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Tinexta — Investor Presentation 2020
May 25, 2020
4493_ip_2020-05-25_45f7d9c3-3883-4adc-8d6b-2fa13b91dc6e.pdf
Investor Presentation
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STAR Conference Borsa Italiana 26-27 May 2020
| VIRTUAL STAR Conference | |
|---|---|
| Milan | |
| The excellence of Italian Companies meets global investment standards. transparency, liquidity and governance |

Agenda
| I. | st 1 Q 2020 Group Results Highlights |
2 |
|---|---|---|
| II. | Business Unit Performance | 5 |
| III. | Balance Sheet Analysis |
12 |
| IV. | Outlook | 16 |
| Appendix: Introduction to Tinexta |

Tinexta: 2020 Q1 Highlights1
| Summary Income Statement (€ m) |
st 1 Quarter 2020 |
st 1 Quarter 2019 |
∆ | ∆% |
|---|---|---|---|---|
| Revenues | 54.9 | 59.7 | - 4.8 |
- 8.1% |
| EBITDA | 10.9 | 14.4 | - 3.5 |
- 24.5% |
| EBIT | 4.7 | 9.2 | - 4.5 |
- 48.9% |
| Net Income | 2.9 | 5.9 | - 2.9 |
- 50.2% |
| Free Cash Flow | 20.1 | 17.9 | + 2.2 | 12.2% |
1The comparative data for First Quarter 2019 have been restated in relation to the completion in 2019 of the activities to identify the fair values of the assets and liabilities of Comas S.r.l. and Webber S.r.l. fully consolidated starting from 1 July 2018, as well as Promozioni Servizi S.r.l. fully consolidated from 1 November 2018

Summary comments
- Tinexta Group, as a whole, performed well in Q1. The consolidated performance was in line with our original forecasts
- Q1 is traditionally a "lighter" quarter. The comparison with is distorted by an atypical performance of IMS, where € 2.1m revenues from consultancy (relating to projects started in 2018) were booked in Q1'19
- One indicator that demonstrates our business is resilient is Free Cash Flow of €20.1m (€17.9 m in Q1'19, (+12.2%))
- There are signals that Tinexta's response to the COVID-19 crisis will be successful

Agenda
| I. | 1st Q 2020 Group Results Highlights | 2 |
|---|---|---|
| II. | Business Unit Performance | 5 |
| III. | Balance Sheet Analysis |
12 |
| IV. | Conclusions | 16 |
| Appendix: Introduction to Tinexta |

Digital Trust: 1 st Quarter 2020*

- The results of InfoCert, Sixtema and Visura were basically in line with budget. All reported positive online sales. All Enterprise client projects are proceeding. Domestic DTS revenues up 30%.
- Camerfirma's sales fell c. 30%: as costs increased to ramp up activities, EBITDA turned negative. Result: move to accelerated reorganization: focus on higher value added products. new Corporate Sales Director, new e-commerce Sales Director.
- * These results exclude non-recurring items
STAR Conference 26-27 May 2020

6
InfoCert S.p.A. Q1'20: all sales channels positive


DT: the growth continues
Trusted Onboarding Platform (TOP) Patented solution for identifying clients and signing the contract

- 93 clients, 14 outside Italy
- Transactions: +48% vs Q1' 19
- New clients or Upselling:
- Alior Bank Polonia
- BNP Paribas Polonia
- Selma Bipiemme Leasing
- Enel X SelfID
- BCCFORWEB
- TopBo BNL
- TopBo Mps
- TopBo Cassa Lombarda
- TopBO Popolare di Sondrio
- TopBO Fincontinuo

GoSign: E-signing marches on

- Digitization of procedures that require a qualified signature
- 75 Clients, of which 8 non-Italian
- 6,700 active users
- GoSign Pipeline is solid, supported by GoSign Grapho program
- New Customers:
- Valentino
- Barclays
- Ab Holding
- Camera de Comercio de Espana
- Enel Perù
- Enel Colombia

