Consolidated half-yearly financial report as at 30 June 2018 · 6/30/2018 · In July 2016, the Company established a subsidiary in Switzerland, which started to operate continuously

Consolidated half-yearly

financial report

as at 30 June 2018

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Company: Wiit S.p.A.

Registered office: Milan, Via Muzio Attendolo detto Sforza no. 7

VAT no. and Tax Code: 01615150214

Share Capital: 2,594,739.00 fully paid-in

Milan Register of Companies No. 01615150214

R.E.A. (economic and administrative index) No. 1654427

Number of shares 2,594,739

Wiit Spa is subject to the management and coordination activities of Wiit Fin S.r.l.

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Corporate Bodies

Chairman and Chief Executive Officer Alessandro Cozzi

Managing Director Riccardo Mazzanti

Managing Director Enrico Rampin

Director Amelia Bianchi

Director Aldo Napoli

Director Dario Albarello

Director Marco Andrea Vismara

Chairman of the Board of Statutory Auditors

Luca Valdameri

Standing auditor Paolo Ripamonti

Standing auditor Guido Giovando

Chairman of the Supervisory and

Control Body

Dario Albarello

Independent auditors Deloitte & Touche S.p.A.

Profile

WIIT S.p.A. is a leading company in Italy in Cloud services and IT Outsourcing for critical applications.

WIIT owns 2 enterprise class Data Centres. The one located in Via Muzio Attendolo detto Sforza, Milan, is one of 36 data centres worldwide certified at TIER IV level by the Uptime Institute, the highest level of security for data centres.

WIIT’s offer is composed of Private Cloud services (IaaS, PaaS and SaaS) with Hosted Private Cloud solutions for critical, Public Cloud and Hybrid Cloud applications, plus advanced Cyber Security solutions.

The Company’s positioning is a result of the strategy that has, over the years, involved the construction of a broad offering in the Infrastructural domain, and natural growth thanks to its excellence in providing services.

For the provision of application services (Application Management Services), WIIT boasts a wealth of internal expertise in the SAP® (the most common of ERP solutions in the world) domain.

WIIT is now one of 20 companies worldwide classified as a Top SAP partner.

WIIT is distinguished by its innovative and effective delivery model for the management of IT processes, able to guarantee the performance of all the necessary activities for the correct management and development of all the activities it is responsible for.

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REPORT ON OPERATIONS

Dear Shareholders,

Over the last few years, harmonisation of accounting rules has been one of the main objectives of the European Community, in order to facilitate the development and efficiency of the European financial markets.

The application of different accounting standards in each member country has actually meant that the financial statements of European companies are difficult to compare, indeed putting the brakes on the development of these markets. The European accounting regulations (and in particular Directives IV and VII, regarding the separate financial statements and the consolidated financial statements respectively), applied differently in the individual member countries, are no longer suitable for guaranteeing said objective.

Therefore, we should also point out to you that, as of 2015, the Company started to apply the international accounting standards (IAS/IFRS) issued by the IASB (International Accounting Standards Board) and, therefore, the attached financial statements were drafted in compliance with the aforementioned classification.

Operating conditions and business development

The generally rather high level of efficiency and the long-term contracts in the portfolio allow WIIT to approach 2018 with a competitive offer and with expectations of natural growth.

The sector in which the company operates presents indicators of growth which, together with the consolidated ability to acquire and retain customers, to continue to seize numerous internal growth opportunities and to evaluate interesting external growth opportunities, means we have positive expectations for the year 2018.

Pursuant to art. 2428, it should be noted that activities are carried out at the Milan office, in via Muzio Attendolo detto Sforza 7 and in the secondary offices of Rome, in Via Ercolano Salvi 12, and Castelfranco Veneto (TV), in Piazza della Serenissima 20.

In July 2016, the Company established a subsidiary in Switzerland, which started to operate continuously in both Switzerland and in the USA (Florida).

The table below shows the results achieved in the last two years in terms of the value of production, EBITDA and pre-tax result.

30/06/2018

Consolidated 30/06/2017

Consolidated

30/06/2018 Adjusted

Consolidated

30/06/2017 Adjusted

Consolidated

Value of production 10,682,840 9,224,576 10,682,840 9,224,576

EBITDA 4,454,191 3,281,001 4,595,489 3,871,761

Pre-tax result 1,753,634 1,606,233 1,894,933 2,196,993

EBITDA rose by 36% compared to the same period in 2017, accounting for 42% of revenues, proof of the degree of optimisation already achieved by the company from the organisation

