Tinexta — Investor Presentation 2022

Nov 10, 2022

9M 2022 Results Ended September 30, 2022

10 November 2022

9M'22 Highlights and Updates Josef Mastragostino, Chief IRO

9M'22 Financial Results Oddone Pozzi, CFO

Business Units Deep Dive Oddone Pozzi, CFO

Q&A

9M'22 working on delivery

• 9M'22 results showed continuing double-digit growth:
• Revenues at € 246.7M in 9M'22 (+ 19.1% vs PY);
• EBITDA Adjusted at € 54.8M in 9M'22 (+ 16.6% vs PY) mainly driven by DT and IMS, EBITDA¹ at € 48.9M in 9M'22 (+ 11.6% vs PY);
• EBITDA Adjusted margin 22.2% (22.7% vs PY); EBITDA¹ margin 19.8% (21.2% vs PY);
• EBIT at € 28.7M (+ 14.9% vs PY); EBIT Margin: 11.6%;
• Net Profit of continuing operations at € 18.5M (+ 21.1% vs PY); Net Profit at € 64.0M (+ 167.8% vs PY) mainly driven by the net capital gain deriving from the sale of Innolva;
• NFP of € 139.1M (€ 263.3M in FY'21), which includes all recent M&A operations, strongly improved by over 47% vs FY'21 on the proceeds from the sale of Innolva as part of the sale of CIM; Enviable NFP/LTM EBITDA Adjusted of 1.65x down from 2.67x in FY'21;
• Adjusted Free Cash Flow of continuing operations: € 36.2M (substantially in line with PY € 38.7M); on a LTM base Adjusted FCF of continuing ops was: € 49.7M.
• Most of the business lines² continue to grow also in 9M'22:
• Digital Trust, grows 22.2% in Revenues with EBITDA growing 35.4%. EBITDA margin 28.8%
• Cyber Security, + 6.3% in Revenues, EBITDA at € 4.8M. EBITDA margin at 8.7%
• Innovation and Marketing Services, posted a + 27.1% in Revenues with EBITDA rising 10.2%. EBITDA margin 34.8%
• Recent Events & Updates:
• Intesa San Paolo to subscribe the share capital increase in Warrant Hub following the sale of Innolva. Intesa to hold 12% of Warrant, which owns 100% of Forvalue.
• Human Resources: as of September 30, 2022 the group employed 2,143 employees (excluding CIM)

Memo: In order to allow as complete an analysis as possible in this document, 9M'22 results are compared both on a 2021 Like For Like (LFL) base, as well as on a 2022 base (which includes all of TINEXTA's companies with the addition of the newly acquired ones). 9M figures have been restated and for further details please refer to the 9M'22 interim financial reports.

(1) EBITDA Reported

(2) BU data are provided as Adjusted

Innolva's closing – Transaction details

Old shareholder structure:

1

New structure:

*Includes €36.0M of debt owed to CRIF deriving from the transaction.

1. Innolva sold 100% of Forvalue to Warrant Hub for an Equity Value of €48.6M (@Fair Market Value July 2022)

• a) Warrant Hub owes Innolva the exact amount (€48.6M)
• b) The credit from Innolva (debt from Warrant) is honored by Tinexta
• c) Innolva transfers the credit (net of intercompany) to CRIF (€36.0M = € 48.6M - € 12.6M)

2. Tinexta and Intesa San Paolo sold 100% of Innolva for € 226.8M

• i. Tinexta cashes: 75% of the Equity Value of Innolva net of the debt towards CRIF or € 134.1M (€ 170.1M-€ 36.0M)
• ii. Intesa San Paolo cashes: 25% Equity Value of Innolva

3. Intesa San Paolo to subscribe a share capital increase (€ 55M) in Warrant Hub (which now holds Forvalue)

Total benefit on NFP of about €230M

Completed on August 3rd

4

9M 2022 show Revenues of 246.7 million euros, EBITDA adjusted of 54.8 million euros and Net Profit from continuing operations of 18.5 million euros. EBITDA Reported is 48.9 million euros.

