PRESS RELEASE

THE GVS BOARD OF DIRECTORS APPROVED THE 2021 CONSOLIDATED RESULTS AND

THE DRAFT FINANCIAL STATEMENTS AS AT 31 DECEMBER 2021

REVENUES OF 338.1 MILLION EURO (363.3 IN 2020)

RECOVERY OF THE POSITIVE TREND IN THE FOURTH QUARTER OF THE YEAR

IN LINE WITH EXPECTATIONS

GROWTH CONFIRMED OF THE HEALTHCARE AND LIFE SCIENCES DIVISIONS

AND ENERGY & MOBILITY COMPARED TO THE PREVIOUS YEAR

PERFORMANCE OF THE HEALTH AND SAFETY DIVISION IN LINE WITH EXPECTATIONS

WHOSE TREND IN 2020 AND TO A LESSER EXTENT IN 2021 WAS DRIVEN BY THE

EXTRAORDINARY CONSUMPTION LINKED TO THE SPREAD

OF THE COVID 19 PANDEMIC

THE IMPACT OF DISPOSABLE MASK-RELATED SALES WAS

OF 100 MILLION EURO IN 2020 AND 51 MILLION EURO IN 2021

NET OF THE EXTRAORDINARY EFFECTS 2019-2021 REVENUE CAGR WAS 12%

FOCUS ON ORGANIC GROWTH AND THROUGH M&A

EXPECTED CAGR ON REVENUES 2019-2025

+11% ORGANIC +7% THROUGH M&A

IN LINE WITH THE GROUP'S HISTORICAL TREND

TARGET MARGIN ON REVENUES OF 32% AT END OF PERIOD

POST SYNERGY AND RECOVERY OF DILUTION EFFECT

RELATED TO NEW ACQUISITIONS

The GVS Group's key performance indicators for the 2021 financial year, compared with the 2020 financial year results:

  • Revenues amounted to 338.1 million euro compared to 363.3 euro in 2020, confirming the recovery of the positive trend in the fourth quarter of the year. All divisions confirm a positive trend compared to the previous year considering that the Health and Safety result in 2021 and 2020 was driven by the extraordinary consumption levels of disposable masks, resulting from the spread of the Covid-19 pandemic. The contribution of RPB, consolidated as of 01 September 2021 was approximately 13 million euro;
  • Revenues adjusted by the extraordinary effect related to sales from disposable masks amounting to 287 million euro in 2021 up by approximately 9% compared to 263 million euro in 2020 and with

a 2019-2021 CAGR of 12% (extraordinary effect of approximately 100 million euro in 2020 and 51 million euro in 2021).

  • Adjusted EBITDA1 with a margin on revenues at 32%, significantly recovering in the fourth quarter of the year, and a value of 107.9 million euro compared to 144 million euro in 2020;
  • Adjusted EBITDA normalized for the effect of extraordinary sales of disposable masks of 86 million euro in 2021 compared to 85 million euro in 2020 and with a 2019-2021 CAGR of 18% (extraordinary effect on EBITDA and fixed cost absorption of 22 million euro in 2021 and 60 million euro in 2020);
  • Adjusted EBIT1 with a 26% margin on revenues and a value of 89.3 million euro compared to 128.6 million euro in the previous year;
  • Adjusted Net Result2 was 75.4 million euro compared to 87.2 million euro in 2020;
  • Net Financial Position of -107.8 million euro (including IFRS 16 effect of 11.4 million euro, 8.8 million euro at 31 December 2020) compared to the positive position of 31.6 million euro at 31 December 2020, an increase mainly due to acquisition of 100% of RPB in August 2021 for 129.2 million euro and related earn-out of 19.7 million euro.
  • The proposed allocation of the profit generated in 2021 does not provide for the distribution of dividends, in support of the Group's growth strategy;
  • Hoping for a rapid diplomatic solution to the current conflict, the company monitors the geopolitical context and the situation in Russia on a daily basis to assess potential direct and indirect future effects. Currently, the Group's financial exposure to the areas concerned is marginal and amounts to around 0.3% of revenues.

Zola Predosa (BO), 22 March 2022 - The Board of Directors of GVS SpA, a leading provider of advanced filtration solutions for highly critical applications, met today in Zola Pedrosa (BO) and approved the Draft Financial Statements and Consolidated Financial Statements for the year ended 31 December 2021, which have been prepared in accordance with IFRS international accounting standards.

***

Massimo Scagliarini, CEO of GVS, commented: "2021 was a year that presented important challenges from the point of view of the supply chain and price increases, thanks to the careful and punctual management of the situation we confirmed our trend of financial results, which ranks us on the highest levels in comparison with all our main Peers. 2022 confirms to be another extremely complicated year for energy and supply chain issues to be monitored with extreme attention. Our goal is to continue to pursue excellent results and solid and constant growth both organic and through new acquisitions, we firmly believe that this mix is still the winning formula even today to face such turbulent times ".

