Half-year Financial Report at 30/06/2023

This English version of Tinexta's Half-year Financial Report at 30/06/2023 is made available to provide non-Italian speakers a translation of the original document. Please note that in the event of any inconsistency or discrepancy between the English version and the Italian version, the original Italian version shall prevail

Company data and composition of corporate bodies 3
Summary of Group results 4
INTERIM REPORT ON OPERATIONS 6
Group activities 6
Key events of the period 11
Definition of "non-GAAP" alternative performance indicators 17
Summary of results for the first half of 2023 20
Summary of second quarter 2023 results 29
Statement of financial position of the Group 35
Key events subsequent to the end of the half year 40
Outlook 42
Treasury share purchase programme 42
2020-2022 Stock Option Plan 44
2021-2023 Stock Option Plan 45
2023-2025 Performance Shares Plan 46
Main risks and uncertainties 46
Transactions with Related Parties 50
CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS 51
Consolidated Financial Statements 52
Notes to the Condensed Interim Consolidated Financial Statements at 30 June 2023 59
Information on the Statement of Financial Position 80
Information on the Comprehensive Income Statement 106
Additional information 118
Certification of the Condensed Interim Consolidated Financial Statements of Tinexta Group at 30 June 2023 pursuant to Art. 154 bis, paragraph 5 of the Legislative Decree No. 58/1998 (Testo Unico della Finanza) 124
Report on review of Condensed interim Consolidated Financial Statements 125

Company data and composition of corporate bodies

Parent Company's Registered Office TINEXTA S.p.A. Piazza Sallustio 9 00187 Rome - Italy

Statutory Information about the Parent Company Share capital resolved, subscribed and paid-in €47,207,120 Rome Corporate Registry no. RM 1247386 Tax ID and VAT no. 10654631000 Institutional website www.tinexta.com

Corporate bodies currently in office

Board of Directors
Enrico Salza	Chairperson
Riccardo Ranalli	Deputy Chairperson
Pier Andrea Chevallard	Chief Executive Officer
Laura Benedetto	Director
Eugenio Rossetti	Director (independent)
Valerio Veronesi	Director (independent)
Elisa Corghi	Director (independent)
Paola Generali	Director (independent)
Caterina Giomi	Director (independent)
Laura Rovizzi	Director (independent)
Gianmarco Montanari	Director (independent)
Control, Risks and Sustainability Committee
Eugenio Rossetti	Chairperson
Riccardo Ranalli
Laura Rovizzi
Related Party Committee
Valerio Veronesi	Chairperson
Paola Generali
Caterina Giomi
Remuneration Committee
Elisa Corghi	Chairperson
Laura Benedetto
Gianmarco Montanari
Board of Statutory Auditors
Luca Laurini	Chairperson
Andrea Bignami	Standing Auditor
Monica Mannino	Standing Auditor
Maria Cristina Ramenzoni	Alternate Auditor
Umberto Bocchino	Alternate Auditor
Independent Auditors
KPMG S.p.A.
Manager responsible for the preparation of the corporate accounting documents

Oddone Pozzi

Registered and operating headquarters Operating headquarters Piazza Sallustio 9 - 00187 Rome Via dei Valtorta 47 – 20127 Milan

Via Principi d'Acaia 12 – 10138 Turin

Summary of Group results

Summary income statement data		1st half 2022 1st half 2023 Change		%
(Amounts in thousands of Euro)		Restated1		change
Revenues	182,476	168,001	14,475	8.6%
Adjusted EBITDA	37,905	37,055	849	2.3%
EBITDA	34,528	32,625	1,902	5.8%
Adjusted operating profit (loss)	28,015	28,771	(757)	-2.6%
Operating profit (loss)	15,235	15,818	(583)	-3.7%
Adjusted net profit from continuing operations	18,874	18,760	114	0.6%
Net profit from continuing operations	9,336	10,915	(1,579)	-14.5%
Profit (loss) from discontinued operations	36,065	3,270	32,795	1002.9%
Net profit	45,401	14,185	31,216	220.1%
Adjusted free cash flow from continuing operations	29,268	22,978	6,289	27.4%
Free cash flow from continuing operations	27,941	16,116	11,825	73.4%
Free cash flow	27,685	23,147	4,538	19.6%
Earnings per share (in Euro)	0.94	0.28	0.67	240.7%
Earnings per share from continuing operations (in Euro)	0.15	0.21	(0.06)	-28.5%

Summary income statement data	2nd quarter	2nd quarter 2022	Change	%
(Amounts in thousands of Euro)	2023	Restated2		change
Revenues	96,424	89,851	6,573	7.3%
Adjusted EBITDA	22,953	22,551	401	1.8%
EBITDA	20,985	21,048	(63)	-0.3%
Adjusted operating profit (loss)	17,842	18,277	(436)	-2.4%
Operating profit (loss)	10,952	12,405	(1,454)	-11.7%
Adjusted net profit from continuing operations	12,205	12,105	100	0.8%
Net profit from continuing operations	7,249	9,588	(2,338)	-24.4%
Profit (loss) from discontinued operations	(1,565)	1,687	(3,252)	-192.8%
Net profit	5,684	11,274	(5,590)	-49.6%
Adjusted free cash flow from continuing operations	6,495	655	5,839	891.0%
Free cash flow from continuing operations	6,802	(4,303)	11,105	-258.1%
Free cash flow	6,789	(1,427)	8,216	-575.9%
Earnings per share (in Euro)	0.09	0.23	(0.13)	-58.4%
Earnings per share from continuing operations (in Euro)	0.12	0.19	(0.07)	-36.6%

¹ The comparative figures of first half of 2022 have been restated in relation to the completion, in the fourth quarter of 2022, of the activities to identify the fair values of the assets and liabilities of CertEurope S.A., consolidated on a line-by-line basis from 1 November 2021, of Evalue Innovacion consolidated on a line-by-line-basis from 1 January 2022, of Enhancers S.p.A. consolidated from 1 April 2022 and of Sferabit S.r.l. consolidated from 1 May 2022.

² The comparative figures of the second quarter of 2022 have been restated in relation to the completion, in the fourth quarter of 2022, of the activities to identify the fair values of the assets and liabilities of CertEurope S.A., consolidated on a line-by-line basis from 1 November 2021, of Evalue Innovacion consolidated on a line-by-line-basis from 1 January 2022, of Enhancers S.p.A. consolidated from 1 April 2022 and of Sferabit S.r.l. consolidated from 1 May 2022.

Summary financial position statement data	30/06/2023	31/12/2022	Change	% change
(Amounts in thousands of Euro)
Share capital	47,207	47,207	0	0.0%
Shareholders' equity	447,411	402,015	45,396	11.3%
Total financial indebtedness	52,552	77,557	(25,005)	-32.2%

Summary financial position statement data				% change
(Amounts in thousands of Euro)	30/06/2023	30/06/20223	Change
Share capital	47,207	47,207	0	0.0%
Shareholders' equity	447,411	311,563	135,848	43.6%
Total financial indebtedness	52,552	267,834	(215,282)	-80.4%

Tinexta S.p.A. – Half-Yearly Financial Report at 30 June 2023 5

³ The comparative figures at 30 June 2022 have been restated in relation to the completion, in the fourth quarter of 2022, of the activities to identify the fair values of the assets and liabilities of CertEurope S.A., consolidated on a line-by-line basis from 1 November 2021, of Evalue Innovacion consolidated on a line-by-line-basis from 1 January 2022, of Enhancers S.p.A. consolidated from 1 April 2022 and of Sferabit S.r.l. consolidated from 1 May 2022.

INTERIM REPORT ON OPERATIONS

Group activities

The Tinexta Group provides, mainly in Italy, a wide range of Digital Trust, Cybersecurity and Business Innovation services. On 30 May 2022, Tinexta S.p.A. concluded binding agreements for the sale to CRIF S.p.A. ("CRIF") of the Credit Information & Management division through the sale of the equity investments held by Tinexta in the companies Innolva S.p.A. and Re Valuta S.p.A. The transaction relating to the Innolva Group closed on 3 August 2022. The closing of the transaction with reference to Re Valuta took place on 7 March 2023.

The Group has developed rapidly in recent years, due to both organic growth and acquisitions aimed at expanding the portfolio of products/services and extending the offering to market sectors considered strategic and synergistic.

The Group operates through the following Business Units (BUs):

the Digital Trust BU offers the market IT solutions for the digital identity and dematerialisation of processes in line with applicable regulations (including eIDAS European regulations issued in 2016, EU Regulation 910/2014) and compliance standards of customers and industry. Products can also be broken down between Off the Shelf products (Telematic Trust Solutions) such as certified e-mail (CEM), electronic storage, ature, e-invoicing and Enterprise Solutions such as Trusted Onboarding Platform (TOP) and GoSign, within the market of Digital Transaction Management. Digital Trust activities are provided by the Group through InfoCert S.p.A., its subsidiaries and associates and Visura S.p.A.

For the purpose of carrying out activities as a manager of certified e-mail, electronic storage and ature, InfoCert is qualified as a Certification Authority and accredited by the AgID (Agenzia per l'Italia Digitale - Italian Digital Agency) of the Italian Presidency of the Council of Ministers. The ability to provide said IT solutions is reserved for entities that meet certain legal requirements, in terms of both assets and organic and technological infrastructure. InfoCert has also been accredited by AgID as a Qualified Trust Service Provider ("QTPS"), i.e. a Digital Identity manager, which can issue digital identities to citizens and businesses, managing in total security the user authentication.

