BOARD OF DIRECTORS APPROVES INTERIM FINANCIAL REPORT AT SEPTEMBER 30, 2021

PRESS RELEASE

BOARD OF DIRECTORS APPROVES

INTERIM FINANCIAL REPORT AT SEPTEMBER 30, 2021

• Revenues and operating income of Euro 126.4 million, from Euro 109.1 million in 9M 2020
• EBITDA1 of Euro 37.6 million, from Euro 32.7 million in 9M 2020; EBITDA margin at 29.7%;
• EBIT of Euro 9.0 million;
• Revenues and EBITDA up 5.6% and 4.3% respectively on 9M 2020 pro-forma at like-for-like consolidation scope;
• Net profit of Euro 5.1 million, compared to Euro 3.6 million in 9M 2020;
• Cash EBITDA2 of Euro 29.7 million, compared to Euro 24.9 million for 9M 2020;
• Net Financial Debt of Euro 140.8 million (Euro 128.2 million at December 31, 2020);
• Orders (TCV) of Euro 69.0 million, compared to Euro 69.8 million in 9M 2020, driven by International Wholesale growth;
• 2021 guidance at equity, financial and earnings level confirmed.

Milan, November 11, 2021 - The Board of Directors of Retelit S.p.A. (EXM: LIT.MI) ("Retelit" or the "Company"), the Italian fiber optic and digital transformation project leader, listed on the Euronext Milan Market - STAR segment, in a meeting today chaired by Mr. Dario Pardi, reviewed and approved the Interim Financial Report at September 30, 2021.

"2021 - stated Dario Pardi, Chairman of Retelit - as well as being a further year of growth, featured important news for the Group. Listed since 2000, Retelit's value generation for the market over the past 6 years has been steady and significant. The appreciation for the great work done in recent years - which has made Retelit a key player in the telecommunications sector in Italy - has led to the interest of the private equity fund Asterion Industrial Partners, which, following the public tender offer now concluded, will delist the company. Now an equally interesting and challenging development phase awaits us, accompanied by ambitious investment projects and innovations."

"The first nine months of the year have returned very satisfactory results that confirm the Group's solidity and a distinctive and excellent positioning in the sector - stated Federico Protto, CEO and General Manager of Retelit -. The combination of Retelit's proprietary assets (a comprehensive fiber-optic network in Italy and across the world and a nationwide Data Center network) and the innovation and digital expertise has created a unique player in Italy. The actions rolled out recently have further optimised profitability and we are now ready to take up the new challenge that comes with the increasing integration between infrastructures, platforms, managed services and ICT solutions".

• Alternative Performance Indicators: EBITDA (Earnings Before Interest Taxes Depreciation and Amortization) is an alternative performance indicator not defined under IFRS but used by company management to monitor and assess the operating performance as not impacted by the effects of differing criteria in determining taxable income, the amount and types of capital employed, in addition to the relative amortization and depreciation policies. Retelit defines this indicator as the result before financial charges, taxes, depreciation and amortisation, non-recurring operating provisions and the assessment of the recoverability of trade receivables.

• Cash EBITDA, a metric used by Retelit expressing the effective capacity to generate operating cash net of working capital effects, calculated by subtracting from consolidated EBITDA items not producing currently or in the future cash flows and adding items which have produced or may produce additional cash flow over reported EBITDA.

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9M 2021 CONSOLIDATED FINANCIAL HIGHLIGHTS

INCOME STATEMENT

The Interim Financial Report at September 30, 2021 consolidates the results of Brennercom, which joined the Group following its acquisition on July 30, 2020, and the results of Welol as of July 1, 2021. The results of the Retelit Group at September 30, 2021 are therefore not comparable with 2020 figures due to the changes in the consolidation scope.

