Tinexta S p A : Half Year Financial Report

Half-year

Financial

Report at 30/06/2023

This English version of Tinexta's Half-year Financial Report at 30/06/2023 is made available to provide non- Italian speakers a translation of the original document. Please note that in the event of any inconsistency or discrepancy between the English version and the Italian version, the original Italian version shall prevail

CONTENTS
Company data and composition of corporate bodies	3
Summary of Group results	4
INTERIM REPORT ON OPERATIONS	6
Group activities	6
Key events of the period	11
Definition of "non-GAAP" alternative performance indicators	17
Summary of results for the first half of 2023	20
Summary of second quarter 2023 results	29
Statement of financial position of the Group	35
Key events subsequent to the end of the half year	40
Outlook	42
Treasury share purchase programme	42
2020-2022 Stock Option Plan	44
2021-2023 Stock Option Plan	45
2023-2025 Performance Shares Plan	46
Main risks and uncertainties	46
Transactions with Related Parties	50
CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS	51
Consolidated Financial Statements	52
Notes to the Condensed Interim Consolidated Financial Statements at 30 June 2023	59
Information on the Statement of Financial Position	80
Information on the Comprehensive Income Statement	106
Additional information	118
Certification of the Condensed Interim Consolidated Financial Statements of Tinexta Group at 30
June 2023 pursuant to Art. 154 bis, paragraph 5 of the Legislative Decree No. 58/1998 (Testo Unico
della Finanza)	124
Report on review of Condensed interim Consolidated Financial Statements	125

Tinexta S.p.A. - Half-Yearly Financial Report at 30 June 2023

2

Company data and composition of corporate bodies

Parent Company's Registered Office

TINEXTA S.p.A.

Piazza Sallustio 9

00187 Rome - Italy

Statutory Information about the Parent Company

Share capital resolved, subscribed and paid-in €47,207,120 Rome Corporate Registry no. RM 1247386

Tax ID and VAT no. 10654631000 Institutional website www.tinexta.com

Corporate bodies currently in office
Board of Directors
Enrico Salza	Chairperson
Riccardo Ranalli	Deputy Chairperson
Pier Andrea Chevallard	Chief Executive Officer
Laura Benedetto	Director
Eugenio Rossetti	Director (independent)
Valerio Veronesi	Director (independent)
Elisa Corghi	Director (independent)
Paola Generali	Director (independent)
Caterina Giomi	Director (independent)
Laura Rovizzi	Director (independent)
Gianmarco Montanari	Director (independent)
Control, Risks and Sustainability Committee
Eugenio Rossetti	Chairperson
Riccardo Ranalli
Laura Rovizzi
Related Party Committee
Valerio Veronesi	Chairperson
Paola Generali
Caterina Giomi
Remuneration Committee
Elisa Corghi	Chairperson
Laura Benedetto
Gianmarco Montanari
Board of Statutory Auditors
Luca Laurini	Chairperson
Andrea Bignami	Standing Auditor
Monica Mannino	Standing Auditor
Maria Cristina Ramenzoni	Alternate Auditor
Umberto Bocchino	Alternate Auditor
Independent Auditors
KPMG S.p.A.

Manager responsible for the preparation of the corporate accounting documents Oddone Pozzi

Registered and operating headquarters	Operating headquarters
Piazza Sallustio 9 - 00187 Rome	Via dei Valtorta 47 - 20127 Milan
	Via Principi d'Acaia 12 - 10138 Turin