Sixtema S.p.A., 100%-owned by InfoCert since April 2017, provides IT and management services to companies, entities, associations and institutions, with a particular focus on the world of the CNA - Confederazione Nazionale dell'Artigianato (National Confederation of Artisans). It has its own data centre through which it provides software services in ASP and/or SaaS mode. Moreover, as service provider, it provides an integrated technological infrastructure service. Its offering includes software solutions to comply with all tax obligations, employment legislation and other regulations in general.

AC Camerfirma S.A. (hereinafter also "Camerfirma"), 51%-owned by InfoCert since May 2018, operating in Spain in the Digital Trust sector and present in the South American market as well (Camerfirma Perù S.A.C. and Camerfirma Colombia

S.A.S.), offers mainly digital certification services. It has launched the marketing of higher value-added InfoCert products to banks and large companies operating on the Spanish market.

Visura S.p.A. is active in the Digital Trust market mainly through the sale of Telematic Trust Solutionsand resale services of products such as certified e-mail, ature and electronic invoicing. It offers also IT products and services to professional associations such as telematic certificates, Quadra (electronic filing of documents and management of civil proceedings), electronic filing of paperwork and financial statements, and CAF Facile (the filing of 730 tax returns and ISEE statements). It manages around 450 thousand customer records including professionals, professional firms, public administrations, professional associations and companies.

In November 2021, the acquisition by Infocert S.p.A. of Certeurope S.a.S. CertEurope, based in Paris, was finalised. This is one of the three largest Certification Authorities in France with a very well-known brand and a market share of around 40% in the eIDAS certificate sector. The company has the authorisations and accreditations necessary to issue all types of certificates required by the French market, in compliance with the technical requirements established by the French Agency for the Security of Information Systems (ANSSI). Through the acquisition, Tinexta is entering the French market, the second largest in the European Community, and InfoCert, the largest Certification Authority in Europe, will be able to sell its solutions on the territory. CertEurope's well-established business relationships with a number of important trade associations (attorneys, inter alia) and with large national retailers (resellers of digital services) represent a potentially significant accelerator for the penetration of InfoCert solutions into the French market.

In October 2020 Tinexta announced the creation of the Cybersecurity BU to assist private and public customers in digital transformation processes with the best technologies and protocols for digital security and identity. Tinexta signed binding agreements for the acquisition of the majority of the share capital of three major Italian companies: the company containing the Projects and Solutions - IT and R&D divisions of Corvallis (acquisition completed on 22 January 2021), Yoroi S.r.l. (acquisition completed on 26 January 2021) and Swascan S.r.l. (acquisition completed on 20 October 2020).

The IT and R&D divisions of Corvallis (now merged into Corvallis S.r.l. together with the 100% equity investment in Payotik S.r.l.) have a long experience on the market as a provider of high value solutions. The skills developed by Corvallis are essential to create solutions for large projects of financial companies and other sectors. This activity is based on a broad client base, developed on strong relationships and on processes aligned to international best practices. It boasts also a training model based on an "Academy", also thanks to the collaboration with the University of Padua and the University of Milan-Bicocca.

Yoroi S.r.l. (which had incorporated Cybaze and @Mediaservice, before joining Tinexta) provides cutting-edge solutions to companies and organisations that must contain and manage all levels of IT risk, in order to prevent or reduce the damages

potentially deriving from a cyberattack. The company has a diversified commercial offer that covers the entire IT security value chain for large companies, with highly specialised technologies and well-known brands such as Cybaze, Emaze, Yoroi and Mediaservice.net. Lastly, Yoroi carries out intensive R&D activities, collaborating with the University of Bologna, La Sapienza University in Rome, and the University of Sannio.

Swascan S.r.l. is an innovative Italian Cybersecurity start-up, owner of the Swascan Cloud Security Testing platform and a recognised Cyber Competence Centre. The combination of the "SaaS ready to use" platform and the company's vertical and highly specialised skills make it a point of reference for SMEs for IT security and legislative compliance requirements.

The Business Innovation BU operates in the market through Co.Mark S.p.A. (acquired in 2016) and its subsidiaries and Warrant Hub S.p.A. and its subsidiaries. Through a team of TES® (Temporary Export Specialists®), Co.Mark provides valueadded services aimed at supporting small and medium-sized companies or networks of companies in their internationalisation, in the search for customers and in creating business opportunities in Italy and abroad. In July 2015, Co.Mark TES was established in Barcelona with the objective of developing the innovative export model to support Spanish SMEs, which operate in a market very similar to the Italian one. On 28 January 2021, Co.Mark S.p.A. completed the acquisition of control of Queryo Advance S.r.l. (Queryo), a Digital Agency founded in 2014, which offers mainly services for the design and management of Digital ADV, SEM (Search Engine Marketing) - SEA (Search Engine Advertising) and SEO (Search Engine Optimisation), Social Media Marketing, Remarketing and advanced Web Analytics campaigns, with a distinctly Data Driven and performance-oriented vision.

Warrant Hub and its subsidiaries offer mainly consulting services to companies that invest in productivity and innovation/R&D to obtain subsidised and integrated loans primarily from the Italian Ministry of Economic Development and the Regions, as well as the tools provided by the National Industry 4.0 Plan. BeWarrant and the European Funding Division of Warrant Hub support European projects for research, development or innovation, facilitating access to the European co-financing through dedicated programmes such as Horizon 2020 (in the future Horizon Europe), Life, SME Instruments and Fast Track to Innovation. Warrant Hub offers specific support to companies in managing relations with banks and in analysing company ratings in order to identify the most critical variables on which to implement actions to improve the company in view of Basel 2. Warrant Innovation Lab focuses on promoting the sharing of knowledge, ideas, products, technologies and methodologies among companies, universities and research centres, in order to systematically generate and support industrial innovation. Privacy Lab, acquired in January 2020, operates in the sale of licenses, consulting, training and tools for managing GDPR compliance. On 11 November 2020, Warrant Hub S.p.A. finalised the acquisition of Euroquality SAS, based in Paris, and its affiliate Europroject OOD ("Europroject"), based in Sofia (Bulgaria), consulting companies specialised in supporting their own customers in accessing European funds for innovation.

In January 2022, the Tinexta Group, through its subsidiary Warrant Hub S.p.A., acquired the majority of the Spanish company Evalue Innovación SL ("Evalue"), leader in consulting to companies for subsidised finance operations in support of innovation and development projects. The new acquisition strengthens the European vocation of Warrant Hub, already present in Belgium, France and Bulgaria, allowing it to exploit both commercial development potential – especially as regards opportunities linked to European finance – and industrial, starting a virtuous exchange of know-how and best practices. Evalue boasts a widespread presence throughout the Spanish territory with offices in Valencia, Madrid, Barcelona, Seville and Murcia. The company offers support services for obtaining tax incentives for R&D and technological innovation projects and national and European subsidised finance services.

In March 2022, the Tinexta Group through its subsidiary Warrant Hub S.p.A. completed the acquisition of Enhancers S.p.A. (Enhancers). The transaction presents a high degree of complementarity between the Warrant Hub offer in the Digital Manufacturing area and the skills of Enhancers. In fact, the Warrant Innovation Lab facility, which currently operates in consultancy and project management activities in projects for the optimisation of digitisation processes, will be able to integrate its offer downstream with the development and implementation of the technological component. Enhancers, with offices in Turin and Bologna, combines design and planning activities, aimed at improving the user experience, with the creation of digital products and, in particular, the development of "task-oriented" digital systems (Digital Product Suite) and services aimed at manufacturing companies on products in the Internet of Things (IoT) and Human Machine Interface (HMI) fields.

In June 2022, again through its subsidiary Warrant Hub S.p.A., the Tinexta Group announced the acquisition of Plannet S.r.l. (Plannet). With this transaction, Warrant Hub completes its offering range of services in the Digital Manufacturing area with Plannet's specialised skills aimed at optimising supply chain control and planning processes. Plannet, based in Reggio Emilia and operating for twenty years, offers consultancy on process innovation and digitisation and operates through proprietary software products.

Forvalue S.p.A., acquired by the Group in July 2021 and transferred from Innolva S.p.A. to Warrant Hub S.p.A. in 2022, offers services and products through a network of partners to support business innovation, growth and the efficiency of management processes.

In February 2023, as part of the industrial growth project undertaken in recent years, Warrant Hub completed the merger by incorporation of the subsidiaries Enhancers S.p.A., Plannet S.r.l., PrivacyLab S.r.l., Trix S.r.l. and Warrant Innovation Lab S.r.l., creating the Digital Area. The merger represents a further advance in the proposal of integrated consulting solutions and technologies to support the digital transition of companies and is aimed at simplifying the organisational structure, further increasing the efficiency of operating processes and, above all, enhancing the strong business synergies between the different business areas. The Digital Area is a hub in which specific solutions and skills are concentrated for the design and implementation of

innovation projects and digital transformation of processes, products and services, also with a view to 4.0: from the design and development of digital ecosystems and advanced

human-centered IoT solutions, to the optimisation of supply chain control and planning processes, also through proprietary software or through scouting and technology transfer activities and consultancy in the field of intangible assets.