(in Euro/000)	9M 2021	9M 2020	Change
Total Revenues and Income	126,420	109,051	17,369
EBITDA	37,579	32,711	4,868
EBIT	9,017	7,577	1,440
Result before taxes (EBT)	4,639	4,130	509
Net Profit	5,102	3,625	1,477
Net margin percentage (1)	4.04%	3.32%
(1) Net profit/(loss)/Total revenues and income

(in Euro/000)	30/09/2021	31/12/2020
Parent Company Shareholders Net Equity	179,561	178,498
Average workforce	651	642

Revenues and operating income totalled Euro 126.4 million in 9M 2021, compared to Euro 109.1 million in 9M 2020 and include revenues for infrastructure cessions in 9M 2021 of Euro 5.6 million and income from the concession of fiber optic, cables duct and transmission system rights-of-use which qualify as finance leases as per IFRS 16 (Euro 6.7 million in 9M 2020).

Core revenue totalled Euro 121.8 million, compared to Euro 107.0 million in 9M 2020 and broke down as follows: Enterprise & Government revenues of Euro 75.6 million (62%) and Wholesale revenues of Euro 46.2 million (38%).

EBITDA in 9M 2021 was Euro 37.6 million, compared to Euro 32.7 million in 9M 2020. The EBITDA margin was 29.7%, substantially in line with 30.0% in the previous year.

Cash EBITDA was Euro 29.7 million, compared to Euro 24.9 million in 9M 2020.

EBIT reported a profit of Euro 9.0 million, compared to Euro 7.6 million in the same period of the previous year.

The pre-taxprofit was Euro 4.6 million, compared to Euro 4.1 million in 9M 2020 and includes financial charges of Euro 4.5 million matured on the medium-/long-term loan contract agreed by Retelit Digital Services S.p.A with a bank syndicate for a total maximum amount of Euro 156.2 million.

Deferred taxes amounted to approx. Euro 1.0 million and refers for Euro 0.9 thousand to the tax effect on the amortisation of the PPA on client relationships.

Net profit totalled Euro 5.1 million, compared to Euro 3.6 million in 9M 2020.

Entirely for comparison purposes, presented below are the Retelit Group key financial highlights for 9M 2020, on a pro-forma basis, at like-for-like consolidation scope with the same period of 2021 (including Brennercom, excluding the US subsidiaries sold in Q1 2021 and including Welol) and simulating the effect of the PPA.

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	(Euro thousands)			9M 2021		9M 2020	Change
				%
	REVENUES	126,420		119,740	5.58%
	EBITDA	37,579		36,016	4.34%

BALANCE SHEET

The Group's Net Financial Debt is Euro 140.8 million (Euro 128.2 million at December 31, 2020). The increase include payment of dividends for a total of approx. Euro 5.0 million.

Non-current liabilities in the amount of Euro 182.5 million decreased by approx. Euro 11.6 million, due mainly to the reduction in non-current financial liabilities following repayment of the first instalment of the loan due on June 30, 2021 and the consequent reclassification of the debt on the loan between current and non- current portions.

Non-current financial payables at September 30, 2021 totalled Euro 148.2 million and concern for Euro 127.9 million the long-term portion of the financial payable agreed with a bank syndicate to support the acquisitions made last year and for Euro 20.3 million the long-term portion of the financial payables for leased assets.

Group financial assets amount to Euro 34.4 million, comprising cash and cash equivalents (Euro 31.7 million) and other current financial assets (Euro 2.7 million), which at December 31, 2020 amounted to Euro 58.3 million.

The current financial assets include Euro 2.7 million for three Unicredit bonds held by Brennercom S.p.A..

In addition to changes in working capital, the reduction in cash and cash equivalents of Euro 22.8 million was also due to the payment made in the first half of 2021 to the sellers of the former PA Group as settlement of the second earn-out provided for in the sale agreement for Euro 2.0 million and the payment made to the former shareholders of Brennercom for Euro 0.5 million, arising from the timely definition of the company's net financial position at the acquisition date and due as a price adjustment, the first payment on account made to the sellers of Welol at the transaction closing date for Euro 1 million, the payment of dividends to the shareholders Retelit S.p.A. for approx. Euro 5.0 million and in part the settlement of the initial loan instalment for approx. Euro 9.6 million and interest and net working capital effects.

