Italmobiliare S p A : Company Presentation

COMPANY PRESENTATION

MARCH 2024

INDEX

02

Italmobiliare: Overview

ESG approach

Investment Portfolio

Focus on portfolio companies

Exits

Closing remarks

Vision & Mission and strategic approach	03

"Italmobiliare Investment Holding owns and manages a diversified portfolio of investments in excellent Italian

INVESTMENT STRATEGY

mid-sized companies with a strategic vision based on a

financial and industrial history that goes back over 150 years"

VISION

Italmobiliare intends to be a reference partner for entrepreneurs and managers willing to accelerate and enhance their long-term growth plans and actively

contribute to global challenges, creating sustainable, innovative, more competitive and resilient businesses

MISSION

Italmobiliare plays a proactive role in the process of growth and enhancement of its portfolio companies by promoting their development,

FOCUS

VALUE

CREATION

AND NETWORK

Focus on Italian champions operating in resilient industrial, services and consumer sectors with strong brands, distinctive capabilities, and international presence

Flexible approach on investments, usually focused on entrepreneurs skills and talent

Contribution to value creation of portfolio companies with strategic and financial support for organic and M&A growth, as well as identification of synergies between portfolio companies and Italmobiliare itself

Private equity investments provide Italmobiliare and its direct investee companies a global footprint for business opportunities

internationalisation and innovation with an effective governance and risk management model, and full ESG integration at all stages of investing

	Italmobiliare is committed on improving the ESG
ESG DRIVEN	positioning of its portfolio companies
leveraging its industrial heritage and
	governance expertise as a listed holding

Italmobiliare at a glance

• Investment holding since 1946
• Majority shareholder: Pesenti family, active in the Italian business community for over 150 years
• Focus on equity investments on Italian mid-sized companies
• NAV: Euro 2.2 bn or Euro 52.1 per share(1),
• Increase in NAV since end of 2017: Euro 0.9 bn, of which Euro 0.24 bn of dividends paid out to shareholders
• Listed on Euronext STAR segment of Borsa Italiana
• Market cap: approx. Euro 1.26 bn(2)
• Total shareholders return last 5 years: 78%(2)
• Ordinary dividend of Euro 0.80 per share (2.7% yield)(3)
• Extraordinary dividend in 2024 of Euro 2.20 per share (7.4% yield) yield)(3)

04	(1)	As of December 31, 2023, net of treasury shares
(2)	As of March 6, 2024, share price of Euro 29.7 per share, net of treasury shares
(3)	Proposed dividend for 2023 results, based on share price on March 6, 2024

Our History

Since 2017 invested in 11 portfolio companies and executed 4 major exits

		1 9 4	6																						1	9	7 9																							1 9 9	2																							1	99 3 -																													20	1	6
																																																					2 0 0 5
Italcementi, founded in								In 1979 Italmobiliare acquires				Italcementi acquires Ciments										Portfolio diversification														Sale of Italcementi for a mix of cash and
1864, carves out into newly								the control of Italcementi and		Français becoming a world leading																																					assets incl. Italgen, BravoSolution and
created Italmobiliare the								in 1980 is listed on the Milan				player in the cement industry																																										HeidelbergCement shares
non-building materials												Stock Exchange
	related assets

Conversion of Italmobiliare saving shares

Acquisition of Clessidra SGR

20

2 0

20

1

9

2 0

1

8

20

1 7

Acquisition of a 80% stake in Officina

Acquisition of 30% of Autogas Nord (now

Purchase of 60% of Caffè Borbone

Share buy back for €100m

Profumo-Farmaceutica di Santa Maria Novella

AGN Energia) and 80% of Capitelli

and 39% of ISEO

Acquisition of 92.5% of Casa della Salute

Purchase of 40% of Tecnica Group

(now CDS) and 60% of Callmewine

Sale of stake in Jaggaer

Sale of BravoSolution and acquisition

Cancellation of 90% of treasury shares

Adherence to UN Global Compact

of a stake in Jaggaer

Listing on STAR segment

of Borsa Italiana

20

2

1

2 0

2

2

20 2

3

20

2

4

Exit from the food plastic packaging

Acquisition of a 19,99% stake

Sale of investment in Florence Group

In February sale of investment in

sector by disposing Sirap Group's

in Bene Assicurazioni and 100% of SIDI Sport

Participation to the Science Based

AGN Energia

assets

Targets Initiative (SBTi), committing

Increased stake in Officina Profumo-

to set emission reduction targets in

Farmaceutica di Santa Maria Novella

Distributed €59m of ordinary and extraordinary

line with the net-zero scenario

to 100%

dividend

05

Investment Portfolio

Deployment of a new diversified portfolio of strategic participations after the sale of Italcementi in 2016