Structure of the Tinexta Group, including only controlling interests held, at 30 June 2023:

TINEXTA
DIGITAL TRUST		CYBER SECURITY			BUSINESS INNOVATION
INFOCERT tinexta group	TINEXTA 83,91% CYBER			100,00%		100,00% lark TINEXTA GROU
	SIXTEMA 100,00% tinexta gro		(YOROT) 60,00%				Co.Mark TES SI 100,00%
	Camerfirma 51,00%		Swascan 51,00%				Queryo 60,00%
corvallis: 70,00% 99,99% Eamerfirma					್ರಿ Warrant Hub 88,00%
	CERTEUROPE 60,00%						@ beWarrant 100,00%
് Visura 100,00% TINEXTA GRO							Warrant Service S.r.L 50,00%
						(=)euroquality	100,00%
							90 EUROPROJECT 100,00%
							70,00%
							Forvalue 100,00%
ALTRE PARTECIPAZIONI
TINEXTA DEFENCE S.R.L. 100,00%
TINEXTA FUTURO DIGITALE S.C.A.R.L.
TINEXTA GRO		INFOCERT] @Warrant Hub corvallis: *** Visura Oco.Mark			YOROI	Queryo	O Swascan
35,00%	24,00%	22,00%	7,00%	5,00%	3,00%	2,00%	2,00%

Key events of the period

An overview of the key events that occurred in the first three months of 2023 is provided as follows:

On 18 January 2023, Tinexta S.p.A., through its subsidiary InfoCert S.p.A., signed a binding agreement for the acquisition of 65% of the capital of Ascertia Limited. Ascertia is a leading player in the Digital Trust market. Based in London (UK), Ascertia also operates in the United Arab Emirates and Pakistan. Recognised by Gartner as a reference player in the PKI (Public Key Infrastructure), infrastructure necessary to implement public key cryptography solutions to protect communications, authentications and the integrity of digital transactions. Ascertia also offers ature products compliant with the eIDAS regulation and ETSI standards. Ascertia's customers include central banks, government agencies, financial organisations, corporates and large enterprises. The company has also established a consolidated business relationship with major global partners, which are an important accelerator for penetration into new geographies. Through this transaction, Tinexta therefore achieves several strategic objectives, with the development of industrial and commercial synergies, in particular:
- strengthening its international presence by entering the UK, Middle East and North Africa markets;
- integrating new technological skills in the InfoCert perimeter, thanks to Ascertia's specialisation in PKI, in particular, which will enable offering customers a larger and more innovative offer portfolio;
- the possibility of reaching new markets by using the extensive sales network developed by Ascertia and a more technological offer that is independent from the individual jurisdictions.

The transaction involves the purchase of 65% of Ascertia's capital for a consideration of €18.3⁴ million in addition to the net financial position, which corresponds to an Enterprise Value of the company of €28.2 million. The agreement also includes two earn-outs totalling €6.3 million, based on the 2023 and 2024 performance, respectively, and a Put&Call on the remaining 35%, exercisable upon approval of the 2025 financial statements, resulting in the recognition of a indebtedness estimated at €13.1 million. All the amounts indicated above assume a net financial position of Ascertia equal to zero.

At the closing date, a shareholders' agreement will be signed, already defined between the parties, containing provisions relating to the governance of the Ascertia group and the circulation of the equity investments in Ascertia as well as agreements relating to relations with Ascertia's top management.

The acquisition of Ascertia will be financed with the existing liquid assets.

⁴ Transaction carried out in sterling. All amounts shown are converted into euros at the 16 January 2023 rate (exchange rate applied €1 = £0.88758).

The transaction is subject to certain conditions precedent that are usual for this type of transaction, in addition to authorisation pursuant to the National Security and Investment Act in the UK and the antitrust commission in Pakistan.

On 1 February 2023, as part of the industrial growth project undertaken in recent years, Warrant Hub completed the merger by incorporation of the subsidiaries Enhancers S.p.A., Plannet S.r.l., PrivacyLab S.r.l., Trix S.r.l. and Warrant Innovation Lab S.r.l., creating the Digital Area. The merger represents a further advance in the proposal of integrated consulting solutions and technologies to support the digital transition of companies and is aimed at simplifying the organisational structure, further increasing the efficiency of operating processes and, above all, enhancing the strong business synergies between the different business areas. The Digital Area is a hub in which specific solutions and skills are concentrated for the design and implementation of innovation projects and digital transformation of processes, products and services, also with a view to 4.0: from the design and development of digital ecosystems and advanced human-centred IoT solutions, to the optimisation of supply chain control and planning processes, also through proprietary software or through scouting and technology transfer activities and consultancy in the field of intangible assets.
On 2 February 2023, following the agreements signed on 27 October 2021, the investment of €100 million by Bregal Milestone in InfoCert was completed. Bregal Milestone made an investment of €70 million on 3 February 2022 and, within the term of 12 months envisaged by the agreements, paid an additional €30 million, reaching a stake of approximately 16.09%. of the share capital of InfoCert.
On 1 March 2023, the merger by incorporation of the company Sferabit S.r.l. into Visura S.p.A. was completed. The production of legal effects was established by the deed of merger starting from 31 March 2023, with the accounting/balance sheet and tax effects backdated to 1 January 2023.
On 7 March 2023, following agreements signed on 30 May 2022, Tinexta S.p.A. finalised the transfer to CRIF S.p.A. of 95% of the share capital of Re Valuta S.p.A. for a consideration of €48.2 million. The total equity value was determined on the basis of an enterprise value for Re Valuta of €46 million, adjusted for the estimated net financial position at the closing. The parties agreed on a revision of the enterprise value of €4 million compared to the agreements of 30 May 2022, in consideration of the deterioration of the macro-economic conditions, which occurred and consolidated after the conclusion of the original agreements.
On 7 March 2023, InfoCert S.p.A. and CRIF S.p.A., a global company specialised in credit and business information systems, analytics, outsourcing and processing services as well as advanced digital solutions for business development and open banking, signed a partnership agreement with the aim of integrating the respective technological platforms in the KYC (Know Your Customer) area and with the aim of offering the market the most advanced solution for the identification, contracting and anti-money laundering check processes for the onboarding of customers in the

Financial Services area. InfoCert contributes to the partnership with vertical skills, the intellectual property of its 22 patents and the TOP® - Trusted Onboarding Platform for remote onboarding and contracting, adopted by over 120 customers in 30 countries and with over 20 million onboarding already completed as well as acquiring the CRIF Phygital software license relating to innovative solutions for the management of KYC processes for the onboarding of retail customers. For its part, CRIF brings its advanced analytical skills and proprietary credit & business information ecosystem to the partnership. Among the main benefits deriving from the partnership, in addition to the simplification of the offer, it should also be emphasised the convenience of being able to rely on a single integrated and packaged platform, equipped with advanced security features, suitable to meet the needs of customers of any size. In addition, the InfoCert-CRIF platform is already set up to support future European identity schemes based on digital wallets and identity credentials.

On 20 March 2023, Tinexta S.p.A., following the agreements entered into on 28 December 2022, established the wholly-owned vehicle called Tinexta Defence S.r.l. with a share capital of €25 thousand to implement the agreements for the purchase of 20% of the share capital of Defence Tech Holding S.p.A.
On 17 April 2023, in follow-up to the agreements signed on 28 December 2022, Tinexta S.p.A. finalised the acquisition of 20% of the capital of Defence Tech Holding S.p.A. Società Benefit ("Defence Tech" or the "Company") through a wholly-owned vehicle (Tinexta Defence S.r.l., "Tinexta Vehicle").

The transfer of the equity investment to Tinexta was finalised upon fulfilment of all the conditions precedent set forth in the related binding agreement, including the Golden Power authorisation and the attainment of confirmation from the Panel of Borsa Italiana S.p.A. regarding the non-existence of promoting a takeover bid following the signing of the Tinexta Call described below.

The purchase by the Tinexta Vehicle of 20% of the capital of Defence Tech (equal to approximately 5,108,571 shares) was made pro-rata by the reference shareholders, Comunimpresa S.p.A., GE.DA Europe S.r.l. and Starlife S.r.l. ("Starlife" and jointly the "Selling Shareholders"), at €4.9 per share, for a total consideration of approximately €25.0 million.

On the same date, the Selling Shareholders initiated a reverse accelerated bookbuilding transaction concerning the pro-rata purchase on the market of 1,428,571 shares (equal to approximately 5.6% of the share capital, or approximately 20% of the share currently held by the market) at the price of €4.9 per share.

On that same date, a call option was also stipulated, which can be exercised by the Tinexta Vehicle within 100 days from the date of approval by the Board of Directors of Defence Tech, of the consolidated financial statements of the Company at 31 December 2023 ("Call Tinexta") on a portion corresponding to the residual equity investments of the shareholders Comunimpresa S.p.A. and GE.DA S.r.l. The call price was defined as 2023 Adjusted EBITDA for a multiple of 12x, plus a pro rata Adjusted NFP. If the Tinexta Call option is not exercised, the shareholders

Comunimpresa S.p.A. and GE.DA S.r.l. may exercise a call option on the Tinexta share at the higher of the price paid by Tinexta at the time of purchase of 20% and the Tinexta Call price for the 20% share.

