Earnings release
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Sesa SpA - HQ in Empoli (Florence), Via della Piovola 138, Share Capital Euro 37,126,927.50 VAT number, Fiscal and number of the Florence Company Register 07116910964 Ph. Number: 0039 0571 900900; Corporate website: www.sesa.it PRESS RELEASE APPROVAL OF THE CONSOLIDATED INTERIM REPORT FOR THE NINE-MONTH PERIOD AS OF JANUARY 31, 2025 Consolidated results as of January 31, 2025 1 (9-months ending 01/31/2025) increasing in terms of Revenues (+5.0% Y/Y, +11.7% in Q3 20252), with a significant reversal from the First-Half trend and the back to growth in operating profitability in Q3 2025 (Ebitda +2.6% Y/Y) - Consolidated Revenues and Other Income : Eu 999.5 million in Q3 2025 (+1 1.7% Y/Y) vs Eu 894.5 million; Eu 2,516.9 million in the 9-months ending 01/31/2025 (+5.0% Y/Y) vs. Eu 2,396.1 million. - Consolidated Ebitda: Eu 68.8 million in Q3 2025 (+2.6% Y/Y) vs. Eu 67.0 million; Eu 176.7 million in the 9-months ending 01/31/2025 (-2.0% Y/Y), thanks to growth in Business Services sector and return to growth in Digital Green sector in Q3 2025. - Adjusted Net Income3: EUR 33.2 million in Q3 2025 (-2.7% Y/Y); EUR 75.4 million in 9-months ending 01/31/2025 (-10.4%Y/Y). - Net Financial Position Reported (net debt) for Eu 92.2 million vs Eu 62.5 million Y/Y, with a significant recovery compared to 10/31/2024. - 6,367 Headcounts as of January 31, 2025 (+14.5% Y/Y), mainly focused on growing areas of the market (Vertical Applications, Digital Platform, Consultancy). - Confirmed positive outlook for the Full Year as of April 30, 2025 , with mid-single digit growth in Revenues and Ebitda, thanks to the expected positive trend in Q4 2025 Empoli (FI), March 13, 2025 The Board of Directors of Sesa S.p.A., reference player in Digital Technology, System Integration and Business Application for the business segment, today approved the consolidated Interim Report referring to the 9-months period as of January 31, 2025, in accordance with EU-IFRS accounting standards In the period under review Sesa Group achieves Consolidated Revenues and Other Income 1 of Eu 2,516.9 million (+5.0% Y/Y) and a Consolidated Ebitda1 equal to Eu 176.7 million (-2.0% Y/Y), confirming the ability to attract and retain competencies with 6,367 resources as of January 31, 2025 (+14.5% Y/Y) and consolidating the strong growth of FYs 2020-2024, which has led the Group from Eu 1.776 billion to Eu 3.211 billion in terms of revenues and from Eu 94.5 million to Eu 239.5 million in terms of Ebitda. The results of Q3 20252 only, showed strong growth in Revenues and Ebitda in a challenging market scenario, with Consolidated Revenues and Other Income of Eu 999.5 million (+11.7% Y/Y) and a Consolidated Ebitda equal to Eu 68.8 million, up 2.6% Y/Y. Consolidated Revenues and Other Income1 grew by 5.0% as of January 31, 2025 (+11.7% in the Q3 2025 only), and are equal to Eu 2,516.9 million, with the following trends across the Group's Sectors: - VAS Sector with Revenues and Other Income amounting to Eu 1,581.9 million as of January 31, 2025 (- 1.7% Y/Y) and equal to Eu 662.2 million in Q3 2025 (+7.8% Y/Y) , progressively recovering despite ongoing unfavourable dynamics of some ICT distribution market segments, under an organic trend; - SSI Sector with Revenues and Other Income of Eu 646 .7 million as of January 31, 2025 (+ 6.1% Y/Y), and equal to Eu 241.8 million in Q3 2025 (+ 0.3% Y/Y), despite the unfavourable market trends, with 1 Pro-forma figures that include the GreenSun pro-forma results since H1 2025 (Half-Year Revenues of Eu 83,713 thousand, Ebitda of Eu 5,220 thousand, Adjusted EAT of Eu 3,973 thousand ), related to the Digital Green sector only. GreenSun, whose acquisition was formalized in November 2024, is included in the consolidation perimeter starting from Q3 2025. 2 Third quarter of the fiscal year ending April 30, 2025: 3-months period from November 1, 2024 to January 31, 2025. 3 Consolidated Adjusted Net Income, gross of amortization of intangible assets (Client Lists and Know-how) recognized as a result of PPAs for corporate acquisitions, amounting to Eu 23,922 thousand compared to Eu 20,220 thousand as of 01/31/2024, as well as gross of Stock-Grant costs amounting to Eu 4,487 thousand stable compared to 01/31/2024, defined net of the related tax effect.