Italmobiliare is an investment holding with a diversified NAV of Euro 2.2 bn

06

NAV

Euro 2.2 bn

Financial	Other
investments,	investments	Real Estate &
trading &	8%	Other
liquidity			3%
9%
Private
Equity
11%

Portfolio

Companies

69%

NAV pro-forma for sale of AGN Energia(1)

Financial	Other	Real Estate &
	Other
investments,
investments
3%
trading &
8%		Portfolio
liquidity

14%	Companies
64%
Private Equity
11%

PORTFOLIO HIGHLIGHTS

Portfolio companies (69% of NAV)		Private Equity Funds
		(11%)

and others…

2022 2022

Listed

participations and other investments (8%)

and others…

Liquidity and financial assets (9%)

(1) Disposal executed in February 2024

Italmobiliare total return 2018 - 2023

Generated Euro 0.9 bn of additional NAV of which Euro 0.24 bn distributed to shareholders

In the period 2015-2017 Italmobiliare divested nearly Euro 2.0 bn of assets (Italcementi, BravoSolution, Finter Bank and HC shares) and distributed cash (dividend and buy back) and Heidelberg Cement shares for approx. Euro 680 m

Since 2018 Italmobiliare:

• Divested Euro 770 m of direct assets(1) and invested Euro 600 m on Portfolio Companies (Euro 660 m including Tecnica)
• Distributed dividends for Euro 240 m
• Increased its NAV by almost Euro 660 m net of dividends distribution

Total NAV value creation for shareholders: Euro 900 m or Euro 21 per share (IRR 9%; MoM 1.6x)

Data in Euro m

			894		Portfolio Companies:
			2,201	64% of NAV(1)
Portfolio Companies:					Average vintage of
15% of NAV		238			portfolio companies:
	1,545			~4 years
Cash and liquidity:
36% of NAV
NAV @31/12/2017	Dividends	NAV value variation	NAV @31/12/2023
NAV MoM	1.0x	0.15x	0.57x	1.57x
Per share (€)	36.8	5.7	21.0	52.1	07

1. Includes the sale of investment in AGN Energia in 2024 Note: NAV net of treasury shares

Net Asset Value development

08

Over the past 5 years achieved transition towards target capital allocation

€1,545 m

€2,029 m

€2,201 m

TARGET

NEW TARGET

ALLOCATION

ALLOCATION

December 31, 2017

December 31, 2022

December 31, 2023

2018

	Real Estate &		Other	Real Estate &	Other	Real Estate &	Financial investments,	Financial investments,
Other	investments	Other	investments	Other	trading & liquidity	trading & liquidity
Other
investments	Financial	11%	3%	Financial	8%	3%	>10%	~10%
4%	Private Equity
4%			investments,			Private Equity
Listed	investments,				>10%
		trading &
	Participations	trading &						~10%
			liquidity
	35%	liquidity						Other assets
			9%			Other assets
Financial		9%					~10%
investments,					Private Equity			<20%

trading & liquidity

Private Equity

11%

36%

10%

Portfolio

Portfolio

Portfolio

Companies

Companies

Portfolio

~70%

Companies

Portfolio

67%

Companies

Private Equity

69%

>50%

Companies

6%

15%

(€m)

(€m)

Portfolio Companies

240

(€m)

Increase for investments and

Listed Participations(1)

544

Portfolio Companies

1,359

Portfolio Companies

1,518

portfolio revaluation

Private Equity

95

Private Equity

213

Private Equity

239

Financial investments, trading &

549

Financial investments, trading &

Decrease for dividends distribution,

188

Financial investments, trading & liquidity

liquidity

liquidity

205

and investments

Other investments

59

Other investments(1)