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  • This refers to the result for the period (EBITDA) adjusted for operating income and expenses which, by their nature, are reasonably expected
    not to recur in future periods, related, in particular, to the sale of the Chinese plant in Suzhou and the relocation of the production site as well as residual expenses relating to the IPO, costs of relocating the production site in England and consultancy costs for the purchase of RPB.
    1 This refers to the result for the period (EBIT) adjusted for operating income and expenses which, by their nature, are reasonably expected not to recur in future periods, related, in particular, to the sale of the Chinese plant in Suzhou and the relocation of the production site as well as residual expenses relating to the IPO, costs of relocating the production site in England, consultancy costs for the purchase of RPB and amortisation of the intangibles recognised during the PPA.
    2 This refers to the net profit for the period, adjusted for operating income and expenses which, by their nature, are reasonably expected not to recur in future periods, related, in particular, to the sale of the Chinese plant in Suzhou and the relocation of the production site as well as expenses relating to the IPO, costs of relocating the production site in England, consultancy costs for the purchase of RPB and amortisation of the intangibles recognised during the PPA, net of the related tax effects.

ANALYSIS OF THE GROUP'S ECONOMIC MANAGEMENT

In 2021, GVS achieved consolidated revenues of 338.1 million euro -6.9% compared to 363.3 million euro reported in 2020, but up 9% by sterilising the impact of sales of disposable masks in 2021 (51 million euro) and 2020 (100 million euro) resulting from the spread of the Covid19 pandemic.

Revenues in the Healthcare & Life Sciences division grew during the year due to a positive trend in the Laboratory and Healthcare Liquid businesses, which more than absorbed the correction recorded in the Healthcare Air & Gas business. The performance of the Energy & Mobility division was characterised by the gradual recovery of pre-pandemic production levels in the first half of the year with a slowdown in the second half of the year that led to a rescheduling of orders and related delivery times as a result of the "disruption" of the logistics and supply chain in the sector. The Health

  • Safety division absorbed the normalisation of disposable mask consumption resulting from the pandemic and the slowdown in the professional mask business related to excess inventory in the market. At the same time, the H&S division benefited from the positive contribution of the acquisition of the RPB business, which returned the last quarter of 2021 to a substantial growth trend (+86%) compared to the average of the previous quarters (2020 and 2021) adjusted for the effects related to disposable masks.

In terms of performance and breakdown of revenues from contracts with customers at 31 December 2021:

  • the Healthcare & Life Sciences division, which accounts for 53.3% of the total, reported revenues of 180.3 million euro and grew by 13.3% compared to 2020;
  • the Energy & Mobility division, which accounts for 20.9% of the total, rose by approximately 8.4% to 70.7 million euro compared to 2020;
  • the Health & Safety division, which accounts for 25.8% of the total, recorded a reduction of 37.3% to 87.1 million euro compared to 2020, thanks in part to the contribution of RPB for about 13 million euro, consolidated as of 01 September 2021;

Adjusted EBITDAErrore. Il segnalibro non è definito. with 32.0% margin on revenues amounted to 107.9 million euro ( -25.1%), compared to 144.1 million euro in 2020 and 40.0% margin.

This difference stems from:

  • a different mix of sales achieved in the periods compared due to the change in the mix of products sold, primarily driven by the gradual normalisation of consumption linked to disposable masks and the consequent reduction in terms of absorption of fixed costs;
  • an increase in inventories of finished goods that led to a different ratio between production volumes valued at average cost and sales volumes, as well as a greater weight of service costs, compared to 2020.
  • the increase in absolute value of personnel costs in the period ended 31 December compared to 2020 due to the acquisitions completed in 2020 and the strengthening of the Group's structure mainly in the commercial area, which were added to the impacts related to the delayed reduction in direct labour costs linked to the uncertainties related to production volumes linked to the Covid-19 pandemic. In fact, during 2020, the Group had set up a direct personnel structure in order to promptly and effectively deal with the strong growth in volumes. In 2021, while waiting to understand the evolution of consumption resulting from the pandemic, the direct structure was maintained through the first half of 2021, and only later in the third and fourth quarters did GVS begin to implement the reduction of direct personnel.

The percentage impact of personnel costs on revenues from sales and services increased over the previous year from 26.9% in 2020 to 29.2% in 2021.

Adjusted EBIT1 with 26.4% margin on revenues, amounted to 89.3 million euro (-30.6%) compared to

128.6 million euro in the previous year and 35.4% margin. The item amortisation, depreciation and write-downs increased by 3.1 million euro compared to the previous year, mainly due to the acceleration of the Group's investment plans in 2020, in order to meet the necessary increase in production capacity.

Net financial expenses (net of foreign exchange gains and losses) amounted to approximately 2.0 million euro, a decrease of approximately 1.6 million euro compared to the previous year, mainly due to the reduction in interest expense following the decrease in financial debt characterised by higher nominal rates and the closing and subsequent signing of new loans at more advantageous economic conditions.

Adjusted Net Profit3 was 75.4 million euro compared to 87.2 million euro in 2020.

Net Financial Position as at 31 December 2021 was -107.8 million euro (including the IFRS 16 effect of

  1. million euro, 8.8 million euro as at 31 December 2020), up compared to the positive position of
  1. million euro as at 31 December 2020, due mainly to the acquisition of 100% of RPB in August 2021 for 129.2 million euro and related earn-out of 19.7, down compared to the 28.9 million euro expected at the time of acquisition, payment of which is expected during the first quarter of 2022.