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Sesa SpA - HQ in Empoli (Florence), Via della Piovola 138, Share Capital Euro 37,126,927.50 VAT number, Fiscal and number of the Florence Company Register 07116910964 Ph. Number: 0039 0571 900900; Corporate website: www.sesa.it external leverage contributing about 50% to the 9-months growth; - Business Services Sector with Revenues and Other Income equal to Eu 110.1 million as of January 31, 2025 (+32.2% Y/Y) and equal to Eu 41.0 million in Q3 2025 (+ 45.2% Y/Y) , supported by the development of applications and digital platforms dedicated to the Financial Services industry and recent acquisitions, as ATS, active in the Vertical Applications segment for the Capital Market and Metoda Finance in the software solutions segment for Supervisory Reporting; - Digital Green Sector with Revenues and Other Income1 equal to Eu 253.7 million as of January 31, 2025 (+28.0% Y/Y) and equal to Eu 86.8 million in Q3 2025 (+56.8% Y/Y). Revenues reflect the consolidation of GreenSun from the beginning of the Fiscal Year, for the First Half pro forma, and in Q3 2025 following consolidation; on a like-for-like basis, Revenues decreased by about 30% compared to the 9 months period as of January 31, 2024 (decreasing by about 10% in Q3 2025 only), due to the price decline accentuated from H2 2024 (November 2023- April 2024), with a stabilization in Q3 2025 and an expected back to organic growth in Q4 2025. Consolidated Ebitda1 equal to Eu 1 76.7 million vs Eu 180.3 million as of January 31, 2024, with a 2.0% decrease mainly related to unfavourable market dynamics affecting some ICT distribution segments and the re- engineering process of the SSI Sector. In the Q3 2025 only, the Group's consolidated Ebitda amounts to Eu 68.8 million, up by 2.6% compared to Q3 2024, thanks to a turnaround in the Digital Green sector, as well as the positive growth in the Business Services sector. Below the contribution of Group's Sectors to the formation of Ebitda as of January 31, 2025: - VAS Sector with an Ebitda equal to Eu 67.6 million in 9-months as of January 31, 2025 (-7.7% Y/Y) and an Ebitda equal to Eu 27.6 million in Q3 2025 ( -6.2% Y/Y). The Ebitda margin as of January 31, 2025 was equal to 4.3%, compared to 4.5% Y/Y; - SSI Sector with an Ebitda equal to Eu 71.5 million in 9-months as of January 31, 2025 (-4.7% Y/Y) and an Ebitda equal to Eu 27.3 million in Q3 2025 ( -7.7% Y/Y). The Ebitda margin as of January 31, 2025 was equal to 11.0% vs 12.3% of January 31, 2024, as a result of investments made in competencies and technologies in main development areas and industrial re -engineering activities of some business units, with an expectation of a back to growth starting in Q4 2025; - Business Services Sector with an Ebitda equal to Eu 18.0 million in 9 -months as of January 31, 2025 (+60.8% Y/Y) and an Ebitda equal to Eu 7.1 million in Q3 2025 (+107.7% Y/Y). The Ebitda margin as of January 31, 2025 was equal to 16.4% increasing compared to 13.4% of January 31, 2024, thanks to the development of revenues and customer set in the Digital Platforms and Vertical Applications areas; - Digital Green Sector with an Ebitda equal to Eu 17.2 million in 9-months as of January 31, 2025 (-9.6% Y/Y) and an Ebitda equal to Eu 6.3 million in Q3 2025 (+25.5% Y/Y). The Ebitda margin as of January 31, 2025 was equal to 6.8% vs 9.6% of January 31, 2024, declining as a result of the lower marginality of the GreenSun perimeter, recovering already from Q3 