Group shareholders' equity increased from Euro 178.5 million at December 31, 2020 to Euro 179.6 million at September 30, 2021.

Total investments in 9M 2021 amounted to Euro 17.0 million, of which Euro 16.3 million in infrastructure and Euro 0.7 million in the AAE-1 Strategic Area.

The number of sites reached by fiber totalled 13,033 at the end of September 2021, of which 49 other operator Data Centers, 7,356 business customer sites and 3,662 residential customers (FTTH), 1,473 telecommunication towers and 451 cabinets, with 18 proprietary Data Centers in Italy and one in Austria. Network infrastructure therefore extended to approx. 15,371 km (equivalent to approx. 372,000 km of fiber optic cables, of which 127,000 km located in MAN).

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OPERATING PERFORMANCE

The acquisition of the PA Group led to the creation of a leading Italian ICT integrated services operator, highly diversified between added value infrastructure and services, leveraging the offer and expertise of two perfectly complementary enterprises. Specifically, a new business organisation was designed on the basis of

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the target customers, Enterprise & Government customers and Wholesale customers and the offer areas: "Platforms and Infrastructures" and "Solutions" or managed ICT services.

The "Platforms and Infrastructures" business (73% of total revenues) is focused on the capacity to support the customer through services ranging from fiber optic connectivity to the Multicloud, Cyber Security services and Application Performance Monitoring to SD-WAN technology based network services and co- location services, and finally the connectivity services on the AAE-1 cable.

The "Solutions" business (27% of total revenues) includes complete and integrated solutions, such as operating software (SAP, Microsoft Dynamics, software and proprietary products, etc.), CRM, Business Analytics, Networking, Cyber Security and Cloud and Datacenter services.

Enterprise & Government

In the first nine months of 2021, revenues totalled Euro 75.6 million (62% of total revenues), of which Euro

42.8 million in the Platform and Infrastructure business - and Euro 32.8 million in the Solutions business. Revenues stemmed from major enterprises and SME's, belonging mainly to the Finance, Industry and Public Sector segments. Operations generated new orders (TCV) for Euro 39.5 million (57.2% of total orders), of which Euro 14.7 million concerning Platforms and Infrastructure and Euro 24.8 million concerning the Solutions business.

Wholesale

In the first nine months of 2021, revenues totalled Euro 46.2 million (38% of total revenues), of which Euro

1. million National and Euro 24.9 million International. Operations generated new orders (TCV) for Euro

1. million (42.8% of total orders), of which Euro 12.3 million National and Euro 17.2 million International.

SIGNIFICANT EVENTS IN THE PERIOD

On July 26, 2021, and in collaboration with CrowdM, the Retelit Group company PA ABS created Kyma, Kyma Mobility's virtual assistant developed using the MaIA Platform created by CrowdM. The platform utilises Conversational Artificial Intelligence to answer users' questions, creating a communication flow that responds to user inputs in the chat box.

On July 27, 2021, and through its subsidiary Retelit Digital Services S.p.A., Retelit completed the acquisition of 100% of Welol Next S.r.l., based in Turin and with a software factory in Cagliari. Welol is an Italian ICT provider focused on the development of software solutions, based on Microsoft technology, to improve and simplify operating processes. Welol is a Microsoft Gold Partner.

On July 28, 2021, the Retelit Group company Up Solutions was included as "Supplier I 4.0" on the portal www.digitalexperiencenter.it. This portal, created by Unioncamere Lombardia as part of the PID - Punti Impresa Digitale (Digital Enterprise Points) - project, connects the Lombard Chambers of Commerce, the Italian Union and the Lombardy regional government to promote the growth and development of digital technologies as part of the Impresa 4.0 National Plan.

On August 3, 2021, Retelit announced that on July 31, 2021, the shareholder agreement signed on July 30, 2020 pursuant to Article 122, paragraph 5, letter b) of the CFA between the wholly-owned subsidiary Retelit Digital Services S.p.A., Athesia Druck S.r.l. and Athesia Tyrolia Druck GmbH had dissolved, following the conclusion of its duration.

