INFORMATION REQUIRED BY CONSOB PURSUANT TO ART. 114 OF THE LEGISLATIVE DECREE No. 58/98

CESENA, JANUARY 31, 2022 - Trevi - Finanziaria Industriale S.p.A. ("Trevifin" or the "Company") as requested by Consob on December 10, 2018 pursuant to art. 114 of the Legislative Decree No. 58/98, ("TUF"), communicates, at the end of every month, the following updated information at the end of the previous month:

  1. the Company and the Group's net financial position, with separate disclosure of the short-term position and the medium/long-term position;
  2. the Company and the Group's overdue payables, analysed by nature (financial, commercial, tax, social security and employees) and any related creditors' reaction initiatives (payment reminders, injunctions, suspensions of supplies, etc.);
  3. the Company and the Group's main variations in the transactions with related parties compared to the approved last annual or semi-annual financial report pursuant to Art.154-ter of TUF;

Below, the information at December 31, 2021.

a) The Company and the Group Net Financial Position at December 31, 2021.

The Net Financial Position of the Company at December 31, 2021 amounts to Euro 115.2 million. Here below are reported both the Total financial position as per Consob n.5/21 of 29 april 2021, and the total net financial position of the Company.

(In Thousands of Euro)

Description

31/12/2021

30/06/2021

Variazioni

A

Cash

1.555

2.235

(680)

B

Cash equivalents

0

0

0

C

Other current financial assets

57.631

57.631

0

D

Cash and cash equivalents (A+B+C)

59.186

59.866

(680)

E

Current financial liabiltiies

115.815

110.641

5.174

F

portion of non-current financial liabilities)

2.638

2.487

151

G

current financial debt (E+F)

118.453

113.128

5.325

H

Net current financial position (G-D)

59.267

53.262

6.005

I

Non-current financial liabiltiies

15.964

17.502

(1.538)

J

Debt instruments issued

50.000

50.000

0

K

Trade payables and other non-current liabilities

0

0

0

L

Non-current financial debt (I+J+K)

65.964

67.502

(1.538)

M

Total financial position (H+L)

125.231

120.764

4.467

(as per Consob n.5/21 of 29 aprile 2021)

Under the agreements reached with MEIL to which the Oil & Gas Division was sold on 31 March 2020, in the first days of April 2020 the Parent Trevifin provided a loan of Euro 10 million to MEIL Global Holdings BV, with three-year bullet repayment. Therefore this loan, starting from 01/04/2022, will be classified in the current financial assets. Here below the representation that includes this amount.

1

M

Total financial position (H+L)

125.231

120.764

4.467

(as per Consob n.5/21 of 29 aprile 2021)

N Other non current financial assets

10.000

9.967

33

O Total Net financial position (M-N)

115.231

110.797

4.434

The Group Net Financial Postition at December 31, 2021 amounts to Euro 253.5 million.

Here below are reported both the Total financial position as per Consob n.5/21 of 29 april 2021, and the total net financial position of the Group.

(In Thousands of Euro)

Description

31/12/2021

30/06/2021

Variazioni

A

Cash

83.343

75.367

7.976

B

Cash equivalents

2.529

2.478

51

C

Other current financial assets

1.347

1.349

(2)

D

Cash and cash equivalents (A+B+C)

87.219

79.194

8.025

E

Current financial liabiltiies

253.234

250.890

2.344

F

portion of non-current financial liabilities

15.388

16.541

(1.153)

G

current financial debt (E+F)

268.622

267.431

1.191

H

Net current financial position (G-D)

181.403

188.237

(6.834)

I

Non-current financial liabiltiies

32.064

34.928

(2.864)

J

Debt instruments issued

50.000

50.000

0

K

Trade payables and other non-current liabilities

0

0

0

L

Non-current financial debt (I+J+K)

82.064

84.928

(2.864)

M

Total financial position (H+L)

263.467

273.165

(9.698)

(as per Consob n.5/21 of 29 april 2021)

Under the agreements reached with MEIL to which the Oil & Gas Division was sold on 31 March 2020, in the first days of April 2020 the Trevi Group provided a loan of Euro 10 million to MEIL Global Holdings BV, with three-year bullet repayment. Therefore this loan, starting from 01/04/2022, will be classified in the current financial assets. Here below the representation that includes this amount.

M

Total financial position (H+L)

263.467

273.165

(9.698)

(as per Consob n.5/21 of 29 aprile 2021)

N Other non current financial assets

10.000

10.147

(147)

O Total Net financial position (M-N)

253.467

263.018

(9.551)

Please note that the net financial position of the Company and Group have been not yet audited by the Auditors in the contest of the 2021 annual financial report.

The main changes in the Group Net Financial Position as of December 31, 2021 compared to June 30, 2021 are due to the flow generated by operating activities for the payment of trade payables to suppliers of goods and services, for the collection of trade receivables and for the payment of financial payables to leasing companies. The cash increase is of about 8 Euro million. The increase of current loans and other current financial liabilities is of about 2.3 Euro million.

The Net Financial Position of the financial statements of the Company at June 30, 2021 and December 31, 2021 includes the partial write-down of intercompany financial receivables; this effect does not generate any impact in the consolidated Net Financial Position.