Credit Information & Mgmt: 1 st Quarter 2020*
€ '000

Revenues EBITDA
27.3%
5,289
21.1%
3,584
EBITDA Margin
-32.2%
Business Information's performance was impacted in this first phase of the crisis. Sales in the Finance and Corporate segments incurred material declines, much due to reduced sales of the agent networks. Both pre-paid contracts and real-estate info declined.
Real estate valuation business: sales stable (vs. 2019). Marginality suffered as production and personnel costs rose, basically as budgeted.
PromozioniServizi: positive outlook as a result of the COVID19 crisi and related decrees providing guaranteed financing for SMEs via the National Loan Guaranty fund
* These results exclude non-recurring items

Innovation & Marketing Services: 1 st Quarter 2020*

The intensification of restrictive measures aimed at dealing with the COVID-19 emergency has led to a slowdown in ongoing consultancy activities. It should be noted that the comparison with First Quarter 2019 suffers from particularly positive revenues due to a shift in innovation consultancy practices from Fourth Quarter of 2018 (for a net effect of approximately € 2.1 million of high margin revenues) .
Certain COVID-19 measures regarding internationalization and SME financing open significant possibilities.
STAR Conference 26-27 May 2020 * These results exclude non-recurring items

Agenda
| I. | 1st Q 2020 Group Results Highlights | 2 |
|---|---|---|
| II. | Business Unit Performance | 5 |
| III. | Balance Sheet Analysis |
12 |
| IV. | Conclusions | 16 |
| Appendix: Introduction to Tinexta |

2020 1st Q Results
Principal Balance Sheet Highlights at 31 March 2020 (€ million):

Net Invested Capital fell primarily due to:
- the reduction of Net working Capital where receivables were reduced more than proportionally than payables.
- the goodwill provisionally registered (€1.8 m) for the consolidation of Privacy Lab from 1st January 2020
Total Shareholders' Equity rose due to:
- Total comprehensive income for the period (€2.7 m)
- negative adjustment of the Put options on the Minority Shareholdings (€76K) due to the revision of the payment estimates
- the increase in equity of € 20K acquired in the consolidation of PrivacyLab S.r.l.
Net financial debt decreased by 13.8% mainly due to solid Free cash flow (€20.1 m in Q1'20)
Net Financial Indebtedness
| € m | 31/03/2020 | 31/12/2019 |
|---|---|---|
| Net Financial Indebtedness | 111.4 | 129.1 |
| Liquidity & Other ST Financial Assets |
55.5 | 40.2 |
| Gross Financial Indebtedness | 166.9 | 169.3 |
| Bank debt | 115.4 | 117.3 |
| Debt associated w/acquisitions | 34.2 | 33.9 |
| PUT & CALL | 19.0 | 18.0 |
| Earn Out | 8.0 | 7.7 |
| Vendor loans | 7.2 | 8.2 |
| Debt from leasing | 14.0 | 15.0 |
| Other debt | 3.3 | 3.2 |
Net financial debt amounts to €111.4 m with a decrease, compared to 31 December 2019 of c.€17.8m.
The amount includes:
- Liabilities related to the purchase of minority interests for Put options for €19m;
- Liabilities for potential considerations related to the acquisitions for €8m
- Liabilities for price extensions granted by sellers for €7.2m
Financial indebtedness due w/in one year includes:
- €25m bank liabilities
- €18m Put/Call
- €8m Earn-out
- €4.2m Vendor loans
- €4.1m leasing

Agenda
| I. II. |
1st Q 2020 Group Results Highlights Business Unit Performance |
2 5 |
|---|---|---|
| III. | Balance Sheet Analysis |
12 |
| IV. | Conclusions | 16 |
| Appendix: Introduction to Tinexta |

Outlook
- ➢It is premature to share a new Guidance with the market
- ➢Tinexta does not see, at the consolidated level, great discontinuities compared to the previous year.
- The Group is seeing concrete benefits from the investments made in 2019, in particular resulting from the implementation of a CRM system in all major subsidiaries
- Tinexta intends to support enterprises and professionals with respect to the different scenarios that characterize the changed economic context.
- Since March, Tinexta has implemented strong and decisive measures to reduce costs and contain the negative impacts that, inevitably, have manifested themselves and others will reveal themselves in the short term.
- ➢Based on the initial analysis of the business performance, the Group expects a gradual recovery of business over the remainder of the year.