2025 (Ebitda margin 7.2%) thanks to industrial integration synergies. Consolidated Adjusted Operating Income (Ebit1) equal to Eu 138.5 million in 9-months as of January 31, 2025 (Adjusted Ebit margin 5.5% vs. 6.1% Y/Y), down by 5.1% Y/Y, after depreciation and amortization of tangible and intangible assets for Eu 35.6 million (+19.0% Y/Y) and provisions for Eu 2.7 million (-40.8% Y/Y) in contraction thanks to the maintenance of high credit quality given also the use of factoring and credit insurance operations on a large portion of the business perimeter, particularly in the VAS Sector . Consolidated Adjusted Operating Income (Ebit) equal to Eu 54.8 million in Q3 2025 only (Adjusted Ebit margin 5.5% vs. 6.2% Y/Y), essentially stable (-0.7% Y/Y). The consolidated Operating Income (Ebit1) amounted to Eu 110.0 million (-9.2% Y/Y), after amortization of intangible assets of customer lists and know-how recognized as a result of the PPA process for Eu 23.9 million (+18.3% Y/Y reflecting further investments in corporate acquisitions) and after other non-monetary costs for Eu 4.5 million (stable Y/Y). Adjusted Net Profit1 amounted to Eu 75.4 million (3.0% of revenues), down by 10.4% Y/Y, while in Q3
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Sesa SpA - HQ in Empoli (Florence), Via della Piovola 138, Share Capital Euro 37,126,927.50 VAT number, Fiscal and number of the Florence Company Register 07116910964 Ph. Number: 0039 0571 900900; Corporate website: www.sesa.it 2025 only it amounted to Eu 33.2 million in slight decrease ( -2.7% Y/Y), thanks to the stabilization of net financial expenses, which increased to Eu 29.3 million as of January 31, 2025 compared to Eu 24.1 million as of January 31, 2024, while in Q3 2025 only showed a substantially stable trend compared to Q3 2024 (Eu 10.4 million vs Eu 10.0 million Y/Y) and an improvement compared to Q2 2025 (Eu 10.4 million vs Eu 11.6 million in Q2 2025). Net Financial Position Reported as of January 31, 2025, calculated net of IFRS liabilities of Eu 200.3 million, (compared to Eu 210.8 million as of January 31, 2024) is passive for Eu 92.2 million compared to Eu 62.5 million as of January 31, 2024 and highlight a partial recovery of the gap of Eu 64.6 million Y/Y as of October 2024. The NFP reflects Buy Back and dividend distributions of about Eu 26 million LTM as well as investments of about Eu 130 million LTM, related to both M&A (80% of the total) and Capex (20% of the total), contributing to the Group's transformation, with primary focus in Business Services and Software and System Integration Sectors, and potential for further expansion. Consolidated Net Financial Position as of January 31, 2025 is active (net cash) for Eu 108.1 million compared to Eu 148.3 million as of January 31, 2024. During the period under review, consolidated shareholders' equity was strengthened to Eu 518.0 million as of January 31, 2025, increasing from Eu 470.4 million as of January 31, 2024. A positive outlook is confirmed for the Full Year as of April 30, 2025 (FY 2025) with an expected mid- single digit growth in Revenues 4 and Ebitda4, in line with the guidance communicated in December 2024, thanks to the expected positive trend in Q4 2025, particularly in the Digital Green and Business Services sectors. The Group will continue to invest in the development of digital skills, human resources, and innovative solutions, generating sustainable value for the benefit of all stakeholders and further enhancing its sustainability