Press release

Italian Exhibition Group: the Board of Directors approves the Consolidated interim management report as at September 30, 2020 and the calendar of corporate events for 2021

Total revenues for the first nine months fell to € 68.2 million, due to the pandemic, compared to € 128.3 million in the same period of the previous year (-46.8%).

EBITDA1 was a positive € 9.1 million, thanks to the excellent results of the start of the year and the effectiveness of the measures taken to tackle the crisis, but down compared to € 30.6 million in the first nine months of 2019 (-70.3%). EBIT posted a loss of € 7.1 million compared to a positive result of € 17.5 million in the same period of 2019.

The net result pertaining to shareholders of the Parent company was still a profit of € 1.6 million, also thanks to the net non-recurring income of € 6.5 million, compared to € 8.4 million in the first nine months of 2019 (-81.4%).

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Rimini, November 12, 2020 - The Board of Directors of Italian Exhibition Group S.p.A. (IEG), a company listed since June 2019 on the MTA (screen-based equity market) organised and managed by Borsa Italiana S.p.A., today approved the interim report on operations as at September 30, 2020.

Main consolidated results of the third quarter of 2020

Total revenues of the Group in the third quarter - historically characterised by less intense trade fair and conference activities during the summer months - amounted to € 6.4 million, down by 77.4% compared to €

28.4 million in the same period of 2019. This significant drop is due to the pandemic, whose main effects were: the impossibility to hold the important trade show Vicenza Oro September as normal - replaced by the new hybrid event VOICE-Vicenza Oro International Community Event -, the halving of the number of conferences (15 compared to 30 in the first nine months of 2019) and the significant reduction of captive activities and vis-à-vis third parties on the related services front.

The cancellation of the above events, partly mitigated by the measures taken to combat the effects of COVID- 19, generated a negative EBITDA of € 6.6 million compared to the positive result of € 3.9 million in the third quarter of 2019. EBIT highlighted a loss of € 10.5 million, compared to a loss of € 0.4 million in the same period of 2019.

The Group result for the period, after an estimate of the future tax benefit generated by the losses in the quarter, showed a negative value of € 8.5 million, compared to a loss of € 1.8 million in the same quarter of 2019. A net loss for the period of € 8.2 million attributable to the shareholders of the Parent Company was recorded, compared to € 1.3 million in the third quarter of 2019.

Main consolidated results of the first nine months of 2020

The total revenues of the Group in the first nine months of 2020 stood at € 68.2 million, down by 46.8% compared with the € 128.3 in the same period of 2019. The excellent results recorded in the first two months of the year, which essentially determined the organic growth in the period amounting to € 2.6 million (+2.0%), were nullified by the pandemic, which caused revenues to drop by € 62 million (-48.4%) compared to the first nine months of 2019.

The flexibility of the operating cost structure which essentially characterises all the Group business lines, and the measures adopted by the management to counteract the economic effects of the crisis and the use of social safety nets have made it possible to mitigate the impact of the contraction in revenues on the operating results of the Group. EBITDA in the first nine months still remains in positive territory, standing at € 9.1 million, a decrease of 70.3% compared to € 30.6 million in the same period of the previous year. The EBITDA Margin, for the reasons explained above, stands at 13.3%, marking a decrease of 10.6% (the index stood at 23.9% as at September 30, 2019). EBIT in the first nine months, impacted by a non-recurringwrite-down of intangible assets of roughly € 2.6 million, shows a loss of € 7.1 million compared to a profit of € 17.5 million in the same period of 2019.

The pre-tax result was a loss of € 621 thousand - compared to a profit of € 13.7 million in the first nine months of 2019 - after having benefited from the profit from financial management of € 6.8 million (against a charge of € 3.9 million in the first nine months of 2019), obtained primarily following the redetermination, for € 9.3 million, of payables for put options given to minority shareholders of some subsidiaries. The Group result for the period, after the estimate of "deferred tax assets" on tax losses for the period, shows a profit of € 0.8 million - compared to € 8.9 million in the first nine months of the previous year (-90.7%). The result for the period pertaining to shareholders of the Parent company - which benefitted from net non-recurring income of € 6.5 million (net of the theoretical tax effect) - shows a profit of € 1.6 million, compared to € 8.4 million in the first nine months of 2019 (-81.4%).