Introduction to Tinexta

Corporate History
| 2009 | Tecnoinvestimenti founded | Tecno Holding contributes its participation of 99.9% in InfoCert |
|---|---|---|
| 2012 | Start of reorganizational process | |
| 2013 | New Strategic Plan: Tecnoinvestimenti to actively manage holdings. |
|
| 2014 | Reorganization completed: non-core holdings sold. AuCap €20m. |
Shares listed on AIM/Milan Stock Exchange |
| 2015 | Expansion in existing sectors Add-on M&A deals |
|
| 2016 | Larger M&A | Share Capital increase of c.€50m Listing moved to STAR from AIM |
| 2017 | Group Consolidation, Further Acquisitions | |
| 2018 | Streamlining the organization International expansion |
Tecnoinvestimenti becomes Tinexta |
| 2019 | Organization/Integration of Group Companies |

Tinexta: a listed company with a float of 44.25%*

*Tinexta S.p.A. has 47,207,120 Ordinary Shares outstanding.

Introduction to Tinexta


Digital Trust: InfoCert

InfoCert: largest Certfication Authority in the EU [Qualified Trust Service Provider].
Mission: to innovate and add value to clients' business processes leveraging skills and capabilities, implementing the most technologically advanced solutions for digital transformation based on remote and paperless processes with full legal validity. InfoCert's portfolio offering is focused on:

Main Client sectors:
Finance | Insurance | Utilities |Healthcare | Automotive | Government

The Digital Transaction Solutions Market
E-Signature
The ature, using cryptographic techniques, allows the association, in an indissoluble way, a binary number (the signature) to an electronic document which represents legally relevant facts, acts or data.
Digital Transaction Management
Digital Transaction Management (DTM): the conversion from paper document processes to completely digital processes, allowing the execution of transactions digitally.
Market Segments and Dimensions
Forrester identifies the following market segments: e-Signature, Authentication, Biometrics, Trust Services Platform, Content Management, Process Management and estimates the size of the Global Market in 2018 was \$1.8 bn, of which \$500 mn only in Europe.
MarketsandMarkets expects:
• The Global ature Market to grow from \$1.2 bn in 2018 to \$5.5 bn in 2023
Analysts 1 estimate that the Global Market will grow from 2019 to 2023 between 25% and 36% p.a.
Our main market is associated with the regulation introduced by EIDAS. By extension we are also in the Latin American market.

eIDAS has established 3 types of signatures:
- Simple
- Advanced
- Qualified
1Forrester: The Global Digital Transaction Market. MarketsandMarkets estimates a compound annual growth rate (CAGR) of 36.7% over the forecast period. For B Fortune, the DTM market will grow 29% from 2019 to 2026, reaching over 6 bn dollars.

DT: international strategy

-
- A new office in Paris and a forthcoming opening in Brussels (Q2 2020)
-
- A new marketing resource in Romania and one being hired in Germany
-
- First projects started in Colombia
- 4. International sales team tripled
-
- New corporate structure for Global Account Management
-
- Search for new M&A opportunities mainly in the German and French speaking areas.

Credit Information & Mgmt: Innolva

Innolva:
Third largest Business information services provider in Italy, supporting credit decision-making, using data/information from Chamber of Commerce owned data bank, real estate data bank (cadastral registry) and others. Credit recovery/collection services.
In 2018 Innolva acquired Comas & Webber, which distribute business information via the web, as well as Promozioni Servizi, which is a leader in aiding companies to obtain guarantees from Mediocredito Centrale/Italian government to lower long-term funding costs.
• Innolva's customer base: ~10,000 small/medium-sized banks, SMEs, large corporates, professionals (accountants, lawyers)