profile. The Chairman Paolo Castellacci and the Chief Executive Officer Alessandro Fabbroni stated about the 9-months results as of January 31, 2025 as follows: “We pursue with conviction our strategy of investing in developing skills and technologies, confirming our role as a key player in the industry, leading the digitalization of enterprises, institutions and large organizations, with a management model focused on sustainable development and a balanced distribution of value for all Stakeholders”, stated Paolo Castellacci, Chairman and Founder of Sesa. “The results as of January 31, 2025 is part of our Group’s industrial transformation path, increasingly oriented towards consultancy, digital platform, and technology innovation across the main drivers of evolution as processes digitalization, AI, Cybersecurity, pursuing sustainable and long -term value generation for stakeholders. We confirm our strategy of developing competencies and applications with an outlook of mid - single digit growth in revenues and operating profitability expected in the FY 2025, boosted by the continuation of the growth trend in the Business Services Sector , as well as the double -digit increase in revenues and profitability in the Digital Green Sector also following the industrial re-engineering actions carried out in the period. We continue our investment path in technology innovation and skills supporting the value creation of our client enterprises across their digital evolution”, stated Alessandro Fabbroni, CEO of Sesa. **** Here attached you can find the following exhibits (in thousand Euros): Exhibit n. 1 - Reclassified Consolidated Income Statement as of January 31, 2025 Exhibit n. 2 - Reclassified Consolidated Balance Sheet as of January 31, 2025 Exhibit n. 3 - Consolidated Income Statement as of January 31, 2025 Exhibit n. 4 - Consolidated Statement of Financial Position as of January 31, 2025 Exhibit n. 5 - Segment Information as of January 31, 2025 **** 4 FY 2025E forecasts include GreenSun's pro forma results in H1 2025 (Revenues Eu 83.7 Mn, Ebitda Eu 5.2 Mn, Adjusted EAT Eu 4.0 Mn, Group EAT Adjusted Eu 2.1 Mn), as well as GreenSun's results of H2 2025 following inclusion in the company's consolidation scope as of Q3 2025
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Sesa SpA - HQ in Empoli (Florence), Via della Piovola 138, Share Capital Euro 37,126,927.50 VAT number, Fiscal and number of the Florence Company Register 07116910964 Ph. Number: 0039 0571 900900; Corporate website: www.sesa.it This press release is also available on the company's website www.sesa.it, as well as on the authorized storage mechanism eMarket Storage consultable at the website www.emarketstorage.com Conference Call: Today, Thursday, March 13, 2025 at 4:30 p.m. (CET), Sesa S.p.A. will hold a conference call with the financial community, in order to discuss the Group's economic and financial results You can connect through the following link: https://services.choruscall.it/DiamondPassRegistration/register?confirmationNumber=9031503&linkSecurityS tring=153a55ec41 Before the conference call, the financial presentation will be available on the company’s website: https://www.sesa.it/en/investor-relations/presentations.html **** Alessandro Fabbroni, in his capacity as Director in charge of Corporate Accounting Documents, declares pursuant to article 154 bis, paragraph 2 of the Consolidated Law on Finance, that the accounting information contained in this press release matches