On that same date, a shareholders' agreement was also signed, replacing the one currently in force between the reference shareholders, containing provisions pertaining to the governance of Defence Tech. This agreement is aimed at allowing Defence Tech to continue the process of organic growth by implementing the business plan and protecting Tinexta's investment as well as the possible exercise of the Tinexta Call option. If the Tinexta Vehicle should decide to exercise the Tinexta Call, the Tinexta Vehicle would come to hold a percentage of the share capital of Defence Tech including (depending on the outcome of the RABB Transaction) between approximately 56.2% and approximately 60.1%. Comunimpresa and Ge.Da. would no longer hold any equity investment and Starlife would remain the owner of a percentage ranging (depending on the outcome of the RABB Transaction) between approximately 15.8% and approximately 17.5% (the "Starlife Shareholding").

The purchase of the shares subject to the Tinexta Call by the Tinexta Vehicle would give rise to the obligation on the part of the same to launch a takeover bid on all the shares of the Company pursuant to Article 106, paragraph 1, of the Italian Legislative Decree no. 58/98 ("Consolidated Finance Act"), as well as pursuant to Article 6-bis of the Euronext Growth Milan Regulation and Article 11 of the Company's Articles of Association (the "Takeover Bid" or the "Offer"). The takeover bid consideration, pursuant to Art. 106, paragraph 2 of the Consolidated Finance Act, will not be lower than the price paid by the Offeror and by the parties acting together with the same for the purchase of shares in the twelve months prior to the occurrence of the obligation.

Lastly, on that same date, Tinexta, the Tinexta Vehicle and Starlife entered into an investment agreement (the "Investment Agreement") pursuant to which: (i) Starlife has undertaken - in the event that the Tinexta Vehicle should exercise the Tinexta Call, and should the purchases and sales subject to the Tinexta Call be finalised - to bring 3% of the share capital into the takeover bid (the "Investment Subject to Acceptance"), and with reference to the Residual Starlife investment, subscribe, after the final payment date of the takeover bid, a share capital increase of the Company, freeing it up in full by transferring this investment into the Tinexta Vehicle. At the date of the transfer, shareholder agreements are also expected to be entered into between Tinexta and Starlife regulating the governance of the Tinexta Vehicle and of the Issuer and agreements concerning the relations between the top management and the Tinexta Vehicle, after Starlife's execution of the investment.

Lastly, provision is also made for a put & call option between Tinexta and Starlife regarding the investment of Starlife in the Tinexta Vehicle - to be exercised in 2029, following the pursuit of the 2024-2028 plan, the period in which Defence Tech will be headed up by the current management. The 2029 put/call option will be measured at the fair market value of the Tinexta Vehicle.

On 21 April 2023, the Ordinary Shareholders' Meeting of Tinexta S.p.A.:
- approved the financial statements at 31 December 2022;

approved the distribution to the Shareholders of a dividend of €0.51 gross for each outstanding share, for a total of €23,259,505.23. The dividend will be paid as from 7 June 2023, with ex-dividend date no. 9 on 5 June 2023 and record date on 6 June 2023. The Shareholders' Meeting also approved to allocate the remaining part of the profit for the year for €2,291,090.87 to the legal reserve, and for €56,017,933.35 to retained earnings;
approved the remuneration policy and approved the remuneration paid for the year 2022;
approved the authorisation for the purchase and disposal of treasury shares, pursuant to Arts. 2357 et seq. of the Italian Civil Code and Art. 132 of the Consolidated Finance Act, also in several tranches, and on a revolving basis, up to a maximum number that, taking into account the Company's ordinary shares held from time to time in portfolio by the Company and its subsidiaries, does not exceed a total of more than 10% of the share capital, in accordance with the provisions of Art. 2357, paragraph 3 of the Italian Civil Code. At 21 April 2023, the Company held 1,727,445 treasury shares, equal to 3.659% of the share capital. The authorisation to carry out transactions for the purchase and disposal of treasury shares is to allow the purchase and disposal of the Company's ordinary shares, in accordance with applicable EU and national regulations and accepted market practices recognised by CONSOB, for the following purposes: (i) to dispose of treasury shares to be allocated in service of the existing and future share-based incentive plans in order to incentivise and retain employees, partners and directors of the Company, the subsidiaries and/or other categories of persons chosen at the discretion of the Board of Directors; (ii) to implement transactions such as the sale and/or exchange of treasury shares for acquisitions of equity investments, direct or indirect, and/or properties and/or to enter into agreements with strategic partners and/or to implement industrial projects or extraordinary finance operations, falling within the targets for expansion of the Company and of the Group; (iii) to complete subsequent purchase and sale operations of shares, within the limits of permitted market practices; (iv) to carry out, directly or by way of intermediaries, any stabilisation and/or support operations of the liquidity of the Company's stock in respect of permitted market practices; (v) to set up a "stockpile", useful in any future extraordinary financial transactions; (vi) to implement a medium and long-term investment or in any case to grasp the opportunity to make a good investment, in view of the expected risk and return of alternative investments and also through the purchase and resale of shares when considered appropriate; (vii) to use surplus liquid resources. The duration of the authorisation to purchase is fixed for the maximum period provided for in the applicable legislation. The authorisation provides for the purchases of treasury shares to be carried out in compliance with legal and regulatory provisions, including those in Regulation (EU) 596/2014 and Delegated Regulation (EU) 2016/1052, as well as acceptable market practices at the time in force, where applicable. In any event, purchases must be made (i) at a price per share which shall not deviate downwards or upwards by more than 10% from the reference price recorded by the share during the trading session preceding each individual transaction; (ii) at a price which shall not exceed the higher of the price

of the last independent transaction and the price of the highest current independent bid on the trading venue where the purchase is made. In view of the different purposes that can be served by transactions on treasury shares, authorisation is granted for purchases to be made, in compliance with the principle of equal treatment of shareholders provided for in Article 132 of the Consolidated Finance Act, according to any of the methods set out in Article 144 bis of the Issuers' Regulations (including through subsidiaries), to be identified, on a case-by-case basis, at the discretion of the Board of Directors. For any further information on this regard, please refer to the Directors' report published on the Company's website www.tinexta.com, in the Governance Section;

approved the new long-term incentive plan based on financial instruments called "2023-2025 Performance Shares Plan" addressed to the persons who will be identified among the Directors with proxies, the Key Management Personnel, and other employees with strategic roles of Tinexta S.p.A. and other companies it controls. The Plan is based on the assignment, free of charge, of rights to receive ordinary shares of the Company, subject to the occurrence of certain performance conditions;
appointed a new Tinexta S.p.A. alternate auditor.
On 10 May 2023 the Board of Directors of Tinexta S.p.A.:
- resolved to launch a buy-back programme in implementation of the authorisation approved by the Shareholders' Meeting on 28 April 2022 (the "Buy-back"). The Buy-back has the main aim of disposing of treasury shares to be allocated in service of current and future incentive plans in order to incentivise and retain employees, partners and directors of the Company, the subsidiaries and/or other categories of persons chosen at the discretion of the Board of Directors, without prejudice to the Board being able to contemplate further or other purposes for the Buy-back than those approved by the Shareholders' Meeting of 21 April 2023. The maximum number of shares to be purchased and the maximum amount allocated to the Buy-Back In view of the limits set by the aforementioned meeting resolution of 21 April 2023, the purchases of treasury shares must be made to such an extent that, at any time, taking into account the Tinexta ordinary shares held at the time by the Company and its subsidiaries, those shares must not in total exceed 10% of the Company's share capital, i.e. 4,720,712 shares. To execute the Buy-back, the Company therefore aims to purchase a maximum of 832,254 shares. The Company mandated Banca IMI as an independent intermediary to carry out the buy-back in full independence and in accordance with the constraints arising from applicable legislation and within the limits of the aforementioned resolutions. The buy-back transactions will be carried out in accordance with the principle of equal treatment of Shareholders provided by Art. 132 of the TUF, in any way in the manner referred to in Art. 144-bis of the CONSOB Regulation (also through subsidiaries), to be identified from time to time. In addition, the purchase of shares may also be carried out in the manner envisaged by Art. 3 of the Commission Delegated Regulation (EU) No. 2016/1052 in order to benefit – if the presuppositions are in place – from the exemption under

Art. 5, Para. 1 of Regulation (EU) No. 596/2014 on market abuse with regard to the abuse of inside information and market manipulation. The purchase price of the Shares will be determined from time to time for each individual transaction, provided that purchases will have to be made at a price per Share that will not differ, nor decrease, or increase, by more than 10% compared to the reference price recorded by the stock in the previous trading session each individual transaction and at a consideration that is not higher than the higher price between the price of the last independent transaction and the price of the highest current independent purchase offer present at the trading location where the purchase is made. The purchases of treasury shares, in one or more tranches and even on a revolving basis, must be made within 18 months of the date of the Shareholders' Meeting resolution. The duration of the authorisation to the disposal of the relative shares is without a time limit. The Company may proceed without any time constraints to the acts of disposal within the limits of what is allowed and from the regulatory and regulatory requirements and the permitted pro-tempore practices in force, where applicable, and by the Regulations issued by the Italian Stock Exchange S.p.A., as well as in accordance with the objectives outlined above and with the Company's strategic guidelines that it intends to pursue. Any transactions made and the details will be communicated to the market in the terms and manner of the current regulations.

provided to identify (i) the beneficiaries of the 2023-2025 LTI Performance Shares Plan approved by the Shareholders' Meeting of 21 April 2023, including the Chief Executive Officer and executives with strategic responsibilities, as well as (ii) the number of rights assigned to each beneficiary. Further assignments may be made in the first 18 months of the vesting period. The Board of Directors assigned a total of 473,890 rights to receive up to a maximum of 710,835 Company shares in case of maximum achievement of all performance targets.
On 5 June 2023, pursuant to the agreements signed on 29 June 2020, InfoCert S.p.A. exercised the option rights on the residual 20% of the share capital of Sixtema S.p.A., coming to hold 100% of the company. The consideration was defined at the conditions defined in the aforementioned agreements at €1,084 thousand.

