital Trust further strengthened: Acquisition of controlling stake in Visura SpA
• Sales & Marketing Solutions sector entered: acquisition of control stake in Co.Mark SpA
• Acquisition of Credit Information Minorities to take full operational management

Pro-active Management

Expansion into effervescence

• Leading position in Digital Trust reinforced. The segment is foreseen to grow even faster in the future: focusing on Enterprise & professional sectors
• A pioneer in Sales & Marketing Solutions acquired with innovative patented approach, expanding rapidly in Italy and Spain
• 3 rd Player in Credit Information. Position to be defended by innovation, cost cutting.

Positive Positioning

Contents

I	Key Takeaways	3
II	Group Overview	7
III	Business Description	13
IV	Financial Highlights	20

Tecnoinvestimenti at a Glance

¹Certification Authority is a title accredited by the Digital Agency for Italy (AgID). Certification authorities provide digital certification services and issue certificates for atures and authentication (such as for national healthcare cards) on behalf of government agencies.

²Including DataFin, Co.Mark Group and Visura Group. DataFin was merged into Assicom on 25 November 2016

³After the acquisition of the minorities of 12.5% of Ribes and 32.5% of Assicom which was announced on 28 March 2017

2016 Results, Introduction to Tecnoinvestimenti

Shareholder base

• * Owned by the Chambers of Commerce of Turin, Milan, Rome & Others
• ** Cedacri (largest IT outsourcing company for the Italian banking sector) has a lock-up until 6 August 2017
• *** Quaestio Capital Management is the manager of Quamvis SCA Sicav. Quaestio has no lock-up on its shares

II. Group Overview

External growth using disciplined M&A approach

• Product extension
• Increase market share
• Widen distribution channels
• Enter the Credit Information & Management market
• Widen value preposition
• Widen product offer
• Service extension in a new segment
• Opportunity for synergies
• Increase market share
• Opportunity for synergies
• Increase market share
• Opportunity for synergies
• Enter Sales & Marketing solutions (new market)
• New products
• New distribution channel
• Opportunity for synergies

Looking ahead: strategy for 2017 and beyond

Digital Trust

• Continous product innovation
• Leverage distinctive positioning to grow in a rapidly developing international market
• Expansion in secure enterprise solutions
• Growth through strategic partnerships/ collaboration with international vendors

Credit Information & Management

• Continous cost cutting through realization of sinergies and intgegration
• Increase/Defend market share through acquisitions of smaller players
• Invest in information data base to decrease incremental marginal cost of services
• Develop and enhance value of current sub-SBU through focalization of operations and strategic collaborations

Sales & Marketing Solutions

• Service extension through external growth
• Replication of Comark business/sales model to adjacent scalable services

Contents

I.	Key Takeaways	3
II.	Group Overview	7
III.	Business Description	13
	- Digital Trust	14
	- Credit Information & Management	16
	- Sales & Marketing Solutions	18
IV.	Financial Highlights	20

SBU Digital Trust – Key figures

Sales Breakdown 2016 Pro Forma (excl. 1-offs) by segment

• Certified email: brand name (Infocert) w/premium price
• Visura acquired in 3Q16
• High entry barriers: European Certification Authority (largest in Europe) and Identity Trust Provider for SPID
• Ability to combine know-how in compliance issues, digital processes and technology
• Clear leader in Digital Trust Product Innovation
• R&D: c.6% of revenues spent on R&D activities
• Eight patent applications deposited in 2016

Digital Trust: cutting edge products

SBU Credit Information and Management (1/2)

Sales Breakdown by service Real Estate Information Services 17% Business Information & Credit Recovery 68% Real Estate Estimates 15% Credit Information & Management (CI&M) Real Estate Information services Business Information & Credit recovery services Real Estate valuation services Revenues €/ Million 79.2 74.5 2015 2016 EBITDA Margin 14.7 13.8 2015 2016 EBITDA €/ Million 19% 19%

• CI&M operates through the Ribes and Assicom subgroups, which together form one of the leading providers of credit information, credit management and credit recovery in Italy

• Ribes is dedicated primarily to the bank/ financial sector with a specialization in commercial and real estate information
• ReValuta provides Ribes and 3rd party customers (incl. retail), real estate valuation services
• Assicom: focuses on offering credit info and credit recovery services to SMEs
• Of 216 full-time employees (and 74 agents), approximately 90 employees are involved in credit recovery

SBU Credit Information and Management (2/2)

• Supports companies throughout the entire process of credit management from new client identification to credit recovery
• Primosguardo (First Look) platform designed to discover, identify and profile potential new clients

• Supports banks & insurance companies in identifying new clients, managing current & problematic credit exposures, providing information necessary for bank compliance regulations; services for real estate executory procedures

• Provides real estate valuation services to banks, private companies, public administration, property owner & management companies

Board of Directors approved the purchase of the minority stakes in Ribes and Assicom Permitting Tecnoinvestimenti to take full operational control, focus on increasing competitiveness, enact management changes and obtain greater synergies

SBU Sales & Marketing Solutions (1/2)

• S&MS is constituted by Co.Mark, acquired in and consolidated from March 2016

• unique business model to provide expert consultancy to aid small and medium sized companies to start or expand international sales
• A Temporary Export Specialist™ assesses export possibilities, collaborates to produce a sales plan and undertakes commercial actions to achieve plan
• An industrialized approach which uses centralized data bank shared by the 90+ TES consultants to produce concrete results
• Recently established operations in Barcelona and Madrid

SBU Sales & Marketing Solutions (2/2)

• With branches throughout the country, Co.Mark's business is divided into three specialized areas in the field of export and marketing:
• services for SMEs
• advice and training for large corporations
• partnerships with local business & trade associations and national confederations
• Approximately 100 temporary export specialists that work for c. 800-900 clients
• Specialization for tech innovation and business networking
• 22 branches in Italy, newly opened offices in Barcelona & Madrid

Contents

IV.	Financial Highlights	20
III.	Business Description	13
II.	Group Overview	7
I.	Key Takeaways	3

Adjusted pro-forma 2016 Revenues & EBITDA (net of non recurring components)

Adjusted pro-forma Revenues & EBITDA per SBU (€m)

Credit Information & Management (CI&M)

Sales & Marketing Solutions (SM)

Net financial position breakdown

Balance Sheet		(€m)
€m	31/12/15	31/12/16
Total fixed assets NWC Other LT assets/liabilities	126.6 7.7 -8.6	206.3 3.1 -7.8
Net invested capital	125.7	201.6
Group Equity Minorities Total equity	77.1 0.1 77.2	130.3 0.1 130.4
Total net financial debt	48.5	71.2

FY16 Net financial indebtedness
Bank loans	33.0
Debt vs. Tecno Holding S.p.A.	25.2
Debt for acquisitions	76.8
PUT & CALL	65.7
Earn Out	4.0
Co-Mark Vendor Loan	7.1
Other LT debt	0.6
Other ST debt	2.4
Gross Financial Debt	138
Cash	-60.4
ST financial assets	-6.4
Cash & Cash Equivalents	-66.8
Net Financial Debt *	71.2

• Increase in Total fixed assets to €206.3m is due to the acquisitions of Co.Mark & Visura, of which +€76.9m of Goodwill
• Net working capital stood at €3.1m was reduced mainly due to an increase in trade and other payables
• Debt for the acquisition of minorities totals €69.7m of which €65.7m relating to Put liabilities amd €4m for Earn out

N** Net Financial Debt as defined by the Consob

Net Financial Position Bridge (€m)

IV: Financial Highlights