the information included in the accounting books and records. **** Sesa S.p.A., with Headquarters in Empoli (Florence), is the operating holding company of a Group with presence on the whole Italian territory and foreign countries as Germany, Switzerland, Austria, France, Spain, Romania and China, that represents the refer ence player in Italy in technological innovation, consultancy and Vertical Applications for the business segment, with consolidated rev enues of Eu 3,210.4 million (+10.4% Y/Y) and 5,691 employees as of April 30, 2024 (+21.0% Y/Y). Sesa Group has the mission of offering technological solutions, consulting and business applications to support the digital e volution, transformation and innovation towards sustainability of Enterprises and Organizations, through the following business Sectors: - SSI (Software and System Integration) with revenues of Eu 823 million and 3,852 Human Resources as of April 30, 2024; - BS (Business Services) with revenues of Eu 114 million and 721 Human Resources as of April 30, 2024; - VAS (Value Added Solutions) with revenues of Eu 2,143 million and 696 Human Resources as of April 30, 2024; - DG (Digital Green) with revenues of Eu 245 million and 55 Human Resources as of April 30, 2024; - Corporate with revenues of Eu 46 million and 367 Human Resources as of April 30, 2024. Sesa Group pursues a sustainable development strategy for the benefit of its Stakeholders, with a track record in the period 2012-2024 of continuous growth in revenues (CAGR revenues 2012-2024 +12.1%), profitability (CAGR Ebitda 2012-2024 +15.8%) and employment (CAGR Human Resources 2012 -2024 +17.0%). The long -term value generation strategy is based on skills development, environmental sustainability and social responsibility, with continuous improvement of ESG performance. As of April 30, 2024, the Group generated a net economic value of about Eu 390 million (+26% Y/Y), distributed for over 65% t o the remuneration of Human Resources, with 5,691 employees (+21.0% Y/Y), with improved hiring programs, education and Welfare programs to support diversity, work -life balance and well-being of Human Resources. Sesa introduced in its corporate bylaw the sustainable growth as Board of Directors priority and starting from FY 2022 Sesa has published the Integrated Annual Report, which represents both financial and ESG performance in a single complete and transparent document, in application of international reporting standards. In terms of sustainability governance, the Group’s main companies achieved the ISO 14001 certification and the UN Global Compact membership. Sesa has confirmed the Ecovadis rating at Gold level, the sustainability rating issued by MSCI at BBB level and the ESG ratin g issued by CDP at B level. Sesa is listed on the Euronext STAR Milan market (ISIN Code: IT0004729759) and is part of FTSE Italia Mid Cap index. Sesa is also part of Euronext Tech Leaders, Euronext's initiative dedicated to high-growth Tech companies. **** For Media Information Community Società Benefit a r.l. Giuliano Pasini, Federico Nascimben +39 02 89404231 - sesa@communitygroup.it Idea Point S.r.l. Greta Ghelfi +39 0571 997374 - info@ideapoint.it For ESG and Financial Information Sesa Stakeholder Relations Team Caterina Gori: IR, Corporate Finance M&A Jacopo Laschetti: Stakeholder, IR and Sustainability Francesco Billi: Chief Financial Officer +39 0571 900179 – stakeholder@sesa.it
