Trevi Fin Industriale

Capital/Financing Update • Jun 30, 2021

Informazione Regolamentata n. 0262-21-2021		Data/Ora Ricezione 30 Giugno 2021 18:34:16	MTA
Societa'	:	TREVI GROUP
Identificativo Informazione Regolamentata	:	149425
Nome utilizzatore	:	TREVIN04 - Sala
Tipologia	:	REGEM
Data/Ora Ricezione	:	30 Giugno 2021 18:34:16
Data/Ora Inizio Diffusione presunta	:	30 Giugno 2021 18:34:17
Oggetto	:	PURSUANT TO ART. 114 OF THE LEGISLATIVE DECREE No. 58/98	INFORMATION REQUIRED BY CONSOB
Testo del comunicato

Vedi allegato.

INFORMATION REQUIRED BY CONSOB PURSUANT TO ART. 114 OF THE LEGISLATIVE DECREE No. 58/98

Cesena, June 30, 2021 – Trevi - Finanziaria Industriale S.p.A. ("Trevifin" or the "Company") as requested by Consob on December 10, 2018 pursuant to art. 114 of the Legislative Decree No. 58/98, (il "TUF"), communicates, at the end of every month, the following updated information at the end of the previous month:

• a) the Company and the Group's net financial position, with separate disclosure of the short-term position and the medium/long-term position;
• b) the Company and the Group's overdue payables, analysed by nature (financial, commercial, tax, social security and employees) and any related creditors' reaction initiatives (payment reminders, injunctions, suspensions of supplies, etc.);
• c) the Company and the Group's main variations in the transactions with related parties compared to the approved last annual or semi-annual financial report pursuant to Art.154-ter of TUF;

Below, the information at May 31, 2021.

a) The Company and the Group Net Financial Position at May 31, 2021.

The Net Financial Position of the Company at May 31, 2021 amounts to Euro 108,8 million and is indicated below:

(In thousands of Euro)

NET FINANCIAL POSITION	31/05/2021	31/12/2020	Variazioni
Current bank loans and borrowings	(68.265)	(64.514)	(3.751)
Current loans and borrowings from other financial creditors	(40.424)	(41.071)	647
Current financial receivables (payables) from subsidiaries	53.687	53.709	(22)
Current financial derivatives	0	0	0
Current financial assets	0	0	0
Short-term cash and cash equivalents	3.679	2.813	866
Total current financial debt	(51.323)	(49.063)	(2.260)
Non-current bank loans and borrowings	(4.194)	(4.660)	466
Non-current loans and borrowings from other financial creditors	(63.516)	(63.718)	202
Non-current financial payables from subsidiaries
Non-current financial derivatives
Total non-current financial debt	(67.709)	(68.378)	669
Net financial debt (Consob DEM/6064293 of 28/07/2006)	(119.032)	(117.441)	(1.591)
Other non-current financial assets including intercompany	10.233	10.000	233
Total Net financial position	(108.799)	(107.441)	(1.358)

During 2020, the company has completed the capital strengthening along with the restructuring of the financial debt under the agreement ex article 182 bis l.fall. signed with the main financing banks of the Group on August 5, 2020 (the "Restructuring Agreement") and approved by decree of the Court of Appeal of Bologna on January 10, 2020. In particular, on May 29 ,2020 the capital increase of the Company, has been successfully completed in the context of which n. 15,083,921,496 newly issued ordinary shares of the Company have been subscribed for a total value of Euro 150,839,214.96.

In particular, the capital increase consisted of:

• the tranche of capital increase offered as an option to shareholders was fully subscribed for Euro 130,001,189.07, of which Euro 87,701,972.96 by payment of money and Euro 42,299,216.02 with the conversion by the main credit financing banks financial claims against the Company, according to a conversion ratio of 4.5: 1 and
• the tranche of capital increase reserved for financing banks, with the exclusion of the right to option, subscribed for Euro 20,838,025.89 through the conversion of financial credits claimed by the banks themselves towards the Company, according to the same ratio of conversion equal to 4.5: 1.