The net financial position as at September 30, 2020 amounted to € 116.7 million, highlighting an increase in net indebtedness of € 12.2 million compared to December 31, 2019. The monetary NFP - which, therefore, does not take into account the debt of € 25.4 million deriving from the application of IFRS 16, of financial payables for any future put options of € 5.7 million and for derivative financial instruments of € 5.9 million - amounted to € 79.7 million, involving an increase of € 26.5 million in indebtedness compared to the end of 2019. At the same time, the non-monetary items of the aforementioned NFP, as at September 30, 2020, equal to € 37 million, showed a decreased indebtedness of € 14.2 million compared with the situation as at December 31, 2019, due primarily to the effects of the aforementioned restatement of the payable for put options.

The consolidated shareholders' equity as at September 30, 2020 amounted to around € 106 million, essentially unchanged compared to € 106.1 million as at December 31, 2019.

Results by business area in the first nine months of 2020

The overall reduction in revenues in the first nine months of 2020 with respect to the same period of the previous year, amounting to € 60.1 million (-46.8%) concerned, albeit to differing extents, all business lines. This variation was determined by the organic growth essentially realised by the Organised Events in the first two months of the year, which stood at € 2.6 million (+2.0%), subsequently nullified by the outbreak of the pandemic, which involved an overall reduction in revenues of € 62.0 million (of which € 58.2 million due to the "cancellation effect" and € 3.8 million due to the "postponement effect"), equal to -48.4% compared to the same period in the previous year. This was augmented by a negligible decline in revenues of € 0.1 million (-0.1%) due to the different trade fair calendar of the Parent Company and the presence of minor net non- recurring income of € 0.6 million (-0.4%) compared to the first nine months of 2019.

The Group's core business, represented by the direct organisation of trade fairs, accounted for 66.3% of total revenues during the first nine months of the year, equal to € 45.2 million, and recorded a decrease of € 22.0 million (-32.7%) compared to the same period of the previous year. Similar to total revenues, the contraction in revenues for this business line was the result of different factors. First of all, this segment recorded significant organic growth of € 2.8 million (+4.2%), achieved thanks to the two most important trade fairs of the Parent Company, Sigep and Vicenza Oro held in January. However, this growth was completely absorbed by the "COVID-19 effect" in terms of both the "cancellation effect" for € 22.0 million (-32.7%) - with VicenzaOro September, Rimini Wellness and OroArezzo among the major affected events - and the "postponement effect" for € 2.9 million (-4.2%).

During the first nine months of the year, only one small Hosted Event was held, while during the same period of the previous year, two major events were hosted in the trade fair districts of the Group, Macfrut and Expodental (2020 edition cancelled for both). In the third quarter of 2020, no Hosted Events were held, as in the previous year.

In the first nine months of 2020, Conferences recorded revenues of € 1.9 million, marking a contraction of €

7.7 million (-79.8%) compared to the same period in 2019, attributable entirely to the "cancellation effect" from COVID-19. In fact, this business line, was hit particularly hard by the restrictions which, apart from a slight recovery in activities after the summer, essentially determined the suspension of activities from March.

Revenues from Related Services, represented by stand fitting, catering and cleaning, accounted for 27.7% of the total revenues in the first nine months of 2020 and amounted to € 18.9 million, down by approximately

  • 26.3 million (-58.2%) compared to the same period of the previous year due to the pandemic. Starting from March, the business line was hit by the suspension of all activities, until the end of August. In relation to catering services, some catering activities partially resumed in the summer months, so as for the stand fitting sector, it was possible to recommence activities from around the middle of August, albeit in a context in which many of the events historically held in this quarter have been cancelled or postponed. By contrast, only cleaning services continued to operate, albeit on an extremely reduced capacity, for the sanitisation activities.