Tinexta S.p.A. - Half-Yearly Financial Report at 30 June 2023

3

Summary of Group results

	Summary income statement data		1st half 2023			1st half 2022		Change			%
	(Amounts in thousands of Euro)				Restated1				change
	Revenues		182,476			168,001		14,475			8.6%
Adjusted EBITDA	37,905	37,055	849	2.3%
	EBITDA		34,528			32,625		1,902			5.8%
Adjusted operating profit (loss)	28,015	28,771	(757)	-2.6%
	Operating profit (loss)		15,235			15,818		(583)			-3.7%
Adjusted net profit from continuing operations	18,874	18,760	114	0.6%
	Net profit from continuing operations		9,336			10,915		(1,579)			-14.5%
Profit (loss) from discontinued operations	36,065	3,270	32,795	1002.9%
	Net profit		45,401			14,185		31,216			220.1%
Adjusted free cash flow from continuing operations	29,268	22,978	6,289	27.4%
	Free cash flow from continuing operations		27,941			16,116		11,825			73.4%
Free cash flow	27,685	23,147	4,538	19.6%
	Earnings per share (in Euro)		0.94			0.28		0.67			240.7%
Earnings per share from continuing operations (in Euro)	0.15	0.21	(0.06)	-28.5%
	Summary income statement data		2nd quarter			2nd quarter					%
				2022		Change
	(Amounts in thousands of Euro)		2023						change
				2
						Restated
	Revenues		96,424			89,851		6,573			7.3%
Adjusted EBITDA	22,953	22,551	401	1.8%
	EBITDA		20,985			21,048		(63)			-0.3%
Adjusted operating profit (loss)	17,842	18,277	(436)	-2.4%
	Operating profit (loss)		10,952			12,405		(1,454)			-11.7%
Adjusted net profit from continuing operations	12,205	12,105	100	0.8%
	Net profit from continuing operations		7,249			9,588		(2,338)			-24.4%
Profit (loss) from discontinued operations	(1,565)	1,687	(3,252)	-192.8%
	Net profit		5,684			11,274		(5,590)			-49.6%
Adjusted free cash flow from continuing operations	6,495	655	5,839	891.0%
	Free cash flow from continuing operations		6,802			(4,303)		11,105			-258.1%
Free cash flow	6,789	(1,427)	8,216	-575.9%
	Earnings per share (in Euro)		0.09			0.23		(0.13)			-58.4%
Earnings per share from continuing operations (in Euro)	0.12	0.19	(0.07)	-36.6%

1. The comparative figures of first half of 2022 have been restated in relation to the completion, in the fourth quarter of 2022, of the activities to identify the fair values of the assets and liabilities of CertEurope S.A., consolidated on a line-by-line basis from 1 November 2021, of Evalue Innovacion consolidated on a line-by-line-basis from 1 January 2022, of Enhancers S.p.A. consolidated from 1 April 2022 and of Sferabit S.r.l. consolidated from 1 May 2022.
2. The comparative figures of the second quarter of 2022 have been restated in relation to the completion, in the fourth quarter of 2022, of the activities to identify the fair values of the assets and liabilities of CertEurope S.A., consolidated on a line-by-line basis from 1 November 2021, of Evalue Innovacion consolidated on a line-by-line-basis from 1 January 2022, of Enhancers S.p.A. consolidated from 1 April 2022 and of Sferabit S.r.l. consolidated from 1 May 2022.

Tinexta S.p.A. - Half-Yearly Financial Report at 30 June 2023

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Summary financial position statement data	30/06/2023	31/12/2022		Change		% change
(Amounts in thousands of Euro)
Share capital	47,207	47,207		0		0.0%
Shareholders' equity	447,411	402,015	45,396	11.3%
Total financial indebtedness	52,552	77,557		(25,005)		-32.2%
Summary financial position statement data	30/06/2023	30/06/20223		Change		% change
(Amounts in thousands of Euro)
Share capital	47,207	47,207		0		0.0%
Shareholders' equity	447,411	311,563	135,848	43.6%
Total financial indebtedness	52,552	267,834		(215,282)		-80.4%

3 The comparative figures at 30 June 2022 have been restated in relation to the completion, in the fourth quarter of 2022, of the activities to identify the fair values of the assets and liabilities of CertEurope S.A., consolidated on a line-by-line basis from 1 November 2021, of Evalue Innovacion consolidated on a line-by-line-basis from 1 January 2022, of Enhancers S.p.A. consolidated from 1 April 2022 and of Sferabit S.r.l. consolidated from 1 May 2022.

Tinexta S.p.A. - Half-Yearly Financial Report at 30 June 2023

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