In the context of the overall financial measures, according to the Restructuring Agreement, the financial indebtedness of the Company, as well as of the subsidiaries of Trevi S.p.A. and Soilmec S.p.A., has been consolidated and rescheduled for the majority until December 31, 2024 and the interest rate applicable to the same has been reduced. The accounting standard IFRS 9 has been applied on the residual portion of the financial indebtedness following the capital increase through the conversion of financial credits of the financing banks for a total amount of Euro 284,1 million, as well as following the repayment provided by the financial restructuring plan.

The main changes in the Group Net Financial Position as of May 31, 2021 compared to December 31, 2020 are due to the payments of trade payables to suppliers of goods and services and the payments of financial liabilities to leasing companies. As a consequence, cash decreased by around Euro 13,4 million.

The Net Financial Position of the financial statements of the Company at December 31, 2020 and May 31, 2021 includes the partial write-down of intercompany financial receivables; this effect does not generate any impact in the consolidated Net Financial Position.

It is noted that:

• On January 31, 2021, the Company informed the market that, on the basis of the preliminary information available at that date in relation to management performance in year 2020, strongly influenced by the negative effects caused globally by the spread of the Covid-19 pandemic, affected the Group's activity, in order to deal with the foreseeable failure to comply with one of the financial parameters established in the Restructuring Agreement in particular the ratio of net financial debt to consolidated recurring EBITDA;

• On February 24, 2021 Trevifin informed the market about the start of interlocutions with banks adherents to the Restructuring Agreement identifying the necessary changes to existing agreements to cope with the foreseeable failure to comply with one of the financial parameters established in the Restructuring Agreement on the occasion of the next approval of the consolidated financial statements for the year 2020. Furthermore, on the basis of preliminary information on the Company's performance in the financial year ended at December 31, 2020, and further analyses currently underway on the Company's prospects in the current market context, which is strongly influenced by the effects caused globally by the spread of the Covid19 pandemic, there appears to be a general slowdown in the achievement of the objectives identified in the 2018-2022 business plan, which at present do not seem to be entirely achievable within the timeframe considered.
• On April 23, 2021, the Board of Directors approved the updated business plan 2021-2024 taking into consideration the slowdown in the financial year ended at December 31,2020 and Trevi Group's prospects in the current market context, which is strongly influenced by the effects caused globally by the spread of the Covid19 pandemic. The business plan has been revised both in the quantitative objectives and in its time projection, until the year 2024, in accordance with the original strategic lines and confirming the achievement of the initial recovery goals, though a longer period of time compared to the original forecasts.

The Company will pursue the discussions with the banks adherent to the Restructuring Agreement with a view to conclude a moratorium agreement and standstill aimed at regulating the current phase and ensuring the continuation of the business, in the interest of all the parties involved and in general Trevi Group stakeholders, whereas the investigation and decision-making processes of the banks and until the signing of an agreement amending the Restructuring Agreement.

In consideration of the above, this amending agreement that it is previewed will be undersigned within the end of 2021 and will be finalized to receive the requests formulated by the Company concerning Waiver on financial parameters at December 31, 2021, to the reset of financial covenants for the period 2021-2024 in line with the updated business plan 2021-2024 and the postponement of certain payment deadlines scheduled for 2021.

It should also be noted that, following the non-compliance of the financial parameters in accordance with the Restructuring Agreement at December 31,2020, in accordance with IFRS9, bank debts covered by the agreement have been represented in the Net Financial Position with a short term maturity, while the original deadline December 31, 2024 remains unvaried.