On August 30, 2021, Retelit and WIS TELECOM, a global telecommunications service provider, announced a collaboration to upgrade the IG-1 submarine cable system to 400 Gbps technology and create a new low- latency fiber-optic link between Western Europe and the Balkan Peninsula, operational from October 2021.

On September 27, 2021, Retelit MED, the Italian-Libyan joint venture between Retelit and LPTIC, announces an agreement to provide strategic and technological consulting and ICT skills development to LPTIC and its operating companies LITC, an international wholesale operator, and HATIF Libya, a fixed-line operator. The partnership confirms the company's goal to work together to drive and guide Libya towards a competitive

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digital transformation.

SUBSEQUENT EVENTS

On October 6, 2021, as regards the full voluntary public tender offer promoted by Marbles S.p.A. on the shares of Retelit S.p.A., based on the final results of the Offer following the deadline extension and the purchases on the market by Marbles S.p.A., the total investment held by Marbles S.p.A. directly and indirectly amounted to (including the 4,185,636 Retelit shares held by the subsidiary Retelit Digital Services S.p.A., also the "Treasury Shares") 156,035,330 shares, equal to 94.990% of the share capital of Retelit S.p.A.

On October 27, 2021, Marbles S.p.A. announced that it is required to purchase, from their respective holders upon request, all 12,415,252 Retelit shares that are not currently held by the Bidder directly or indirectly (the "Residual Shares"), including 4,185,636 Treasury Shares. The Residual Shares represent 7.558% of the share capital of Retelit S.p.A.. As part of the relative procedure ("sell-out procedure"), in place until November 19, the Bidder will pay a cash consideration of Euro 3.10 per Residual Share to Marbles shareholders requesting that the Bidder purchase their Residual Shares.

On November 2, 2021, Marbles S.p.A. communicated that, as part of the sell-out procedure, the threshold of 95% of the share capital of Retelit S.p.A. was exceeded and therefore the conditions for the exercise of the purchase right pursuant to Article 111 of the CFA and the purchase obligation as per Article 108, paragraph 1, of the CFA have already been verified. Therefore, on conclusion of the sell-out procedure, the bidder will initiate the so-called "joint procedure" with regard to any Retelit shares still in circulation on the date of payment of the sell-out price, the terms of which will be agreed with CONSOB and Borsa Italiana in accordance with law and which will result in the transfer of ownership of these shares to the bidder, as well as the delisting of Retelit shares.

OUTLOOK FOR THE CURRENT YEAR

The update to the 2021-2025 Business Plan, approved by the Board of Directors on February 11, 2021, in continuity with the current strategy, further accelerates the growth of synergies that the Company intends to develop by proposing a joint and direct offer to the Business Infrastructure and Solutions market, thanks to the acquisition of PA Group and Brennercom.

The plan, prepared against a global backdrop that has not yet recovered from the emergency situation created by the COVID-19 pandemic, targets organic growth for the Group through further development of the Business segments of both RDS and PA Group and acquisition of market share in the domestic and international wholesale segments, leveraging the AAE-1 cable system and international partnerships.

The 2021-2025 Business Plan is based on the following strategic drivers:

• Platform & Infrastructure - investments are continuing in order to expand and generate earnings from the fiber optic network and, more generally, the Group's infrastructure and platforms. Specifically, investments during the period covered by the plan will focus mainly on the development of current infrastructure both in Italy and abroad, creating connectivity for strategic sites such as ports, airports, military bases, data centers etc., and to towers.
• Solutions - Retelit's strategy for the period covered by the plan will focus mainly on three areas:

1. ERP - SAP and Microsoft Dynamics 365: leverage cloud ERP systems;

1. Software development: develop dedicated software for business areas and extend vertical markets;

1. Government: development in the public sector and smart city projects.

The Plan sets out the achievement of the following targets by 2025:

1. Forecast revenues of Euro 234-248 million o EBITDA of Euro 88-94 million
   o Free cash flow of Euro 185-202 million (cumulative five-year figure)

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