Definition of "non-GAAP" alternative performance indicators

Tinexta management evaluates the performance of the Group and of the business segments also on the basis of a number of indicators not envisaged by the IFRS. With regard to said indicators, on 3 December 2015, CONSOB issued Communication no. 0092543/15, authorising application of the Guidelines issued on 5 October 2015 by the European Securities and Markets Authority (ESMA/2015/1415), regarding their presentation in the regulated information disclosed or in the statements published starting from 3 July 2016. These guidelines are intended to promote the usefulness and transparency of the alternative performance indicators included in the regulated information or in the statements falling

within the scope of application of Directive 2003/71/EC, in order to improve their comparability, reliability and comprehensibility, when such indicators are not defined or envisaged by the financial reporting framework. The criteria used to calculate these indicators are provided below, in line with the aforementioned communications.

EBITDA: is calculated as "Net profit (loss) from continuing operations" before "Taxes", "Net financial income (charges)", "Share of profit of equity-accounted investments", "Amortisation and depreciation", "Provisions" and "Impairment", or as "Revenues" net of "Costs of raw materials", "Service costs", "Personnel costs", "Contract costs" and "Other operating costs".

Adjusted EBITDA: is calculated as EBITDA before the cost relating to the share-based payments and long-term incentive plans reserved for the Group's key management personnel, both recognised under "Personnel costs", and before the non-recurring components.

Operating profit: although the IFRS do not contain a definition of Operating profit, it is presented in the Statement of Profit or Loss and other comprehensive income and is calculated by subtracting "Amortisation/depreciation", "Provisions" and "Impairment" from EBITDA.

Adjusted operating profit: is calculated as "Operating profit" before the non-recurring components, before the cost relating to the share-based payments and long-term incentive plans reserved for the Group's key management personnel, and before the amortisation of Other intangible assets that emerged at the time of allocation of the price paid in Business Combinations.

Adjusted net profit from continuing operations: is calculated as "Net profit from continuing operations" before non-recurring elements, net of the cost relative to the sharebased payments and long-term incentive plans reserved for the Group's key management personnel, amortisation of Other intangible assets that emerged at the time of allocation of the price paid in Business Combinations, and before the adjustment of liabilities for contingent considerations related to the acquisitions, net of the related tax effects. This indicator reflects the Group's economic performance, net of non-recurring factors that are not directly attributable to the activities and operation of its business.

Adjusted earnings per share: obtained from the ratio of Adjusted net profit and the weighted average number of ordinary shares outstanding during the year.

Total financial indebtedness (also Net financial indebtedness): is calculated in accordance with CONSOB Communication no. 6064293 of 28 July 2006 and in compliance with the Warning Notice no. 5/21 issued by CONSOB on 29 April 2021 with reference to the Guideline ESMA32-382-1138 dated 4 March 2021, by adding together "Cash and cash equivalents", "Other current financial assets" and "Current derivative financial instruments receivable", "Non-current derivative financial instruments receivable⁵ ", "Current financial liabilities", "Derivative financial instruments payable", "Non-current financial liabilities" and "Assets (Liabilities) held for sale".

⁵ Limited to derivative instruments used for hedging purposes on financial liabilities

Total adjusted financial indebtedness: is calculated by adding to the Total financial indebtedness the amount of "Other non-current financial assets" and "Non-current derivative financial instruments receivable⁶ ".

Free cash flow: represents the cash flow available for the Group and is the sum of the cash flow from operating activities and the cash flow from ordinary investments in fixed capital. It is equal to the sum of "Net cash and cash equivalents generated by operations" and the sum of "Investments in property, plant and equipment" and "Investments in intangible assets" (with the exception of non-ordinary investments) included in the Statement of Cash Flows.

Adjusted free cash flow: calculated as Free cash flow gross of cash flows from nonrecurring components.

Free cash flow from continuing operations: represents the cash flow available for the Group and is the sum of the cash flow from operating activities of continuing operations and the cash flow from ordinary investments in fixed capital of continuing operations. It is equal to the sum of "Net cash and cash equivalents generated by continuing operations" and the sum of "Investments in property, plant and equipment" and "Investments in intangible assets" (with the exception of non-ordinary investments) of continuing operations included in the Statement of Cash Flows.

Adjusted free cash flow from continuing operations: calculated as Free cash flow from continuing operations gross of cash flows from non-recurring components.

Net fixed assets: this is the algebraic sum of:

"Property, plant and equipment";
"Intangible assets and goodwill";
"Investment property";
"Equity-accounted investments";
"Other investments";
"Non-current financial assets⁷ ".

Net working capital: this is the algebraic sum of:

- "Inventories";
- Current and non-current "Trade and other receivables";
- "Contract assets";
- "Contract cost assets";
- "Current and deferred tax assets";
Current and non-current "Trade and other payables";
"Contract liabilities" and "Deferred income";
"Current and deferred tax liabilities".

Total net working capital and provisions: this is the algebraic sum of:

"Net working capital" as determined above;

⁶ Limited to derivative instruments used for non-hedging purposes on financial liabilities

⁷ With the exception of derivative instruments used for non-hedging purposes on financial liabilities

Current and non-current "Provisions";
Current and non-current "Employee benefits".

Net invested capital: is the algebraic sum of "Net fixed assets", "Total net working capital and provisions" and "Non-financial assets (liabilities) held for sale".

Summary of results for the first half of 2023

The Group closed the first half of 2023 with Revenues of €182,476 thousand. Adjusted EBITDA amounted to €37,905 thousand, or 20.8% of Revenues. EBITDA amounted to €34,528 thousand, equal to 18.9% of Revenues Operating profit and Net profit from continuing operations amounted to €15,235 thousand and €9,336 thousand, respectively, equal to 8.3% and 5.1% of Revenues. Net profit, which includes Profit (loss) from discontinued operations, amounted to €45,401.

Condensed Consolidated Income Statement	1st half	%	1st half 2022	%	Change	% change
(In thousands of Euro)	2023		Restated8
Revenues	182,476	100.0%	168,001	100.0%	14,475	8.6%
Adjusted EBITDA	37,905	20.8%	37,055	22.1%	849	2.3%
EBITDA	34,528	18.9%	32,625	19.4%	1,902	5.8%
Operating profit (loss)	15,235	8.3%	15,818	9.4%	(583)	-3.7%
Net profit from continuing operations	9,336	5.1%	10,915	6.5%	(1,579)	-14.5%
Profit (loss) from discontinued operations	36,065	N/A	3,270	N/A	32,795	1002.9%
Net profit	45,401	N/A	14,185	N/A	31,216	220.1%

Revenues increased compared to the first half of 2022 by €14,475 thousand or 8.6%, adjusted EBITDA by €849 thousand or 2.3%, EBITDA by €1,902 thousand or 5.8%, Operating profit decreased by €583 thousand or 3.7%, as well as Net profit from continuing operations by €1,579 thousand or 14.5%. Net profit, which includes Profit (loss) from discontinued operations, increased by €32,795 thousand and includes the net capital gain realised from the sale of Re Valuta S.p.A. amounting to €37,470 thousand.

The results for the period include the contribution of the acquisitions: Enhancers S.p.A. (consolidated from 1 April 2022 and merged into Warrant Hub S.p.A. with retroactive effect to 1 January 2023), Sferabit S.r.l. (consolidated from 1 May 2022 and merged into Visura S.p.A. with retroactive effect to 1 January 2023), Plannet S.r.l. (consolidated from 1 July 2022 and merged into Warrant Hub S.p.A. with retroactive effect to 1 January 2023) and LAN&WAN Solutions S.r.l. (consolidated from 1 July 2022 and merged into Corvallis S.r.l. effective from 1 January 2023).

⁸ The comparative figures of first half of 2022 have been restated in relation to the completion, in the fourth quarter of 2022, of the activities to identify the fair values of the assets and liabilities of CertEurope S.A., consolidated on a line-by-line basis from 1 November 2021, of Evalue Innovacion consolidated on a line-by-line-basis from 1 January 2022, of Enhancers S.p.A. consolidated from 1 April 2022 and of Sferabit S.r.l. consolidated from 1 May 2022.