The Group Net Financial Postition at May 31, 2021 amounts to Euro 283,7 million and is reported below:

(In thousands of Euro)

CONSOLIDATED NET FINANCIAL POSITION	31/05/2021	31/12/2020	Variazioni
Current bank loans and borrowings	(200.541)	(194.176)	(6.365)
Current loans and borrowings from other financial creditors	(66.743)	(71.483)	4.740
Current financial derivatives	0	0	0
Current financial assets	3.699	3.675	24
Short-term cash and cash equivalents	56.434	69.810	(13.376)
Total current financial debt	(207.152)	(192.174)	(14.978)
Non-current bank loans and borrowings	(8.754)	(8.234)	(520)
Non-current loans and borrowings from other financial
creditors	(78.055)	(79.237)	1.182
Non-current financial derivatives	0	0	0
Total non-current financial debt	(86.809)	(87.471)	662
Net financial debt (Consob DEM/6064293 of 28/07/2006)	(293.961)	(279.645)	(14.316)
Other non-current financial assets	10.233	10.198	35
Total Net financial position	(283.728)	(269.447)	(14.281)

b) The following are the Company and the Group's overdue payables analysed by nature (financial, commercial, tax, social security and employees) and any related creditors' reaction initiatives (payment reminders, injunctions, suspensions of supplies, etc.).

	Trevi Finanziaria Industriale S.p.A.	Trevi Group
in thousands of Euro	31/05/2021	31/05/2021
Financial liabilities		20.447
Trade payables	3.743	38.025
Tax liabilities		41
Social security liabilities
Payables to employees
Total overdue liabilities	3.743	58.513

As of May 31, 2021 the creditors reaction can be summarized as follow :

• in relation to the Company, there are no situations of shortage of supplies;
• in relation to the Trevi Group, there are no situations of shortage of supplies. Some reminders and injunctions have been received from suppliers in relation to commercial relationships. The aggregate value of these positions is approximately Euro 1.1 million, of which approximately Euro 0.2 million have been settled and approximately Euro 0.9 million for which the defintion is ongoing.

c) The following are the main variations occurred among the Company and the Group related parties with respect to the last annual financial report:

Trevi-Finanziaria Industriale S.p.A.:

(In thousands of Euro)

Trevi S.p.A. 17.383 17.383 0 Soilmec S.p.A. 38.548 38.548 0 Other 1.690 1.690 0 TOTAL 57.621 57.621 0 Non-curren/current t financial payables from subsidiaries 31/05/2021 31/12/2020 Variation Trevi S.p.A. 0 0 0 Altri 3.934 3.912 22 TOTALE 3.934 3.912 22 Current trade receivables from subsidiaries 31/05/2021 31/12/2020 Variation Trevi S.p.A. 19.548 21.220 (1.672) Soilmec S.p.A. 13.825 13.369 456 Other 16.837 19.557 (2.720) TOTAL 50.210 54.146 (3.936) Current trade payables to subsidiaries 31/05/2021 31/12/2020 Variation Trevi S.p.A. 9.471 9.385 86 Soilmec S.p.A. 5.699 5.574 125 Other 3.795 4.126 (331) TOTAL 18.965 19.085 (120) Revenues from sales and services 31/05/2021 31/12/2020 Variation Trevi S.p.A. 1.167 5.877 (4.710) Soilmec S.p.A. 710 2.586 (1.876) Other 1.157 4.795 (3.638) TOTAL 3.034 13.258 (10.224) Consumption of raw materials and external services 31/05/2021 31/12/2020 Variation Trevi S.p.A. 1 197 (196) Soilmec S.p.A. 9 460 (451) Other 0 17 (17) TOTAL 10 674 (664) Financial income 31/05/2021 31/12/2020 Variation Trevi S.p.A. 153 666 (514) Soilmec S.p.A. 371 1.595 (1.224) Other 30 178 (148) TOTAL 554 2.439 (1.885) Financial expense 31/05/2021 31/12/2020 Variation Trevi S.p.A. 0 16 (16) TOTAL 0 16 (16)	Non-current/current financial receivables from subsidiaries	31/05/2021	31/12/2020	Variation

Trevi Group

(In thousands of Euro)

Non-current/current financial receivables	31/05/2021	31/12/2020	Variation
Porto Messina S.c.a.r.l.	721	721	(0)
Pescara Park S.r.l.	632	576	56
Other	0	0	0
TOTAL	1.353	1.297	56