216

Other investments

167

Real Estate & Other

58

Real Estate & Other

53

Real Estate & Other

72

NAV

1,545

NAV

2,029

NAV

2,201

NAV per Share

36.8 €

NAV per Share

48.0 €

NAV per Share

52.1 €

NAV Discount

34.6%

NAV Discount

46.8%

NAV Discount

47%

Dividends paid from Dec-17 to Dec-23

238

1. From 31 December 2022 Listed Participations are included in Other investments Note: NAV net of treasury shares, discount calculated as of NAV's date

2023 results and key highlights	09

NAV

dynamics

Performance

of Portfolio

Companies

Subsequent

events

• NAV of Euro 2,201 m as of December 2023 (Euro +172 m from December 2022), mainly effect of increase in fair value of Portfolio
  Companies (Euro +158 m) and other investments (Euro +62 m), dividend distribution (Euro -30m) and holding costs and taxes net of trading income (Euro -18 m)

Data in €M

(30)

62

(18)

158

1

Mainly increase of fair value

Trading activities, taxes

and holding costs

of stake in Florence Group

2,201

Includes Euro 30 m of

following disposal

2,029

dividends distributed to ITM

NAV

Change in

Change in

Change in other

Dividends

Change in other

NAV

@31/12/2022

portfolio

private equity

investments fair

NAV items

@31/12/2023

companies fair

fair value

value

value

• Industrial Portfolio Companies in 2023 reported aggregated revenues up by 6% and aggregated EBITDA up by 1% YoY, normalizing for the entry of SIDI, the aggregated EBITDA is up by 4% YoY
• Strong performance of Caffè Borbone (revenues +14% and EBITDA +21% YoY despite high coffee prices)
• Continuing growth for Santa Maria Novella (revenues +21% and EBITDA +38% YoY) thanks to good performance of DOS
• Stable revenues and adjusted EBITDA for Tecnica (both -4% YoY)
• Strong recovery for Italgen thanks to higher energy production and termination of negative regulatory effects (EBITDA +29% YoY)
• Iseo stable revenues (-2%)and lower EBITDA due to higher commercial and development costs
• Continuing growth for Casa della Salute with revenues +32% YoY and adj. EBITDA +33% YoY and Bene Assicurazioni (premiums +30%)
• Solid performance of Capitelli with revenues up by 17% YoY and EBITDA up by 25% despite high raw materials prices
• SIDI Sport and Callmewine registered lower revenues YoY due to post pandemic market demand normalization
• In February 2024, Italmobiliare sold its 32% stake in AGN Energia, a distributor of LPG and energy services, acquired in January 2019, to the majority shareholder of the company. Italmobiliare realizes Euro 100 m from the sale with a capital gain of around Euro 40 m and a cash-on-cashreturn of 1.8x
• On March 7th 2024 the Board of Directors of Italmobiliare proposed an ordinary and extraordinary dividend distribution of Euro 3.0 per share for 2023 results to be paid in May 2024 for a total amount of approx. Euro 127 m

Italmobiliare shareholding structure

• Major shareholder is Efiparind B.V., 100% owned by the Pesenti family
• Italmobiliare Board of Directors composed by 12 members, majority of independent directors, in office until the approval of 2025 results

S H AR E H O L D I N G S T R U C T U R E ( 1 )		B O AR D O F D I R E C TO R S

Mainly represented by institutional investors, of which 75% based outside Italy

Free float

26.1%

Trasury shares

0.5%

(2)	(3)
Morgan Stanley	Carlo Pesenti
5.0%	50.4%

Mediobanca

6.8%

Serfis 11.2%

1. As of February 2024
2. Servicing equity swap instruments

1. Zanetti (Chairman)

1. Strazzera (Deputy Chair)

1. Pesenti (CEO)
   R. Pesenti
   G. Bonomi

M. Cartia d'Asero

1. Casella

M. Cipelletti

E. Fornero

P. Ruffini

L. Minoli

1. Palmieri

Independent Director according to CLF (Consolidated Law on Finance)

Indipendent Director

according to the

Code of Corporate

Governance and CLF

(Consolidated Law

on Finance)

Non-executive

Director

1. Indirectly through Efiparind BV, Efiparind BV & CIE SCPA, Cemital Privital Aureliana S.p.A. and with a fiduciary header to CFN Generale Fiduciaria S.p.A. for 49.334% and directly, on a personal basis for 1.031% of the share capital.

10