2

It should be noted that:

  • during 2020, the Company has completed the capital strengthening along with the restructuring of the financial debt under the agreement EX article 182 BIS IBL signed with the main financing banks of the Group on August 5, 2019 (the "Restructuring Agreement") and approved by decree of the Court of Appeal of Bologna on January 10, 2020. In the context of the overall financial measures, according to the Restructuring Agreement, the financial indebtedness of the Company, as well as of the subsidiaries of Trevi S.p.A. and Soilmec S.p.A., has been consolidated and rescheduled for the majority until December 31, 2024 and the interest rate applicable to the same has been reduced;
  • on January 31, 2021, the Company informed the market that, on the basis of the preliminary information available at that date in relation to management performance in year 2020, strongly influenced by the negative effects caused globally by the spread of the Covid-19 pandemic, affected the Group's activity, in order to deal with the foreseeable failure to comply with one of the financial covenants provided for under the Restructuring Agreement in particular the ratio of net financial debt to consolidated recurring EBITDA;
  • on February 24, 2021, Trevifin informed the market about the start of interlocutions with banks adherents to the Restructuring Agreement identifying the necessary changes to existing agreements to cope with the foreseeable failure to comply with one of the financial covenants provided for under the Restructuring Agreement on the occasion of the next approval of the consolidated financial statements for the year 2020. Furthermore, on the basis of preliminary information on the Company's performance in the financial year ended at December 31, 2020, and further analyses currently underway on the Company's prospects in the current market context, which is strongly influenced by the effects caused globally by the spread of the Covid-19 pandemic, there appears to be a general slowdown in the achievement of the objectives identified in the 2018-2022 business plan, which at present do not seem to be entirely achievable within the timeframe considered;
  • on April 23, 2021, the Board of Directors approved the updated business plan 2021-2024 taking into consideration the slowdown in the financial year ended at December 31,2020 and Trevi Group's prospects in the current market context, which is strongly influenced by the effects caused globally by the spread of the Covid-19 pandemic (the "Updated Business Plan"). The business plan has been revised both in the quantitative objectives and in its time projection, until the year 2024, in accordance with the original strategic lines and confirming the achievement of the initial recovery goals, though a longer period of time compared to the original forecasts;
  • on July 14, 2021, The Board of Directors of the Company approved a moratorium agreement and standstill ("Standstill Agreement"), at the end of the negotiation process with banks. The Standstill Agreement signed on 05 August 2021, provides the suspension until December, 31 2021, of some of the original Restructuring Agreement obligations, including the obligations to meet the financial covenants on the next test dates and the obligation to repay certain instalments debts falling due the relevant period.

3

The Standstill Agreement also regulates new utilizations during this period of existing bonding facilities, in order to support the business through the acquisition of new contracts and the continuation of existing ones in line with the provisions of the updated business plan. According to the Standstill Agreement, the updated business plan has been subject to an independent business review by a primary advisor;

  • on 22 December 2021, in the context of the above mentioned discussions, the guidelines of a possible new financial restructuring proposal were illustrated to the Group's financing banks, which include, among the other things (i) a capital strengthening to be implemented through a cash capital increase of Euro 20 million and a debt-to-equity swap of Euro 60 million of bank debt, (ii) the rescheduling of medium/long-term credit lines until 2026, with modification of the relevant financial covenants, and (iii) the extension to 2026 of the maturity of the 2021-2024so-called minibond. Together with the financial restructuring proposal, a request was submitted to the financing banks in order to extend from 31 December 2021 to 30 April 2022, the duration of the Standstill Agreement. The Company intends to continue the discussions with the financing banks and the main shareholders, with the intention of defining a financial restructuring proposal shared by all stakeholders and consistent with the strategic plan objectives defined by the management. The contents of such proposal, once agreed, will be promptly disclosed to the market.

It should also be noted that, the accounting standard IFRS 9 has been applied on the residual portion of the financial indebtedness following the capital increase implemented on May 2020 through the debt-to-equity swap of banks' financial credits for a total amount of Euro 284,1 million, as well as following the repayment provided by the financial restructuring plan. In such respect, it should be noted that, following the failure to comply with the financial covenants provided under the Restructuring Agreement at December 31, 2020, in accordance with IFRS9, bank debts covered by the agreement have been represented in the Net Financial Position with a short term maturity, while the original deadline December 31, 2024 remains unvaried.

4

  1. The following are the Company and the Group's overdue payables analysed by nature (financial, commercial, tax, social security and employees) and any related creditors' reaction initiatives (payment reminders, injunctions, suspensions of supplies, etc.).

Trevi

Finanziaria

Trevi Group

Industriale

S.p.A.

IN THOUSANDS OF EURO

31/12/2021

31/12/2021

Financial liabilities

-

20.447

Trade payables

4.739

36.771

Tax liabilities

41

Social security liabilities

Payables to employees

Total overdue liabilities

4.739

57.259

As of December 31, 2021 the creditors reaction can be summarized as follow:

  • in relation to the Company, there are no situations of shortage of supplies; some reminders have been received from suppliers in relation to commercial relationships. The aggregate value of these positions is approximately Euro 0.6 million and have been settled;
  • in relation to the Trevi Group, there are no situations of shortage of supplies; some reminders and injunctions have been received from suppliers in relation to commercial relationships. The aggregate value of these positions is approximately Euro 1.4 million, of which approximately Euro 0.6 million have been settled and approximately Euro 0.8 million for which the defintion is ongoing.

5

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Trevi Finanziaria Industriale S.p.A. published this content on 31 January 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 31 January 2022 18:51:01 UTC.