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Sesa SpA - HQ in Empoli (Florence), Via della Piovola 138, Share Capital Euro 37,126,927.50 VAT number, Fiscal and number of the Florence Company Register 07116910964 Ph. Number: 0039 0571 900900; Corporate website: www.sesa.it Exhibit 1 – Reclassified Consolidated Income Statement of Sesa Group as of January 31, 2025 (Euro thousands), Results as of 31/01/2025 approved by the Board of Directors on March 13, 2025, unaudited (1) (1) Total Revenues and Other Income includes fair value adjustment of liabilities for Put, Earn Out to minority shareholders and revaluations to fair value in case of step up acquisition. Consolidated Adjusted Net Income, gross of amortization of intangible assets (Client Lists and Know-how) recognized as a result of PPAs for corporate acquisitions, amounting to Eu 23,922 thousand compared to Eu 20,220 thousand as of 01/31/2024, as well as gross of Stock-Grant costs amounting to Eu 4,487 thousand stable compared to 01/31/2024, defined net of the related tax effect (*) Pro forma consolidated data as of January 31, 2025 prepared by simulating retroactive consolidation as of May 1, 2024 of Greensun Srl and subsidiaries, a company operating in the Digital Green Sector, which entered into the scope of consolidation in Q3 of FY25. Reclassified Income Statement 31/01/2025 Pro-forma* (9 months) % 31/01/2025 Reported (9 months) % 31/01/2024 Reported (9 months) % Change 2025 PF Vs 2024 Revenues 2,476,213 2,392,566 2,368,320 4.6% Other income 40,719 40,653 27,790 46.5% Total Revenues and Other Income1 2,516,932 100.0% 2,433,219 100.0% 2,396,110 100.0% 5.0% Purchase of goods (1,845,535) 73.3% (1,771,723) 72.8% (1,768,636) 73.8% 4.3% Costs for services and leased assets (225,978) 9.0% (222,543) 9.1% (221,609) 9.2% 2.0% Personnel costs (260,462) 10.3% (259,216) 10.7% (219,426) 9.2% 18.7% Other operating costs (8,297) 0.3% (8,297) 0.3% (6,164) 0.3% 34.6% Total Purchase of goods and Operating Costs (2,340,272) 93.0% (2,261,779) 93.0% (2,215,835) 92.5% 5.6% Ebitda 176,660 7.02% 171,440 7.0% 180,275 7.52% -2.0% Amortisation tangible and intangible assets (sw) (35,553) 1.4% (35,519) 1.5% (29,875) 1.25% 19.0% Provision for bad debts, risks and charges (2,657) 0.1% (2,657) 0.1% (4,486) 0.2% -40.8% Adjusted Ebit1 138,450 5.5% 133,264 5.5% 145,914 6.1% -5.1% Amortisation client lists and technological know- how (PPA) (23,922) 1.0% (23,661) 1.0% (20,220) 0.8% 18.3% Stock grant and other non-monetary costs (4,487) 0.2% (4,487) 0.2% (4,487) 0.2% 0.0% Ebit 110,041 4.4% 105,116 4.3% 121,207 5.1% -9.2% Net financial income and charges (29,571) 1.2% (29,778) 1.2% (25,162) 1.1% 17.5% FX rate income / (loss) (319) 0.0% (319) 0.0% 373 0.0% -185.5% Income / (loss) on equity method investments 572 0.0% 572 0.0% 656 0.0% -12.8% Ebt 80,723 3.2% 75,591 3.1% 97,074 4.1% -16.8% Income taxes (21,322) 0.8% (19,977) 0.8% (28,458) 1.2% -25.1% Net profit 59,401 2.4% 55,614 2.3% 68,616 2.9% -13.4% Net profit attributable to the Group 54,319 2.2% 52,293 2.2% 64,892 2.7% -16.3% Net profit attributable to non-controlling interests 5,082 0.2% 3,321 0.1% 3,724 2.0% 36.5% Adjusted Net profit1 80,490 3.2% 76,517 3.1% 87,902 3.7% -8.4% Adjusted Net profit attributable to the Group1 75,408 3.0% 73,196 3.0% 84,178 3.5% -10.4%