Trade receivables and other current assets	31/05/2021	31/12/2020	Variation
Parcheggi S.p.A.	35	39	(4)
Sofitre S.r.l.	1.000	613	387
Other	0	0	0
Sub-total	1.035	652	383
Porto di Messina S.c.a.r.l.	810	810	0
Nuova Darsena S.c.a.r.l.	1.511	1.658	(147)
Trevi S.G.F. Inc. per Napoli	1.861	1.861	0
Trevi Nicholson JV	0	1.434	(1.434)
Sep Sefi Trevi	3.222	4.161	(939)
Other	282	312	(30)
Sub-total	7.686	10.236	(2.550)
TOTAL	8.721	10.888	(2.167)

Trade payables and other current liabilities	31/05/2021	31/12/2020	Variation
Parcheggi S.p.A.	2	0	2
I.F.C. L.dt	156	156	(0)
Sub-totale	157	156	1
Trevi Adanti	0	0	0
Porto di Messina S.c.a.rl.	0	236	(236)
Trevi S.G.F. Inc. per Napoli	0	44	(44)
Sep Sefi Trevi	9	0	9
Other	69	443	(374)
Sub-total	78	723	(645)
TOTAL	236	879	(643)

Revenues from sales and services	31/05/2021	31/12/2020	Variation
I.F.C. S.r.l	0	0	0
Parcheggi S.p.A.	44	159	(115)
Sub-total	44	159	(115)
Sep Sefi-Trevi	0	537	(537)
Trevi Nicholson JV	2.125	4.177	(2.052)
Other	308	385	(77)
Sub-totale	2.433	5.099	(2.666)
TOTAL	2.477	5.258	(2.781)

Consumption of raw materials and external services	31/05/2021	31/12/2020	Variation
Sofitre S.r.l.	0	0	0
Parcheggi S.p.A.	0	0	0
Sub-total	0	0	0
Porto di Messina S.c.a.r.l.	0	(167)	167
Nuova Darsena S.c.a.r.l.	0	147	(147)
Other	100	7	93
Sub-total	100	(13)	113
TOTAL	100	(13)	113

The C.F.O., Massimo Sala, in his position as the Director responsible for drawing up the Company's accounting statements, hereby declares, pursuant to Article 154-bis, paragraph 2 of the TUF, that the information contained in this press release accurately represents the figures contained in the Company's accounting records.

This press release contains forward-looking statements. These statements are based on the current estimates and projections of the Group, relating to future events and, by their nature, are subject to an intrinsic component of risk and uncertainty. Actual results may differ materially from those contained in such statements due to a variety of factors, including continued volatility and further deterioration of capital and financial markets, changes in macroeconomic conditions and economic growth and other changes in business conditions, in addition to other factors, the majority of which is beyond the control of the Group.

About Trevi Group:

Trevi Group is a worldwide leader in the field of soil engineering (special foundations, soil consolidation, recovery of polluted sites), in the design and marketing of specialized technologies in the sector and in the construction of automated, underground and multi-storey car parks. The Group was established in Cesena in 1957; it has around 70 companies and, with its dealers and distributors, is present in 90 countries. Internationalization, integration and the continuous exchange between its two divisions are among the reasons for the success of the Trevi Group: Trevi, which carries out special foundations and soil consolidation works for large infrastructure projects (subways, dams, ports and docks, bridges, railway and highway lines, industrial and civil buildings) and Soilmec, which designs, manufactures and markets machinery, systems and services for underground engineering.

The parent company (Trevi – Finanziaria Industriale S.p.A.) has been listed on the Milan stock exchange since July 1999.

For further information:

Investor Relations: Massimo Sala - e-mail: investorrelations@trevifin.com

Group Communications Office: Franco Cicognani - e-mail: fcicognani@trevifin.com - T. +39 0547 319503

Press Office: Mailander Srl - T. +39 011 5527311

Carlo Dotta – T. +39 3332306748 - c.dotta@mailander.it

Giovanni Santonastaso - T. +39 3480383798 – g.santonastaso@mailander.it

Federico Unnia - T. +39 3357032646 – federico.unnia@libero.it