Income Statement for the first half of 2023 compared with the same period of the previous year:

Consolidated Income Statement	1st half 2023	%	1st half 2022	%	Change	% change
(In thousands of Euro)			Restated
Revenues	182,476	100.0%	168,001	100.0%	14,475	8.6%
Costs of raw materials	(8,148)	-4.5%	(6,413)	-3.8%	(1,735)	27.1%
Service costs	(53,620)	-29.4%	(50,812)	-30.2%	(2,809)	5.5%
Personnel costs	(78,653)	-43.1%	(70,166)	-41.8%	(8,487)	12.1%
Contract costs	(2,806)	-1.5%	(2,472)	-1.5%	(334)	13.5%
Other operating costs	(1,343)	-0.7%	(1,082)	-0.6%	(261)	24.1%
Total Operating Costs*	(144,571)	-79.2%	(130,946)	-77.9%	(13,626)	10.4%
Adjusted EBITDA	37,905	20.8%	37,055	22.1%	849	2.3%
LTI incentive plans**	(1,755)	-1.0%	(1,456)	-0.9%	(299)	20.6%
Non-recurring components	(1,621)	-0.9%	(2,974)	-1.8%	1,353	-45.5%
EBITDA	34,528	18.9%	32,625	19.4%	1,902	5.8%
Depreciation of rights of use	(2,576)	-1.4%	(2,710)	-1.6%	134	-5.0%
Depreciation of property, plant and equipment	(1,205)	-0.7%	(1,205)	-0.7%	0	0.0%
Amortisation of intangible assets	(4,628)	-2.5%	(2,599)	-1.5%	(2,028)	78.0%
Amortisation of other intangible assets from consolidation	(8,966)	-4.9%	(8,523)	-5.1%	(443)	5.2%
Provisions	(523)	-0.3%	(701)	-0.4%	178	-25.4%
Impairment	(1,395)	-0.8%	(1,068)	-0.6%	(327)	30.6%
Amortisation and depreciation, provisions and impairment	(19,293)	-10.6%	(16,807)	-10.0%	(2,486)	14.8%
Operating profit	15,235	8.3%	15,818	9.4%	(583)	-3.7%
Financial income	3,164	1.7%	78	0.0%	3,086	3934.2%
Financial charges	(3,751)	-2.1%	(2,631)	-1.6%	(1,120)	42.6%
Net financial charges	(586)	-0.3%	(2,552)	-1.5%	1,966	-77.0%
Result of equity-accounted investments	(111)	-0.1%	(30)	0.0%	(81)	273.2%
Profit before tax	14,539	8.0%	13,236	7.9%	1,302	9.8%
Income taxes	(5,203)	-2.9%	(2,321)	-1.4%	(2,882)	124.1%
Net profit from continuing operations	9,336	5.1%	10,915	6.5%	(1,579)	-14.5%
Profit (loss) from discontinued operations	36,065	N/A	3,270	N/A	32,795	1,002.9%
Net profit	45,401	N/A	14,185	N/A	31,216	220.1%
of which minority interests	2,394	N/A	1,430	N/A	963	67.4%

* Operating Costs are stated net of non-recurring components and net of the cost relating to the share-based payments and long-term incentive plans reserved for the Group's key management personnel, both recognised under "Personnel costs".

** The Cost of LTI incentive plans includes the cost of share-based payment and long-term incentive plans to managers and key management personnel of the Group, both recognised under "Personnel costs".

Revenues increased from €168,001 thousand in the first half of 2022 to €182,476 thousand in the first half of 2023, an increase of €14,475 thousand or 8.6%.

Operating costs increased from €130,946 thousand in the first half of 2022 to €144,571 thousand in the first half of 2023, an increase of €13,626 thousand or 10.4%.

Adjusted EBITDA increased from €37,055 thousand in the first half of 2022 to €37,905 thousand in the first half of 2023, an increase of €849 thousand or 2.3%.

EBITDA increased from €32,625 thousand in the first half 2022 to €34,528 thousand in the first half of 2023, an increase of €1,902 thousand or 5.8%.

Amortisation and depreciation, provisions and impairment totalled €19,293 thousand (€16,807 thousand in the first half of 2022) and include €8,966 thousand of Amortisation of other intangible assets from consolidation arising from allocation of the price paid in Business Combinations (€8,523 thousand in the first half of 2022), mainly pertaining to Cybersecurity, CertEurope, Evalue Innovación, Warrant Hub, Forvalue and Queryo. Provisions for risks decreased by €178 thousand. Impairment increased by €327 thousand due to non-recurring impairment on properties amounting to €197 thousand.

Net financial charges in the first half of 2023 amounted to €586 thousand (€2,552 thousand in the first half of 2022). The increase of €3,086 thousand in Financial income includes interest accrued on short-term investments of liquidity (time deposits) for €1,710 thousand and income for adjustment of contingent considerations for €881 thousand, while the increase in Financial charges was affected by the higher interest expense for leases mainly attributable to the new lease contracts of the offices of Rome and Milan signed in the second half of 2022 and to non-recurring impairment on equity investments consolidated with the equity method for €318 thousand. The balance of interest income/expense in the first half of 2023 was negative for €950 thousand (€1,714 thousand in the first half of 2022).

Income taxes, calculated based on the tax rates envisaged for the year by the current tax laws, amounted to €5,203 thousand (€2,321 thousand in the first half of 2022). The tax rate is 35.8%. The tax rate for the first half of 2022 was 17.5%, mainly related to the tax relief (pursuant to art. 15, paragraph 10 of Italian Legislative Decree no. 185/2008) of statutory/fiscal value differentials for a total of €2,733 thousand.

Net profit from continuing operations in the first half of 2023 amounted to €9,336 thousand compared to €10,915 thousand in the same period of 2022, down by 14.5%.

The Profit (loss) from discontinued operations of €36,065 thousand in the first half of 2023 includes the capital gain realised from the sale of Re Valuta S.p.A. and the economic values of the same until the closing of the sale (until February 2023) including the effects of a settlement agreement concluded in July, for €2,000 thousand, relating to an investment agreement signed in 2020 within the Credit Information & Management division.

The Profit (loss) from discontinued operations in the first half of 2022 included the income statement values of the Innolva S.p.A. Group (whose sale was completed in 2022) and Re Valuta S.p.A.

Details of Profit (loss) from discontinued operations:

	six months ended 30 June
In thousands of Euro	2023	2022
Revenues	2,186	35,691
Operating costs	(4,015)	(30,975)
OPERATING PROFIT	(1,829)	4,716
Financial income	1	127
Financial charges	(0)	(242)
Net financial income (charges)	1	(116)
Share of profit of equity-accounted investments, net of tax effects	0	(29)
Profit (loss) from discontinued operations, gross of tax effects	(1,829)	4,571
Income taxes	423	(1,301)
GAINS (LOSSES) FROM DISCONTINUED OPERATIONS, NET OF TAX EFFECTS (A)	(1,405)	3,270
Capital gain on disposal	37,906	0
Tax effect of capital gains	(436)	0
NET CAPITAL GAIN ON DISPOSAL (B)	37,470	0
PROFIT (LOSS) FROM DISCONTINUED OPERATIONS (A+B)	36,065	3,270

In the first half of 2023, Losses from discontinued operations net of the tax effect amounted to €1,405 thousand and benefited from lower amortisation of intangible assets and depreciation of property, plant and equipment recognised at 31 May 2022, the date the different presentation of the Credit Information & Management division's contribution begins. The decrease in Profit (loss) from discontinued operations was affected by:

Deconsolidation of the Innolva Group at 31 July 2022 with respect to the three months of the comparative period;
Deconsolidation of Re Valuta S.p.A. at 28 February 2023 compared to the three months of the comparative period;
Accounting for the settlement agreement concluded in July for €2,000 thousand.

The Net capital gain from the sale of the Re Valuta S.p.A. amounted to €37,470 thousand.

Net profit in the first half of 2023 was €45,401, thousand (of which €2,394 thousand of minority interests) compared to €14,185 thousand in the first half of 2022.

Adjusted income statement results

Adjusted income statement results calculated before the non-recurring components, before the cost relating to share-based payments and long-term incentive plans reserved for the Group's key management personnel, before the amortisation of Other intangible assets that emerged at the time of allocation of the price paid in Business Combinations, and before the adjustment of liabilities for contingent considerations related to the acquisitions, net of related tax effects and net of "Profit (loss) from discontinued operations". These indicators

reflect the Group's economic performance, excluding non-recurring factors not strictly related to the activities and management of the business.

Adjusted Income Statement (In thousands of Euro)	1st half 2023	%	1st half 2022 Restated	%	Change	% change
Revenues	182,476	100.0%	168,001	100.0%	14,475	8.6%
Adjusted EBITDA	37,905	20.8%	37,055	22.1%	849	2.3%
Adjusted operating profit	28,015	15.4%	28,771	17.1%	(757)	-2.6%
Adjusted net profit from continuing operations	18,874	10.3%	18,760	11.2%	114	0.6%

Adjusted results show an increase in EBITDA compared to the first half of 2022 of 2.3%, a decrease in Operating profit of 2.6% and increase in Net profit from continuing operations of 0.6%.

Non-recurring components

Over the course of the first half of 2023, Non-recurring operating costs of €1,621 thousand were recognised, of which €798 thousand for acquisitions of target companies and €765 thousand for reorganisation activities.

In the first half of 2023, non-recurring provisions of €240 thousand relating to administrative proceedings concluded in July, and non-recurring impairment of €197 thousand on owned properties and rights of use were recognised.

Non-recurring financial charges include impairment of equity investments consolidated using the equity method for €318 thousand, of which €250 thousand relating to the adjustment of the value of the investment FBS Next S.p.A. to the aforementioned settlement agreement, which envisages the settlement for the sum of €2 million taking place through the granting of ownership of the share capital of FBS Next S.p.A. held by Tinexta to the counterparty.

Non-recurring taxes include non-recurring income of €373 thousand, relating to the tax effect on non-recurring components of the result before tax.

In the first half of 2022, Non-recurring operating costs of €2,974 thousand were recorded and income under Non-recurring taxes amounted to €3,240 thousand.