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Sesa SpA - HQ in Empoli (Florence), Via della Piovola 138, Share Capital Euro 37,126,927.50 VAT number, Fiscal and number of the Florence Company Register 07116910964 Ph. Number: 0039 0571 900900; Corporate website: www.sesa.it Reclassified Income Statement 31/01/2025 (3 months) % 31/01/2024 (3 months) % Change 2025/24 Revenues 984,871 885,464 11.2% Other income 14,597 9,027 61.7% Total Revenues and Other Income 999,468 100.0% 894,491 100.0% 11.7% Purchase of goods 752,839 75.3% 660,488 73.8% 14.0% Costs for services and leased assets 83,052 8.3% 82,999 9.3% 0.1% Personnel costs 92,526 9.3% 81,439 9.1% 13.6% Other operating charges 2,284 0.2% 2,552 0.3% -10.5% Total Purchase of goods and Operating Costs 930,701 93.1% 827,478 92.5% 12.5% Ebitda 68,767 6.9% 67,013 7.5% 2.6% Amortisation tangible and intangible assets (sw) 12,624 10,740 17.5% Accruals to provision for bad debts and risks 1,294 1,014 27.6% Adjusted Ebit1 54,849 5.5% 55,259 6.2% -0.7% Amortisation client lists and technological know-how (PPA) 7,870 7,297 7.9% Stock grant and other non-monetary costs 1,335 1,795 -25.6% Ebit 45,644 4.6% 46,167 5.2% -1.1% Net financial income and charges (10,386) (9,147) 13.5% FX rate income / (loss) (185) (744) -75.1% Income / (loss) on equity method investments 221 (108) N,S, Ebt 35,294 3.5% 36,168 4.0% -2.4% Income taxes 8,512 9,140 -6.9% Net profit 26,782 2.7% 27,028 3.0% -0.9% Net profit attributable to the Group 25,766 2.6% 25,940 2.9% -0.7% Net profit attributable to non-controlling interests 1,016 0.1% 1,088 0.1% -6.6% Adjusted Net profit1 34,202 3.4% 35,199 3.9% -2.8% Adjusted Net profit attributable to the Group1 33,185 3.3% 34,112 3.8% -2.7%
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Sesa SpA - HQ in Empoli (Florence), Via della Piovola 138, Share Capital Euro 37,126,927.50 VAT number, Fiscal and number of the Florence Company Register 07116910964 Ph. Number: 0039 0571 900900; Corporate website: www.sesa.it Exhibit 2 – Reclassified Consolidated Balance Sheet of Sesa Group as of January 31, 2025 (Euro thousands). Results as of 31/01/2025 approved by the Board of Directors on March 13, 2025, unaudited Reclassified Balance Sheet 31/01/2025 31/01/2024 30/04/2024 Intangible assets 516,221 446,752 457,071 Property, plant and equipment (rights of use included) 152,647 139,969 149,819 Investments valued at equity 24,451 24,005 23,910 Other non-current receivables and deferred tax assets 40,913 47,166 38,717 Total non-current assets 734,232 657,892 669,517 Inventories 168,008 189,954 156,161 Current trade receivables 822,548 683,815 571,138 Other current assets 178,446 125,342 139,079 Other Current assets 1,169,002 999,111 866,378 Payables to suppliers 816,733 696,099 638,010 Other current payables 273,066 252,697 241,779 Short-term operating liabilities 1,089,799 948,796 879,789 Net working capital 79,203 50,315 (13,411) Non-current provisions and other tax liabilities 140,260 124,017 127,136 Employee benefits 62,919 51,294 54,308 Non-current net liabilities 203,179 175,311 181,444 Net Invested Capital 610,256 532,896 474,662 Shareholders’ Equity 518,015 470,428 477,345 Liquidity and current financial receivable (508,002) (492,422) (585,759) Financing current and not current 399,914 344,097 374,744 Net Financial Position (108,088) (148,325) (211,015) Financial liabilities for rights of use IFRS 16 43,307 41,799 48,132 Liabilities to minorities shareholders for M&A1 157,022 168,994 160,200 Net Financial Position Reported 92,241 62,468 (2,683) (1) Non-interest bearing payables and commitments to minority shareholders for the purchase of company shareholdings (deferred prices, Earn Out, Put O ption) and conditioned on the achievement of long-term value generation targets.