The Publishing, Sports and Other activities business recorded revenues of € 2.1 million, a decrease of € 2.2 million (-50.8%) compared to the corresponding period of 2019, of which € 1.3 million attributable to the effect of cancelled sporting events. The remaining difference, which originated in the third quarter, is primarily attributable to the presence of revenues in the third quarter of 2019 and the one-offcharge-back to selling shareholders of part of the costs incurred at the time of the stock market listing (roughly € 1 million).

Events subsequent to the end of the third quarter and business outlook

After September 30, Group activities were essentially characterised by a partial recovery in trade fair- conference activity and the related services. In particular, they were carried out in the physical presence of 6 organised events and 8 conferences. The trade fair events organised, albeit scaled down in terms of the exhibition spaces occupied and the number of visitors, were held in respect of the SafeBusiness protocol, demonstrating how trade fairs can be a place where activities can be carried out safely and with peace of mind. In fact, both the exhibiting companies and visitors were satisfied with the events organised.

However, October witnessed a "second wave" of infections with the subsequent issuing of gradual restrictions by the government authorities which led, with the Decree of the President of the Council of Ministers of 24 October, to a new suspension of trade fair and conference activities until November 24, 2020. Based on the information currently available and assuming a continuation of the state of criticality of the health emergency, it is reasonable to expect the new restrictions introduced to entail an almost complete halting of Group activities until the end of 2020. In fact, just a few trade fairs and conferences in digital mode remain in the calendar and related services are expected to continue on a reduced basis, in particular regarding cleaning and catering in the world of work. Therefore, it is estimated that total Group revenues for 2020 should be between € 74 and € 78 million.

In this context of major uncertainty, the Company will continue to work with its customers and partners to best organise the trade fairs and conferences currently planned, by attempting to develop increasingly better performing digital solutions for its exhibitors and visitors. The Company will continue to implement the action plan defined to protect the health and safety of all stakeholders and to combat the economic-financial impacts of the crisis. In particular, significant attention will be focussed on the measures targeted at guaranteeing financial equilibrium which, at today's date, have allowed the Group to ensure cash resources, augmented by the agreed credit lines not drawn down, for a total amount of no less than € 57 million. As regards investments, the Group will continue with the strategy of limiting them to the strictly necessary ones, however continuing to devote resources to the development activities envisaged in the business plan and that can be implemented given the current situation.

The Company is determinedly continuing with the in-depth analysis of the feasibility of the integration with the Gruppo Bologna Fiere. In this regard, it should be noted that, on October 15, the two parent companies signed a non-bindingterm-sheet regarding an integration based on a share swap ratio of 1:1 and according to the methods still to be defined by the parties. The completion of the transaction is subject, among other things, to the successful outcome of due diligence activities that will be carried out, as well as the implementation of any corporate transactions that should be necessary for the purposes of reaching the aforementioned share swap ratio. The Term-Sheet also outlines the assumed new governance structure of the combined entity aimed at reflecting the above-mentioned equal share swap ratio and ensuring the continuation of the programme of investments in proprietary trade fair districts compatibly with the financial position of the combined entity and in accordance with the contractual commitments already defined, without prejudice to any different agreements that are reached between the reference shareholders of the companies involved.

If this important transaction should have a successful outcome, it would spawn the leading Italian operator in the sector, able to compete, also thanks to its organisational capacity in Italy and abroad, with the most important international players, making itself a flag bearer for Made in Italy and, at the same time, maintaining strong links with the local areas. In addition, the transaction would enable the combined entity to boost its visibility on the reference markets as well as increase its free float in order to facilitate subsequent access to the STAR segment of Borsa Italiana (Italian stock market)

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Italian Exhibition Group S.p.A. published this content on 12 November 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 November 2020 16:14:01 UTC