• 9M'22 results show a growth both in Revenues (c. +19%) and in EBITDA Adjusted (c. +17%);
• EBITDA Adjusted amounted to 54.8 million euros, up from 47.0 million in PY; EBITDA Adjusted on a 2021 base was 45.0 million euros;
• EBITDA Reported is equal to 48.9 million euros;
• EBITDA Adjusted Margin is equal to 22.2% (22.7% in PY);
• Net Profit from continuing operations is equal to 18.5 million euros;
• Adjusted Free Cash Flow from continuing operations at 36.2 million euros.

9M'22 Financial Results Oddone Pozzi, CFO

Business Units Deep Dive Oddone Pozzi, CFO

Q&A

² 9M'22 Financial Results – Income Statement

					w/acquisitions 2022		LFL 2021
	9M 2022	%	9M 2021	%	9M 2022 on 2021	%	Δ	Δ%	Δ	Δ%
Revenues	246.7	100.0%	207.0	100.0%	220.4	100.0%	39.6	19.1%	13.3	6.4%
Total Operating Costs	191.9	77.8%	160.1	77.3%	175.4	79.6%	31.8	19.9%	15.3	9.6%
Service & Other Costs	90.6	36.7%	73.9	35.7%	82.3	37.3%	16.7	22.6%	8.4	11.3%
Personnel Costs	101.3	41.1%	86.2	41.6%	93.1	42.3%	15.2	17.6%	7.0	8.1%
EBITDA Adjusted	54.8	22.2%	47.0	22.7%	45.0	20.4%	7.8	16.6%	-2.0	-4.3%
Stock Option & other non-recurring costs	5.9	2.4%	3.2	1.5%	5.5	2.5%	2.7	85.8%	2.3	73.1%
EBITDA	48.9	19.8%	43.8	21.2%	39.5	17.9%	5.1	11.6%	-4.3	-9.9%
Depreciation, amortisation, provisions and impairment	20.2	8.2%	18.8	9.1%	19.4	8.8%	1.4	7.2%	0.6	3.0%
Operating Profit	28.7	11.6%	25.0	12.1%	20.1	9.1%	3.7	14.9%	-4.9	-19.6%
Financial Income	0.1	0.1%	0.1	0.0%	0.2	0.1%	0.0	87.8%	0.1	87.8%
Financial Charges	4.3	1.8%	2.8	1.4%	3.6	1.6%	1.5	53.3%	0.8	27.5%
Net financial Charges	4.2	1.7%	2.7	1.3%	3.4	1.6%	1.4	52.1%	0.7	25.4%
Profit of equity-accounted investments	-0.1	-0.1%	-0.2	-0.1%	-0.1	-0.1%	0.1	-41.1%	0.1	-41.1%
Profit Before Taxes	24.4	9.9%	22.0	10.6%	16.5	7.5%	2.4	10.9%	-5.5	-25.0%
Income Taxes	5.9	2.4%	6.7	3.2%	3.8	1.7%	-0.8	-12.5%	-2.9	-43.9%
Net Profit of Continuing Operations	18.5	7.5%	15.3	7.4%	12.7	5.8%	3.2	21.1%	-2.6	-16.7%
Results of Discontinued Operations	45.5		8.6		45.5		36.9	429.0%	36.9	429.0%
Net Profit	64.0		23.9		58.2		40.1	167.8%	34.3	143.6%

² 9M'22 Financial Results – Income Statement Bridge

Data, and PY comparisons, are provided excluding CIM activities. Forvalue is included in IMS

² 9M'22 Financial Results – Balance Sheet

² 9M'22 Financial Results – NFP & FCF

139.1

FY 2021 9M 2022

Main Changes in 9M'22:

• • € 72.7M acquisitions
• Evalue: - € 33.9M
• Enhancers: - € 21.3M
• Sferabit: - € 3.1M
• Plannet: - € 8.5M
• Nomesia: - € 0.9M
• Teknesi & LAN&WAN: - € 3.4M
• Others: - € 1.6M
• • € 21.2M Dividends
• • € 130.3M Disposals
• • € 18.1M Adjustments to leasing contracts
• • € 8.0M OCI hedging Derivatives (on interest rates future expected increases)
• • € 70M Bregal's investment in Infocert

NFP Adj. FREE CASH FLOW from continuing operations

263.3

² 9M'22 Financial Results – NFP Bridge on a LTM base

9M'22 Financial Results Oddone Pozzi, CFO

Business Units Deep Dive Oddone Pozzi, CFO

Q&A

9M'22 Highlights and Updates Josef Mastragostino, Chief IRO

³ Business Units Deep Dive – Overview 9M'22

Data, and PY comparisons, are provided excluding CIM activities. Forvalue is included in IMS

LFL 2021 Δ Acquisitions

³ Business Units Deep Dive – Digital Trust

€ M

• Revenues amounted to 113.9 million euros (102.2 million euros on a 2021 base) increasing 22.2% vs 9M 2021. (+9.6% on a 2021 base)
• Positive results have been driven by the continuous demand for digital and dematerialization processes, increasingly relevant for both companies and individuals. Legalmail (with cyber security features), atures, Onboarding and Identity services all performed very well. TOP and GoSign have now been enabled for the international markets and are registering strong interest. CertEurope shows signs of constant and steady growth.
• EBITDA Adjusted was equal to 32.8 million euros (27.9 million euros on a 2021 base). The increase is equal to 35.4% (+15.1% on a 2021 base) showing the strong operational leverage of this business. EBITDA Adjusted margin at 28.8%, up from 26.0% of 9M 2021.

³ Business Units Deep Dive – Cyber Security

• Revenues amounted to 54.7 million euros increasing 6.3% vs 9M 2021.
• The BU registered growth in Cyber Security Managed and Advisory Services as well as in Implementation Services. The company successfully completed the acquisition of LAN & WAN Solutions and the business branch of Teknesi s.r.l. to strengthen the ability of the BU to provide cyber implementation services with an end-to-end approach. Notably, the demand for Legalmail Security Premium services - in collaboration with Infocert - continues to provide positive feedback for our Product Offering. Strategic partnership with a leading software company + the rebranding of a new suite of products for AML processes have both been completed.

• EBITDA Adjusted was 4.8 million euros, decreasing vs 9M 2021. The performance was affected by planned investments incurred in the organizational and commercial structures of the BU.

• Revenues amounted to 79.7 million euros (65.8 million euros on a 2021 base), increasing 27.1% vs 9M 2021. (+4.9% on a 2021 base)

• The BU registered lower revenues from Finanza Agevolata Automatica as a function of lower volumes on R&D credit as well as from the Finanza d'Impresa. Revenues were though more than supported by increased volumes relating to European Funding and Training, a positive contribution from Euroquality as well as increased activities from internationalization and Digital Marketing services.

• EBITDA Adjusted was equal to 27.7 million euros (22.8 million euros on a 2021 base) while the margin is 34.8%. The increase compared to 9M 2021 is equal to 10.2%.

• 9M'22 Financial Results Oddone Pozzi, CFO

• Business Units Deep Dive Oddone Pozzi, CFO

Q&A

✓ Guidance confirmed

• * Guidance is calculated on a restated base. 2021 Restated Revenues were 301.5 million euros, Restated EBITDA Adjusted was 76.5 million euros.

• ➢ PNRR's potential positive benefits not included in guidance nor any additional M&A

• 9M'22 Financial Results Oddone Pozzi, CFO

• Business Units Deep Dive Oddone Pozzi, CFO

Q&A

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