Orsero S p A : Q1 2024 Results Presentation

ORSERO GROUP

Q1 2024 RESULTS*

Milan, 7 May 2024

* Three months ended 31 March 2024

Agenda

Key financials Q1 2024	page 3
Appendix	page 9

DISCLAIMER

This document (the Document) was prepared by ORSERO S.p.A. (Company) only for the purposes of presenting the Company.

The information contained herein may not be complete and exhaustive and no guarantee can be given as to its accuracy.

This Document was drafted on the basis of data and information of the Company and/or in the public domain, and on parameters and assumptions determined in good faith by the Company. However, these parameters and assumptions are not the only ones that could have been selected for the purpose of preparing this Document, therefore the application of additional parameters and assumptions, or the existence of different market conditions, could lead, in good faith, to analyses and assessments that may differ, in whole or in part, from those contained herein.

The information and/or the assessments contained herein have not been subjected to verification by independent experts, and are subject to changes and/or updates. The Company undertakes no obligation to give prior or subsequent communication in the event that any such changes and additions may become necessary or appropriate.

No information contained in this Document can or shall be considered a guarantee or an indication of future operating, financial and equity results of the Company.

To the extent permitted by applicable law, the Company and its corporate officers, managers, employees, and consultants do not make any declaration or guarantee and do not assume any obligation, either express or implied, or responsibility as to the accuracy, sufficiency, completeness and update of any information contained in the Document nor in respect of any errors, omissions, inaccuracies or negligence herein.

This Document is provided merely for information and indicative purposes and does not constitute in any way a proposal to enter into any contract nor a public offering of financial products, nor advice or a recommendation to buy or sell any financial products.

You are the exclusive addressee of this Document which as such cannot be delivered nor disclosed to any third parties nor reproduced, in whole or in part, without the prior authorization of the Company.

The Manager in charge of preparing the corporate accounting documents of Orsero S.p.A., Mr. Edoardo Dupanloup certifies, pursuant to art. 154-bis, paragraph 2, of Legislative Decree 58/98 that the accounting information contained in this press release corresponds to the documentary results, books and accounting records.

Minor discrepancies in calculating percentage changes and totals in tables of this presentation are due to rounding.

2

Key Financials Q1 2024*

• Three months ended 31 March 2024

Q1 2024 Results ● back to normal trend on shipping and banana

C

O	• Economic and Financial response
- Capex perfectly in line with planned investments, enhancing the group Distribution footprint, while aligning to the ESG strategic plan - among the main construction sites there is the Verona
R
warehouse (although it is still in a preliminary phase), in addition to improvements to buildings and equipment in the warehouses in France, Spain, Italy and Portugal, together with normal
P
renovation investments at all sites
O
- Interest rates situation: strong increase in Euribor, just partially affecting the Group's average cost of debt thanks to its debt structure and the hedging strategy performed swapping variable
R
with fixed rates (gross debt: about 90% with more than 2,12 years duration; almost 56,5% resulting in fixed rates)
A	- On May 15, a dividend of 0,60 €/share is to be paid to Orsero shareholders with a total outlay of abt. 10,2 M€
T	• FY 2024 Financial and ESG Guidance confirmed
E

B

U

S

I

N E S S

• Market context
• • The first quarter of 2024 was marked by a slow down of the European inflationary pressure, with selling prices started to decline and volumes of F&V still low, the latter also impacted by adverse climate conditions on the sourcing side of the value chain and by weak consumption patterns among some regions of interest of the Group. In addition, the geopolitical context keeps being uncertain, with tensions impacting sourcing and imports. Against such unfavorable backdrop, the Group is still performing well, in accordance with market average and in line with the seasonality trend affecting the first quarter, which is historically the lower of the year in terms of sales and profitability
• Distribution BU
• • Sales decrease of 0,9% vs Q1 2023
  • • Sales declined as a result of the normalisation of the Banana product, lower demand of winter campaigns produce in some geographies and bad weather conditions affecting some campaigns in the countries of origin
  • Adjusted EBITDA margin comes in at 3,7% vs 4,8% LY, in the light of:
  • • Products: (i) back-to-normal market context for bananas; (ii) satisfactory output of some F&V campaigns, although not as widespread across all campaigns as in Q1 2023
• Shipping BU
• • Normalisation of the freight rates, which started in the second half of 2023 , together with lower volumes on the back haul
  • Adjusted EBITDA of 7,2 M€ vs 12,9 M€ in Q1 2023, representing 25,6% of revenue (Q1 2023: 37,4%)

Quarterly weight on FY

(2019-2023)