Credit Information & Mgmt: ReValuta

ReValuta is the Italian leader in providing real estate valuation services to banks and businesses for daily monitoring or for specific transactions (acquisition, sales, mergers).
Clients: 95% Italian; 5% EU
- Banks (Small-Medium-Large sized) ~ 98% of 2018 turnover;
- Investment vehicles, funds, insurance companies and large company ~ 2% of 2018 turnover.
Market Size / Share
- Real estate valuation market share equal to almost 20%
- Main competitors: (REAG, Abaco, Prelios, Cerved and CRIF)
REValuta is the market leader in real estate valuation services to banks, based on a several years strong commitment and high reliability level in handling with sensitive data and information, thanks to specialization offered to our clients that has allowed the consolidation of knowledge and significant industrialization capacity. This specialization represents a limit to further growth.
REValuta strategy for 2019-2021 involves a company re-positioning through an expansion of the services offered and through targeting new market segments

Innovation &Marketing Services: Warrant Hub
- Since 1995 Warrant Hub supports the Italian industrial development, offering solutions of subsidized finance and consulting to companies.
- Leader in assisting SMEs to obtain non-repayable grants, tax incentives and subsidies, in particular for Research, Development and Innovation projects. Over the years Warrant Hub has developed vertical skills and consulting services focused on the main drivers of company growth (Piano Nazionale «Industry 4.0»).

- Industrial/Manufacturing SMEs
- 98% in Italy: in all Italian regions, 2/3 in Northern Industrial triangle (FLOR-VEN-TOR)
- Subsidised finance: consulting and support to companies
- Europlanning: Horizon2020, Horizon Europe, Life, European Innovation Council
- Corporate financing: consulting for valuation of the most appropriate financial instruments for the development of the company. Aid in applying for guarantees from the Italian State Corporate Guarantee Fund (Ministry for Econ. Development)
- Consulting for innovation and digital transformation, consulting on intangible assets through Warrant Innovation Lab
- Energy: consulting for energy efficiency and cost recovery
- Services are offered through direct selling (internal agents), with support from commercial partnerships (mainly banks).
- Price model for subsidized finance: retainer + success fee
Business Model


Outlook for fiscal incentives and new services
- National Plan «Industry 4.0» structural reconfirmation of incentives to support industrial development:
- National Incentives for Research and Development and Innovation:
- Tax credit Research and development
- National incentives for the purchase of technological systems, with particular focus on Green and *Circular Economy (i.e. *Sustainable Economy)
- Hyper Depreciation, Super Depreciation, Services for the digitization of business processes, Training 4.0, Innovation Manager
- Incentives to enhance the value of Intangible Assets: Patent Box
- National Incentives for Research and Development and Innovation:
- Starting in 2020, the new 2020-2027 seven-year programme of the European Union includes:
- The new direct funding framework programme: Horizon Europe
- New regional calls for proposals under EU ROP – ERDF, RDP, EAFRD1
- New audit services for the revision and maintenance of the requirements for R&D Credit and Hyper Amortisation
1Regional Operational Programs, European Regional Development Fund, Rural Development Plan, European Agricultural Fund for Rural Development

Innovation &Marketing Services: Co.Mark

Who we are
- Leader in assisting SMEs to expand business outside their home markets
- Temporary Export Management (TEM): find clients abroad and in Italy
- Founded in Italy in 1998, since 2016 part of Tinexta
Clients
- Industrial / Manufacturing SMEs
- Italy: 2/3 in the Northern Industrial triangle Bologna Venice Turin
- Spain (since 2016): Catalonia / Barcelona, Madrid, Bilbao
Market
• Small local competitors, only a small number active in more than one Region
Business mission
• Become a "Growth Enabler" player for SMEs through the development of new services in the fields of internationalisation, digital marketing and sales
Business model - Future
- Main focus: TEM on-site consulting
- Other focuses: digital marketing, analytics & on-demand int'l market studies
STAR Conference 26-27 May 2020