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Sesa SpA - HQ in Empoli (Florence), Via della Piovola 138, Share Capital Euro 37,126,927.50 VAT number, Fiscal and number of the Florence Company Register 07116910964 Ph. Number: 0039 0571 900900; Corporate website: www.sesa.it Exhibit 3 – Consolidated income statement as of January 31, 2025 (Euro thousands), Results as of 31/01/2025 approved by the Board of Directors on March 14, 2025, unaudited Period ended on January 31 (Euro thousands) 2025 2024 Revenues 2,392,566 2,368,320 Other income 28,634 18,718 Consumables and goods for resale (1,771,723) (1,768,636) Costs for services and rent, leasing and similar costs (227,030) (226,096) Personnel costs (259,216) (219,426) Other operating costs (10,954) (10,650) Amortisation and depreciation (59,180) (50,095) EBIT 93,097 112,135 Share of profits of company valued at equity 572 656 Financial income 31,529 24,334 Financial charges (49,607) (40,051) Profit before taxes 75,591 97,074 Income taxes (19,977) (28,458) Profit of the period 55,614 68,616 Of which: Net profit attributable to non-controlling interests 3,321 3,724 Net profit attributable to the Group 52,293 64,892
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Sesa SpA - HQ in Empoli (Florence), Via della Piovola 138, Share Capital Euro 37,126,927.50 VAT number, Fiscal and number of the Florence Company Register 07116910964 Ph. Number: 0039 0571 900900; Corporate website: www.sesa.it Exhibit 4 – Consolidated statement of financial position as of January 31, 2025 (Euro thousands), Results as of 31/01/2025 approved by the Board of Directors on March 13, 2025, unaudited (Euro thousands) As of January 31, 2025 As of April 30, 2024 Intangible assets 516,221 457,071 Right of use 44,914 50,308 Property, plant and equipment 107,733 99,511 Investment property 290 290 Investments valued at equity 24,451 23,910 Deferred tax assets 20,256 19,528 Other non-current receivables and assets 20,246 18,778 Total non-current assets 734,111 669,396 Inventory 168,008 156,161 Current trade receivables 822,548 571,138 Current tax receivables 20,160 15,584 Other current receivables and assets 170,057 131,780 Cash and cash equivalents 496,231 577,474 Total current assets 1,677,004 1,452,137 Non-current assets held for sale 121 121 Total assets 2,411,236 2,121,654 Share capital 37,127 37,127 Share premium reserve 33,144 33,144 Other reserves (63,317) (48,925) Profits carried forward 436,648 408,238 Total Group Equity 443,602 429,584 Equity attributable to non-controlling interests 74,413 47,761 Total Equity 518,015 477,345 Non-current loans 168,792 217,589 Non-current financial liabilities for right of use 27,172 32,872 Liabilities to minorities shareholders and Earn Out for M&A 120,699 134,228 Employee benefits 62,919 54,308 Non-current provisions 5,208 6,031 Deferred tax liabilities 135,052 121,105 Total non-current liabilities 519,842 566,133 Current loans 231,122 157,155 Current financial liabilities for right of use 16,135 15,260 Liabilities to minorities shareholders and Earn Out for M&A 36,323 25,972 Payables to suppliers 816,733 638,010 Current tax payables 24,120 9,885 Other current liabilities 248,946 231,894 Total current liabilities 1,373,379 1,078,176 Total liabilities 1,893,221 1,644,309 Total Equity and liabilities 2,411,236 2,121,654
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Sesa SpA - HQ in Empoli (Florence), Via della Piovola 138, Share Capital Euro 37,126,927.50 VAT number, Fiscal and number of the Florence Company Register 07116910964 Ph. Number: 0039 0571 900900; Corporate website: www.sesa.it Exhibit 5 – Segment Information (VAS, Digital Green, SSI, Business Services, Corporate) as of January 31, 2025 (thousands of Euros). Results as of January 31, 2025, approved by the Board of Directors on March 13, 2025, not subject to audit. Pro-forma figures that include the GreenSun pro- forma results since H1 2025 (Half -Year Revenues of Eu 83,713 thousand, Ebitda of Eu 5,220 thousand, Adjusted EAT of Eu 3,973 thousand), related to the Digital Green sector only. GreenSun, whose acquisition was formalized in November 2024, is included in the consolidation perimeter starting from Q3 2025. Consolidated Adjusted Net Income, gross of amortization of intangible assets (Client Lists and Know -how) recognized as a result of PPAs for corporate acquisitions, amounting to Eu 23,922 thousand compared to Eu 20,220 thousand as of 01/31/2024, as well as gross of Stock-Grant costs amounting to Eu 4,487 thousand stable compared to 01/31/2024, defined net of the related tax effect.