LTI incentive payments

The costs recognised, amounting to €1,755 thousand, refer to the 2020-2022 Stock Option Plan as detailed in the paragraph 2020-2022 Stock Option Plan for €790 thousand, to the 2021-2023 Stock Option Plan as detailed in the paragraph 2021-2023 Stock Option Plan for €527 thousand, the Performance Shares Plan as detailed in the paragraph 2023-2025 Performance Shares Plan for €388 thousand and costs for long-term incentives to managers and key management personnel of the Group for €51 thousand.

Amortisation of Other intangible assets from Business Combinations

The amortisation of Other intangible assets recognised at the time of the allocation of the price paid in Business Combinations was equal to €8,966 thousand (€8,523 thousand in the same period of the previous year).

Adjustment of the contingent considerations connected to acquisitions

Adjustments of the contingent considerations connected to acquisitions entailed the recognition of Net financial income for €295 thousand (€783 thousand in Net financial charges in the same period of the previous year).

Method of calculation of the adjusted economic indicators:

Calculation of adjusted economic results	EBITDA		Operating profit (loss)		Net profit from continuing operations
(In thousands of Euro)	1st half 2023	1st half 2022 Restated	1st half 2023	1st half 2022 Restated	1st half 2023	1st half 2022 Restated
Reported Income statement results	34,528	32,625	15,235	15,818	9,336	10,915
Non-recurring service costs	1,356	2,846	1,356	2,846	1,356	2,846
LTI incentive plans	1,755	1,456	1,755	1,456	1,755	1,456
Non-recurring personnel costs	257	128	257	128	257	128
Other non-recurring operating costs	9	0	9	0	9	0
Amortisation of Other intangible assets from consolidation			8,966	8,523	8,966	8,523
Non-recurring provisions			240	0	240	0
Non-recurring impairment			197	0	197	0
Adjustment of contingent consideration					(295)	783
Non-recurring financial charges					318	0
Tax effect on adjustments					(3,265)	(3,158)
Non-recurring taxes					0	(2,733)
Adjusted income statement results	37,905	37,055	28,015	28,771	18,874	18,760
Change from previous year		2.3%		-2.6%		0.6%

Results by business segment

Condensed Income Statement by business segment (In thousands of Euro)	1st half 2023	EBITDA MARGIN 1st half 2023	1st half 2022 Restated	EBITDA MARGIN 1st half 2022	Change	Change %
Revenues
Digital Trust	86,411		76,858		9,553	12.4%
Cybersecurity	42,562		36,768		5,795	15.8%
Business Innovation	56,110		55,364		746	1.3%
Other segments (Parent Company)	2,186		1,479		707	47.8%
Intra-segment	(4,794)		(2,468)		(2,326)	94.3%
Total Revenues	182,476		168,001		14,475	8.6%
EBITDA
Digital Trust	22,429	26.0%	19,911	25.9%	2,518	12.6%
Cybersecurity	4,380	10.3%	2,288	6.2%	2,092	91.4%
Business Innovation	15,726	28.0%	18,553	33.5%	(2,827)	-15.2%
Other segments (Parent Company)	(8,038)	N/A	(7,987)	N/A	(51)	-0.6%
Intra-segment	31	N/A	(139)	N/A	171	122.6%
Total EBITDA	34,528	18.9%	32,625	19.4%	1,902	5.8%

Adjusted income statement results by business segment:

Adjusted condensed Income Statement by business segment (In thousands of Euro)	1st half 2023	EBITDA MARGIN 1st half 2023	1st half 2022 Restated	EBITDA MARGIN 1st half 2022	Change	Change %
Revenues
Digital Trust	86,411		76,858		9,553	12.4%
Cybersecurity	42,562		36,768		5,795	15.8%
Business Innovation	56,110		55,364		746	1.3%
Other segments (Parent Company)	2,186		1,479		707	47.8%
Intra-segment	(4,794)		(2,468)		(2,326)	94.3%
Total Revenues	182,476		168,001		14,475	8.6%
Adjusted EBITDA
Digital Trust	24,350	28.2%	21,087	27.4%	3,262	15.5%
Cybersecurity	4,800	11.3%	3,017	8.2%	1,783	59.1%
Business Innovation	16,288	29.0%	20,006	36.1%	(3,718)	-18.6%
Other segments (Parent Company)	(7,439)	N/A	(6,916)	N/A	(523)	-7.6%
Intra-segment	(94)	N/A	(140)	N/A	46	32.8%
Total Adjusted EBITDA	37,905	20.8%	37,055	22.1%	849	2.3%

Digital Trust

Digital Trust segment revenues amounted to €86,411 thousand, an increase of 12.4% compared to the first half 2022, in absolute value €9,553 thousand. This growth includes the effects of the consolidation of SferaBit by Visura for €0.4 million and the results of the strategic partnership between InfoCert and CRIF for the launch of an integrated onboarding platform and KYC in the financial services area. The BU operates mainly in the Digital Trust

market, which is expected to experience a growth in the years 2023-2025 with a double-digit CAGR and whose value is estimated in 2023 at over €2 billion.

The sustained growth in the first half of the year was driven by the LegalMail, LegalCert and LegalInvoice solutions of the OTS area in the Public Administration market. The positive performance of the foreign subsidiaries Camerfirma and CertEurope (whose products fall under the LegalCert category) contributed to the growth. At international level, the growth path continues through the direct sale of solutions to European customers.

During the first half of the year, the outsourced InfoCert datacentre migration process continued; when completed, the operation will allow for greater scalability, an improved offer for customers as well as cost optimisations over time. Investments also continued for the development of portfolio products intended for international markets, aimed at reference regulations adaptation as well as integration with Cybersecurity functions.

Adjusted EBITDA for the segment amounted to €24,350 thousand, up by €3,262 thousand compared to the first half of 2022 (+15.5%) and a margin of 28.2% on revenues (27.4% in the first half of 2022). The continuous improvement of marginal profitability is determined by the increase in revenues and the growth of products and solutions characterised by a high standard of innovation.

Cybersecurity

The Cybersecurity segment revenues amounted to €42,562 thousand, an increase of 15.8% compared to the first half 2022, in absolute value €5,795 thousand.

The BU operates in the Cybersecurity market, developing its offer on Digital Transformation project activities, where a positive growth trend is confirmed for the years 2023-2025. The total value of the reference markets (Cybersecurity and Digital Transformation) is estimated, for the year 2023, at approximately €80 billion, of which €2.3 billion with a CAGR of 8% relating only to the Cybersecurity market.

In this scenario, the Cybersecurity BU closed the first half with a significant improvement compared to 2022. The growth in revenues of 15.8% compared to the previous year is consistent with both the Digital Transformation and the various components of the Cybersecurity offer, i.e.: Advisory, Implementation Services, Product & Solution, Managed Security Services.

The Cybersecurity BU continued to develop its business in line with the strategic guidelines defined for 2023 aimed at a services offer for its Customers' end-to-end security management. In this area, the most significant performances refer to "Asset Based" services, "Managed Security Services" (with Swanscan's SOC-H24 and Yoroi's CSDC) and "Implementation Services".

In part of this strategy, a partnership with Google Cloud was activated in April which made it possible to offer Tinexta customers the Google Cloud Chronicle SIEM (Security Information and Event Management) product integrated with Tinexta Cyber's Threat Intelligence and SOC services. The agreement is fully operational and joint marketing activities with Google are underway to develop the business. The strategic partnership with Google will allow Tinexta Cyber to further consolidate its position of reference for cybersecurity in Italy and, going forward, to bring its solutions to the Google Cloud marketplace.

In the Advisory area, the first half confirmed the positive results in terms of orders of the E-Learning platform, already operating with numerous customers. In addition, the leadership of the "Incident Response" and "Digital Forensic" services was further consolidated.

The convergence of "Digital trust" and "Cybersecurity" services, which together represent an important competitive advantage for the Group, also continued. Launched in the previous year (Legalmail Security Premium, Mail defender), this commercial proposal continued in 2023 with the launch of the offer, in the second quarter, of the DNS Defence service on the Inforcert online store. This service offers advanced protection from online threats such as malicious file downloads, malware and malicious websites. The market launch took place in June and joint market development marketing activities are underway with Infocert.

During the second quarter, the market began offering a new cyber defence product developed by Corvallis and Yoroi, called DefensYo. This product aims to protect the corporate network, facilitating the adoption of advanced threat intelligence services also by small- and medium-sized organisations, both public (PAL) and private (SME). The objective is to direct the SME and PAL market to fill the cyber defence gap still present in this segment, through the offer of a product that is easy to implement with standardised services and at accessible pricing. This product's go to market makes use of commercial partners' indirect channels necessary to reach a highly fragmented market.

In the Digital Transformation area, mainly managed by Corvallis, significant multi-year contract and project activities were renewed in the first half of the year with leading banking and insurance institutions.

Adjusted EBITDA for the segment amounted to €4,800 thousand, up €1,783 thousand (+59.1%) compared to the first half of 2022, which stood at 11.3% of revenues. Therefore, the result achieved is attributable not only to the growth in revenues, but also to the improved margins achieved on proprietary products and services sales.

Business Innovation

Revenues of the Business innovation segment amounted to €56,110 thousand, an increase of 1.3% compared to the first half of 2022, or €746 thousand in absolute terms.

During the first half of 2023, Warrant Hub completed its corporate rationalisation started in 2022 with the merger on 30 January 2023 of the companies Warrant Innovation Lab, Trix, Enhancers, Plannet and Privacy Lab. The reorganisation process supports the integration of the new Digital component in the provision of services and the creation of a reference digital skills hub in the Manufacturing area for the digitalisation of customer companies' related processes. It also makes it possible to maximise synergies with the subsidiary Forvalue.