28
Disclaimer
- This document was prepared by Tinexta Spa (the "Company") for the sole purpose of presenting the performance and the activities of the Company. The information provided with this document does not contain nor constitute an offer of securities for sale, or the solicitation of an offer to purchase securities, in the United States, in Australia, in Canada or in Japan or in any other jurisdictions where this offer or solicitation would require the approval of local authorities or be otherwise unlawful (the Other countries). This document or any parts thereof, or its distribution, may not constitute the basis for, or be invoked in association with, any agreements or decisions about investments related thereto.
- The shares of Tinexta Spa (the "shares"), as referred to in this document, have not been registered and will not be registered pursuant to the USA Securities Act of 1933, as amended (the Securities Act) or pursuant to the corresponding regulations in force in the other countries, and they may not be offered or sold in the United States or to US citizens unless these securities are registered in compliance with the Securities Act, or if an exemption from the requirements of Registration by the Securities Act is set forth.
- The content of this document is of an informative nature and must not be interpreted as investment advice. This document does not constitute a prospectus, an offering circular, an offering memorandum or an offering for the purchase of shares and must not be considered as a recommendation to underwrite or purchase Tinexta shares. This presentation or any other documentation or information (or part of it) provided, shall not be considered as an offer or an invitation by or on behalf of the Company.
- The information herein does not intend to be comprehensive or to include all the information that a potential or existing investor may wish to have. In all cases, the interested parties must carry out their own investigations and analyses of the Company which may include an analysis of the data of this document, but they must also include an analysis of other documents, including the financial statements for the period.
- The statements herein have not been verified by any entity or independent auditor. No statement or guarantee, expressed or implicit, is made with respect to, and one must not rely on, the accuracy, completeness, correctness or reliability of the information contained in this document. Neither the Company nor any of its representatives shall bear any responsibility (for negligence or other reasons) that may arise in any way in relation with such information or in relation with any loss resulting from its use or deriving in any way in connection with this presentation.
- The information contained in this document, unless otherwise specified, is updated as at the date of this document only. Unless otherwise specified in this document, this information is based on the Company's financial reports, management reports and estimates. Please refer to the year-end financial statements or to the half-year reports, which are audited by an external auditor and published by the Company, prepared in Italian, and for transparency, translated also into English. The Italian version of these materials is considered, according to Italian Law, as the official and legal version of said reports.
- The information contained in this presentation is subject to changes without obligation of a prior notice, and past performance is not indicative of future results. The Company may modify, edit or in other ways amend the content of this document, without any obligation to render notification about any revisions or changes. This document may not be copied or disseminated in any way.
- The distribution of this document and any related presentation in jurisdictions other than Italy, may be limited by the Law and any person in possession of this document or any other related presentation must be properly informed and comply with the set forth restrictions. Any non-compliance with such restrictions may constitute a breach of Law in effect in these other jurisdictions.
- By accepting this presentation or accessing these materials, the reader accepts to be bound by the above mentioned limitations.
- This presentation includes some forecast statements, projections, objectives and estimates that reflect the current opinions of the Company's Management in relation to the changes occurring in the markets where the Company operates, as well as to future developments. Forecast statements, projections, objectives, estimates and outlooks are generally identifiable through the use of verbs/nouns such as "could", "will", "should", "plan", "expect", "anticipate", "estimate", "believe", " intend", and "project "," objective" or "purpose" or the opposite of all these verbs/nouns or variations thereof or any comparable terminology. These statements include, but are not limited to, all statements other than those regarding historical events, including, inter alia, those concerning transaction results, financial position, strategy, plans, objectives, purposes and objectives of the Company and future developments in the markets in which the Company operates or it is trying to operate.
- Because of these uncertainties and risks, the readers are advised not to rely excessively on these statements as a prediction of the actual results. The ability of the Group to achieve its objectives or expected results depends on many factors outside of Management's control. The actual results may differ materially from (or be more negative than) those projected or implicit in the declarations contained herein. Therefore, any prospective information contained in this document involves risks and uncertainties, which may significantly affect the expected results, and is based on some key assumptions. All statements included in this document are based on information available to the Company as at the date of this document. The Company does not incur an obligation to provide a public update or revision of any statements, both as a result of new information, future events or other circumstances, unless required by the applicable laws. All the following statements, written, verbal or oral made by the Company or by parties acting on its behalf are expressly qualified in their entirety by these cautionary statements. Neither Tinexta S.p.A. nor any Tinexta Group company nor its respective representatives, directors or employees accept any responsibility in relation to this presentation or its contents in relation to any loss deriving from its use or from the reliance made on it.


Investor relations: [email protected]