The cash generated from operations was sufficient to meet the outlays for ordinary investments made during the period of 23.2 million euro (CAPEX) and the cash used to pay dividends totalling 22.75 million euro and for the buyback for 3.5 million euro.

In 2021, GVS purchased 306,802 ordinary shares (representing 0.18% of the share capital). Finally, it should be noted that the stake held by the majority shareholder remained unchanged during the year.

***

SIGNIFICANT EVENTS AT 31 DECEMBER 2021 AND AFTER

In January 2021, the subsidiary GVS Technology (Suzhou) Co. Ltd. transferred ownership of its production site in Suzhou to the Chinese Public Authority, recording an extraordinary capital gain of approximately 1.96 million euro. At the same time, while on the one hand contributions obtained from the Chinese government for the relocation of the same production site amounting to 0.77 million euro were recorded in the consolidated income statement, on the other, a provision was made for charges for the relocation of the same plant for 0.94 million euro. Under the agreements reached, in fact, the company will continue to operate there, free of charge, until the relocation to a new production site is completed. The timing of the investment in the new production site and the transfer of production and warehousing will be agreed between the parties at a later date, in order to avoid discontinuity in the production and marketing of products.

On July 28, 2021, the Board of Directors approved the sale of the equity investment in GVS Patrimonio Immobiliare Srl, held by GVS Microfiltration, to GVS Real Estate Srl. This transaction will be financed by GVS Real Estate Srl, which will pay the sale price and provide GVS Patrimonio Immobiliare with the amount necessary to extinguish its current debt position with GVS S.p.A.

On 31 August 2021 the GVS Group acquired 100% of the share capital of the RPB Group, specialising in the design and manufacture of respiratory protection, including supplied-air respirators and powered air-purifying respirators. In particular, GVS NA Holding Inc. (100% owned by GVS S.p.A.) acquired 100% of the share capital of the American companies Goodman Brands LLC and Abretec Group LLC, while GVS S.p.A. acquired 100% of the share capital of RPB Safety Ltd (a New Zealand company). The purchase price was set at a maximum of 194.4 million dollar. The transaction provides for an upfront payment of approximately 150 million dollar for the acquisition of 100% of the share capital, and a possible earn-out of 44.4 million dollar (maximum value), the payment of which, expected in 2022, will be proportionally related to the achievement of the RPB Group's 2021 adjusted EBITDA targets. In order to finance the operation, GVS has signed a 5-year loan agreement for 150 million euro with a pool of lending banks: Mediobanca - Banca di Credito Finanziario S.p.A., which also acts as agent, Unicredit S.p.A. and Crédit Agricole Italia S.p.A.

In October 2021 the Company initiated the share buyback program authorised by the Shareholders' Meeting of 27 April 2021(the "Buyback Plan") under the terms already disclosed to the market. In execution of the aforementioned shareholders' resolution, the first part of the Buyback Plan was launched from 8 October 2021 until 30 April 2022, for a maximum number of own shares able to be purchased of 450,000 (equal to 0.26% of the subscribed, paid-up share capital), with a maximum value set at 6 million euro.

On 01 February 2022 - The Company announced that on 28 January 2022 the first part of the Buyback program of GVS ordinary shares, communicated to the market on 07 October 2021 and launched on 08 October 2021, in execution of the resolution of the Shareholders' Meeting of 27 April 2021, was concluded. During the period between 8 October 2021 and 28 January 2022, GVS purchased 450,000 ordinary shares (equal to 0.26% of the share capital), for a total value of 4,844,190 euro and a volume-weighted average price of 10.76 euro. Following the purchases made, GVS holds a total of 450,000 treasury shares, equal to 0.26% of the share capital.

On 02 March 2022, the GVS Group, through its subsidiary GVS Technology (Suzhou) Co. Ltd, completed the acquisition of the entire share capital of Shanghai Transfusion Technology Co. Ltd ("STT"), a long-established Chinese company, a leader in the manufacture and sale of products related to blood treatment. The closing of the transaction took place following full compliance with the conditions precedent laid down in the purchase and sale agreement. The consideration paid at the closing was approximately 50 million euro. A deferred payment, in the maximum amount of approximately 9 million euro, will be paid to the vendor in the event that STT obtains authorisation to produce and market a new strategic product line. The price may be subject to certain adjustments based on working capital and net financial position. The acquisition was financed with GVS available cash. Post closing, STT will repay the loan of approximately CNY 70.0 million (approximately 10.0 million euro) granted by the seller for the purpose of financing certain pre-closing payments and providing STT with adequate working capital.

In March 2022, GVS defined with the sellers of RPB, the amount to be paid as an earn out based on the achievement of the RPB Group's Adjusted EBITDA targets during 2021. Note that this financial debt is reflected in the financial situation reported at 31 December 2021, in line with the applicable accounting standards.

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GVS S.p.A. published this content on 22 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 March 2022 14:41:01 UTC.