In 2023 the market for innovation-facilitating services, where Warrant continues to hold a leadership position in Italy, was characterised by a reduction in rates, as had been expected. In addition, the possible benefits expected from the announcement of the Italian Prime Ministerial Decree attributable to Art. 23 of Italian Decree Law no. 73 of 21 June 2022 have not yet occurred.

The market context was positively characterised by the extension of the extraordinary Energy and Gas Credits measures to the second quarter of 2023, as well as by the increase in National and Regional Tenders linked to the NRRP.

In the first six months of 2023, on the other hand, internationalisation services volumes recorded a contraction, due to the lack of support to SMEs for the export services provided by the Italian Ministry of Foreign Affairs and International Cooperation through the MAECI tender.

Digital Marketing services have been affected by the reduced propensity of companies to invest in online and offline advertising causing a decline in digital advertising sales.

Adjusted EBITDA for the segment was €16,288 thousand with a margin of 29.0%. The decrease compared to the first half of 2022 was 18.6% and is attributable to a different revenue mix, as well as to the contraction in internationalisation services.

Summary of second quarter 2023 results

The Group closed the second quarter of 2023 with Revenues equal to €96,424 thousand. Adjusted EBITDA amounted to €22,953 thousand, or 23.8 of Revenues. EBITDA amounted to €20,985 thousand, equal to 21.8% of Revenues Operating profit and Net profit from continuing operations amounted to €8,952 thousand and €5,729 thousand, respectively, equal to 9.3% and 5.9% of Revenues. Net profit, which includes Profit (loss) from discontinued operations, amounted to €5,684.

Condensed Consolidated Income Statement	2nd quarter	%	2nd quarter 2022	%	Change	% change
(In thousands of Euro)	2023		Restated9
Revenues	96,424	100.0%	89,851	100.0%	6,573	7.3%
Adjusted EBITDA	22,953	23.8%	22,551	25.1%	401	1.8%
EBITDA	20,985	21.8%	21,048	23.4%	(64)	-0.3%
Operating profit (loss)	10,952	11.4%	12,405	13.8%	(1,454)	-11.7%
Net profit from continuing operations	7,249	7.5%	9,588	10.7%	(2,338)	-24.4%
Profit (loss) from discontinued operations	(1,565)	N/A	1,687	N/A	(3,252)	-192.8%
Net profit	5,684	N/A	11,274	N/A	(5,590)	-49.6%

Revenues increased compared to the second quarter of 2022 by €6,573 thousand or 7.3%, Adjusted EBITDA by €401 thousand or 1.8%, EBITDA decreased by €64 thousand or 0.3%, Operating profit by €1,454 thousand or 11.7%, as well as Net profit from continuing operations by €2,338 thousand or 24.4%.

The results for the period include the contribution of the acquisitions: Sferabit S.r.l. (consolidated from 1 May 2022 and merged into Visura S.p.A. with retroactive effect to 1 January 2023), Plannet S.r.l. (consolidated from 1 July 2022 and merged into Warrant Hub S.p.A. with retroactive effect to 1 January 2023) and LAN&WAN Solutions S.r.l.

⁹ The comparative figures of the second quarter 2022 have been restated in relation to the completion, in the fourth quarter of 2022, of the activities to identify the fair values of the assets and liabilities of CertEurope S.A., consolidated on a line-by-line basis from 1 November 2021, of Evalue Innovacion, consolidated on a line-by-line basis from 1 January 2022, of Enhancers S.p.A., consolidated from 1 April 2022, and of Sferabit S.r.l., consolidated from 1 May 2022.

(consolidated from 1 July 2022 and merged into Corvallis S.r.l. effective from 1 January 2023).

Income statement for the second quarter of 2023, compared with the same period of the previous year:

Consolidated Income Statement (In thousands of Euro)	2nd quarter 2023	%	2nd quarter 2022 Restated	%	Change	% change
Revenues	96,424	100.0%	89,851	100.0%	6,573	7.3%
Costs of raw materials	(4,168)	-4.3%	(3,203)	-3.6%	(964)	30.1%
Service costs	(27,087)	-28.1%	(26,952)	-30.0%	(135)	0.5%
Personnel costs	(40,174)	-41.7%	(35,574)	-39.6%	(4,600)	12.9%
Contract costs	(1,305)	-1.4%	(949)	-1.1%	(356)	37.5%
Other operating costs	(738)	-0.8%	(620)	-0.7%	(117)	18.9%
Total Operating Costs*	(73,471)	-76.2%	(67,299)	-74.9%	(6,172)	9.2%
Adjusted EBITDA	22,953	23.8%	22,551	25.1%	401	1.8%
LTI incentive plans**	(1,080)	-1.1%	(678)	-0.8%	(402)	59.2%
Non-recurring components	(888)	-0.9%	(825)	-0.9%	(63)	7.6%
EBITDA	20,985	21.8%	21,048	23.4%	(64)	-0.3%
Depreciation of rights of use	(1,257)	-1.3%	(1,371)	-1.5%	114	-8.3%
Depreciation of property, plant and equipment	(609)	-0.6%	(631)	-0.7%	22	-3.5%
Amortisation of intangible assets	(2,470)	-2.6%	(1,323)	-1.5%	(1,147)	86.7%
Amortisation of other intangible assets from consolidation	(4,485)	-4.7%	(4,369)	-4.9%	(116)	2.7%
Provisions	(329)	-0.3%	(271)	-0.3%	(58)	21.4%
Impairment	(883)	-0.9%	(677)	-0.8%	(205)	30.3%
Amortisation and depreciation, provisions and impairment	(10,033)	-10.4%	(8,643)	-9.6%	(1,390)	16.1%
Operating profit	10,952	11.4%	12,405	13.8%	(1,454)	-11.7%
Financial income	2,353	2.4%	59	0.1%	2,294	3896.0%
Financial charges	(2,079)	-2.2%	(1,703)	-1.9%	(376)	22.1%
Net financial income (charges)	274	0.3%	(1,644)	-1.8%	1,918	-116.7%
Result of equity-accounted investments	(104)	-0.1%	59	0.1%	(163)	-277.3%
Profit before tax	11,121	11.5%	10,820	12.0%	301	2.8%
Income taxes	(3,872)	-4.0%	(1,233)	-1.4%	(2,639)	214.1%
Net profit from continuing operations	7,249	7.5%	9,588	10.7%	(2,338)	-24.4%
Profit (loss) from discontinued operations	(1,565)	N/A	1,687	N/A	(3,252)	-192.8%
Net profit	5,684	N/A	11,274	N/A	(5,590)	-49.6%
of which minority interests	1,640	N/A	774	N/A	865	111.7%

Revenues increased from €89,851 thousand in the second quarter of 2022 to €96,424 thousand in the second quarter of 2023, an increase of €6,573 thousand or 7.3%.

Operating costs increased from €67,299 thousand in the second quarter of 2022 to €73,471 thousand in the second quarter of 2023, an increase of €6,172 thousand or 9.2%.

Adjusted EBITDA rose from €22,551 thousand in the second quarter of 2022 to €22,953 thousand in 2023, an increase of €401 thousand or 1.8%.

EBITDA increased from €21,048 thousand in the second quarter of 2022 to €20,985 thousand in the second quarter of 2023, a decrease of €64 thousand or 0.3%.

Amortisation and depreciation, provisions and impairment totalled €10,033 thousand (€8,643 thousand in the second quarter of 2022) and include €4,485 thousand of Amortisation of other intangible assets from consolidation arising from allocation of the price paid in Business Combinations (€4,369 thousand in the second quarter of 2022), mainly pertaining to Cybersecurity, CertEurope, Evalue Innovación, Warrant Hub, Forvalue and Queryo. Provisions for risks increased by €58 thousand. Impairment increased by €205 thousand due to non-recurring write-downs on properties amounting to €197 thousand.

Net financial income in the second quarter of 2022 amounted to €274 thousand (€1,644 thousand for Net financial charges in the second quarter of 2022). The increase of €2,294 thousand in Financial income includes interest accrued on short-term investments of liquidity (time deposits) and income for adjustment of potential considerations for €881 thousand, while the increase in Financial charges was affected by the higher interest expense for leases mainly attributable to the new lease contracts of the offices of Rome and Milan signed in the second half of 2022 and to non-recurring impairment on equity investments consolidated with the equity method for €318 thousand. The balance of interest income/expense in the second quarter of 2023 was negative for €339 thousand (€990 thousand in the second quarter of 2022).

Income taxes, calculated based on the tax rates envisaged for the year by the current tax laws, amounted to €3,872 thousand (€1,233 thousand in the second quarter of 2022). The tax rate is 34.8%. The tax rate in the second quarter of 2022 was 11.4%, due to nonrecurring tax income of €2,682 thousand mainly attributable to the tax relief (pursuant to Art. 15, paragraph 10 of Italian Legislative Decree no. 185/2008) of statutory/fiscal value differentials for a total of €2,733 thousand.

Net profit from continuing operations in the second quarter of 2023 amounted to €7,249 thousand compared to €9,588 thousand in the same period of 2022, down by 24.4%.

Net profit in the second quarter of 2023 was €5,684 thousand (of which €1,640 thousand was minority interest) compared to €11,274 thousand in the second quarter of 2022.