Sales Mix

EBITDA Mix

Q1 Q2 Q3 Q4

4

Executive summary ● Consolidated figures

M€		Q1 2024		Q1 2023	TOTAL CHANGE
					Amount	%
Net Sales		337,9		347,3	(9,4)	-2,7%
Adjusted EBITDA*		16,8		26,2	(9,4)	-35,9%
Adjusted EBITDA Margin		5,0%		7,6%	-257 Bps.
Adjusted EBIT		8,6		18,2	(9,6)	-52,7%
Adjusted Net Profit **		4,9		13,4	(8,5)	-63,3%
Net Profit		5,0		13,0	(8,0)	-61,7%
M€		31.03.2024		31.12.2023
Net Invested Capital		384,6		366,4
Total Equity		245,6		238,5
Net Financial Position		139,0		127,8
NFP/ Total Equity		0,57		0,54
NFP/Adj. EBITDA		1,42		1,19
Net Financial Position excl. IFRS 16***		77,3		67,1
NFP/ Total Equity excl. IFRS16		0,31		0,28
NFP/Adj. EBITDA excl. IFRS16		0,96		0,74

• Net sales Q1 2024 are 337,9 M€, down by 9,4 M€ vs LY overall

• Distribution BU: seasonality trend affecting Q1, in addition to adverse climatic conditions for some campaigns and weak consumption trends
• Shipping BU: normalization of freight rates, started in the second half of 2023, continuing in 2024
• Adjusted EBITDA comes in at 16,8 M€, down by 9,4 M€ or - 35,9%% vs LY, with a margin of 5,0% (- 257 bps. vs LY)
• Overall, an adequate result for the first quarter, which is affected by a seasonality effect for the Distribution BU and a back-to-normal trend for the Shipping BU
• Adjusted EBIT moves downwards to 8,6 M€, down 9,6 M€ or - 52,7% vs LY, as a direct consequence of lower operating results
• Adjusted Net profit declines by 63,3%, down 8,5 M€, to 4,9 M€ vs 13,4 M€
  LY
• Net profit (reported) stands at 5,0 M€
• Total Equity swells to 245,6 M€, on the back of period net profit
• Net Financial Position Excl. IFRS 16(***) is 77,3 M€ (Net Debt), including:
• Robust cash buffer of 88,0 M€ (Cash and cash equivalents )
• Gross financial debt of 165,3 M€ including 23,8 M€ of deferred considerations of the acquisitions
• Net Financial Position, stands at 139,0 M€
• Including 61,7 M€ IFRS 16 liabilities (of which fifth vessel lease 9,7 M€)

5

• Adjusted EBITDA excl. IFRS 16 is equal to 12,4 M€ in Q1 2024 and 22,1 M€ in Q1 2023
• Adjusted for non-recurring items and Top Management incentives, net of their estimated tax effect
• IFRS 16 effect consisting in NFP of 61,7 M€ at the end of 2023 and 60,8 M€ at the end of 2023

Net Sales and Adj. EBITDA

NET SALES VARIANCE (M€)

347,3

TOTAL CHANGE - 9,4 M€ | - 2,7%

337,9

ADJUSTED EBITDA VARIANCE (M€)

Distribution	26,2		TOTAL CHANGE - 9,4 M€ | -35,9%		16,8
Shipping

2,8

34,5

323,1

-13,1

-2,8

- 0,9%

-6,4

-18,6%

-0,2

ns

0,0

ns

2,6

28,1

320,3

-13,1

Service
				-3,9
I/S Eliminations	12,9	-5,7			0,2
											7,2
	15,6								11,7
			-2,3												-2,1

Net	Sales	Distribution	Shipping	Service	I/S Eliminations Net	Sales
Q1	2023				Q1	2024

Net sales Q1 2024 post an overall decrease of 9,4 M€ or - 2,7 % vs LY

• Distribution is up down by 2,8 M€, or -0,9%:
• • Sales are down as a result of the combined effects of lower consumption trend, the normalization of the Banana product and adverse climatic conditions impacting some campaigns, which marks a result in line with the market average, yet lower than the exceptional outcome achieved in Q1 2023
• Shipping decreases by 6,4 M€, or - 18,6%, as a consequence of:
• • Normalisation of the freight rates, already started in the second half of 2023, paired with lower volumes on the dry side
  • Weaker dollar exchange rate
• Service/Holding is down by 0,2 M€ and inter-segment eliminations is unchanged

Adj EBITDA	Distribution	Shipping	Service	Adj EBITDA
Q1 2023				Q1 2024
Adj. Ebitda Margin % 7,6%	3,7%	25,6%	ns	5,0%

Q1 2024 Adjusted EBITDA id down by 9,4 M€ or - 35,9 % vs LY, margin is 5,0% vs 7,6% LY:

• Distribution declines on the back of:
• • Products: back-to-normal market context for bananas and uneven winter campaigns output, with some impacted by negative weather conditions
• Shipping decreases by 5,7 M€:
• • As forecasted, progressive normalization characterized by still good levels of transported volumes
• Holding & Service is up by 0,2 M€ due to lower personnel and travel costs

6

Consolidated Net Profit

ADJUSTED NET PROFIT VARIANCE (M€)

	TOTAL CHANGE
		- 8,5M€
	-0,4
	-9,4
13,0	13,4		1,0	0,1
	-0,2	0,1
			4,9	5,0

Net Profit	Adjustments	Adj. Net Profit	Adj. EBITDA	D&A / Provisions	Financials /	Tax	Adj. Net Profit	Adjustments	Net Profit
Q1 2023	Q1 2023	Q1 2023			Share of Profit		Q1 2024	Q1 2024	Q1 2024

Adjusted Net Profit Q1 2024 decreases to 4,9 M€, down by 8,5 M€, excluding the adjustments and their tax effect:

• • Resulting from lower margins, slightly higher D&A/provisions, lower financial costs and decreased taxes (with an increased tax rate due to the tax effect linked to the lower contribution of the Shipping BU on the net profit).
• Total adjustments Q1 2024 equal to a profit of 0,1 M€, net of estimated tax, comprising:
• • provision for employees' profit sharing in Mexico and France of 302 K€ more than offset by other one-off effects of +357 K€
• Net Profit stands at 5,0 M€ versus 13,0 M€ LY

7

Consolidated Net Equity and NFP

NET EQUITY VARIANCE (M€)

	5,0	1,7		0,5
238,5						245,6
Net Equity FY 2023	Net Profit	Hedging reserves	Others	Net Equity Q1 2024

Q1 2023

NFP EXCL. IFRS 16 VARIANCE - ILLUSTRATIVE (M€)

Total change +10,2 M€

-11,8

-3,6

-61,7

5,2

139,0

77,3

67,1

FY 2023

Cash Flow

NWC

Operating

Q1 2024

IFRS16

Q1 2024

Excl. IFRS16

change

Capex

Excl. IFRS16

liabilities

incl IFRS16

COMMERCIAL NWC - SEASONAL PATH (M€)

45

49

37

Dec.	Mar.	Jun.	Sep.	Dec.	Mar.	Jun.	Sep.	Dec.	Mar.
2021	2022	2022	2022	2022	2023	2023	2023	2023	2024

• Excluding non-cash capex related to incremental IFRS 16 right-of-use equal to 4,8 M€.

Total Shareholders' Equity comes in at 245,6 M€ as a result of:

• Net profit of the period of 5,0 M€
• Positive impact of MTM change of hedging instruments of 1,7 M€ (oil, interest rates and USD)
• Others positive effect of 0,5 M€

NFP excl. IFRS16 stands at 77,3 M€, or 139,0 M€ with IFRS16 liabilities:

• Positive cash flow generation of abt. 5,2 M€
• Commercial NWC absorption, of 11,8 M€ due to seasonality
• Operating Cash Capex(*) are 3,6 M€, for investments in core activities:
• • 0,5 M€ banana and avocado ripening rooms in Cavaillon (FR)
  • 0,8 M€ new market stand in Milan and Verona
  • 2,3 M€ related to several minor recurring investments on distribution platforms

Cash and cash equivalents come in at 88,0 M€

Liabilities related to IFRS 16 are equal to 61,7 M€

• The incremental IFRS 16 right-of-use of Q1 2024 are equal to 4,8 M€

8

Appendix

9

Company structure

Shipping	Distribution		Holding & Services
COSIARMA	FRUTTITAL	AZ FRANCE	ORSERO SPA
Italy	Italy	France	Italy
ORSERO CR	GALANDI	BLAMPIN **	FRESCO
Costa Rica	Italy	France	SHIP'S AGENCY & FOWARDING
		AGRICOLA AZZURRA *	CAPEXO	Italy
		Italy 50%	France	ORSERO
					SERVIZI
		I FRUTTI DI GIL	FRUTTICA	Italy
		Italy 51%	France	FRUPORT *
		SIMBA	H.NOS	Spain 49%
		Italy	FERNANDEZ LOPEZ
		SIMBACOL	Spain
		BONAORO *
		Colombia
		BELLA FRUTTA	Spain 50%
		CITRUMED***
		Greece
		EUROFRUTAS	Tunisia 50%
		MOÑO AZUL *
		Portugal
		COMM. DE FRUTA	Argentina 19,2%
		ACAPULCO
		Mexico

10

• Equity Method
• 80% of fully diluted share capital + call option on 13,3%
• at cost