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of processes and operating services. Adjusted EBITDA maintained the profit margin of 43%, compared to 42% in the same period of the previous year. The growth indicated above also had a positive effect on the pre-tax result, which rose by 9%. Adjusted EBITDA is a non-GAAP measure used by the Group to measure its performance. It is equal to EBITDA excluding the following items: personnel costs in accordance with IFRS 2 relating to performance shares and the write-downs of the items of current assets. It should be noted that Adjusted EBITDA is not identified as an accounting measure as part of the IAS/IFRS adopted by the European Union. Consequently, the calculation method applied by the Company may not be consistent with that adopted by other Groups and, therefore, the balance obtained by the Company may not be comparable with the balances determined by the latter. Main income statement figures

The Company’s reclassified income statement as at 30/06/2018, compared with the same period of the previous year, is shown below (in Euros):

30/06/2018

Consolidated

30/06/2017

Consolidated

30/06/2018

Adjusted

Consolidated

30/06/2017

Adjusted

Consolidated

Net revenues 10,682,840 9,224,576 10,682,840 9,224,576

External costs (3,936,394) (3,755,845) (3,936,394) (3,361,890)

Value added 6,746,446 5,468,731 6,746,446 5,862,686

Cost of labour (2,116,533) (2,059,400) (1,975,234) (1,862,594)

Other operating costs and charges (175,722) (116,698) (175,722) (116,698)

Variation in inventories 0 (11,632) 0 (11,632)

EBITDA (GOM) 4,454,191 3,281,001 4,595,489 3,871,762

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The trend in EBITDA (i.e. GOM) and EBIT (Operating result) is shown below. The graph shows the consolidated data.

EBITDA rose compared to the same period of the previous year, while the decrease in the EBIT was impacted by the amortisation/depreciation relating to significant investments made in the previous year, accounted for this year with the full rate.

20%

36%

19%

42%

0%

5%

10%

15%

20%

25%

30%

35%

40%

45%

6/176/186/17 6/18

EBITDA EBIT

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Main balance sheet figures

The Company’s reclassified balance sheet, compared with that as at 31 December 2017, is shown below (in Euros):

30/06/2018

Consolidated

31/12/2017

Consolidated

Net intangible fixed assets 4,465,657 2,716,886

Net tangible fixed assets 14,191,897 12,912,497

Equity investments and other financial fixed assets 458,050 458,050

Other long-term receivables 279,312 279,312

Fixed assets 19,394,915 16,366,744

Warehouse inventories - -

Short-term trade receivables 3,419,600 3,291,587

Receivables due from Group companies 644,329 1,122,449

Receivables due from subsidiaries - -

Other receivables 2,458,183 771,853

Cash and cash equivalents 20,766,754 21,514,459

Short-term operating assets 27,288,864 26,700,347

Invested capital 46,683,779 43,067,091

Payables due to banks (within 12 months) 3,406,392 3,164,918

Payables due to other lenders (within 12 months) 4,447,315 2,059,884

Trade payables (within 12 months) 1,865,202 2,058,042

Payables due to Group companies - -

Tax payables and payables due to social security institutions 671,641 365,818

Other payables 3,916,511 807,481

Short-term operating liabilities 14,307,061 8,456,143

Employee severance indemnity 1,006,546 918,237

Payables due to banks (after 12 months) 6,377,231 4,658,959

Payables due to other lenders (after 12 months) 4,334,483 4,030,135

Trade payables (after 12 months) - -

Other medium and long-term payables 120,000 220,000

Deferred tax payables 41,245 28,854

Medium/long-term liabilities 11,879,506 9,856,185

Third-party capital 26,186,567 18,312,328

Shareholders’ equity 20,497,213 24,754,763

Own funds 20,497,213 24,754,763

Own funds and third-party capital 46,683,779 43,067,091

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Main financial figures

Net financial debt as at 30/06/2018 was as follows (in Euros):

30/06/2018

Consolidated

31/12/2017

Consolidated

Current financial assets 250,000 1

Cash and

cash equivalents 20,766,754 21,514,459


Payables due to other lenders (4,447,315) (2,059,884)

Current payables due to banks (3,406,392) (3,164,918)

Short-term financial payables (7,853,707) (5,224,802)

Short-term net financial position 13,163,047 16,289,658

Other non-current financial assets 279,312 279,312

Payables due to other lenders (4,334,483) (4,030,135)

Payables due to banks (6,377,231) (4,658,959)

Payables due to subsidiaries - Cash Pooling 0 0

Other non-current financial liabilities 0 0

Medium and long-term net financial position 2,730,644 7,879,876

Net financial position 2,730,644 7,879,876

Healthy cash flows generated by operating activities were recorded in the first half. Cash and cash equivalents remained in line with the same period of the previous year, despite the investment of Euro 2.4 million classified to “other reserves” relating to the value, at market price, of the 48,320 treasury shares which Wiit S.p.A. acquired in the period between January and June 2018 as part of the treasury share purchase programme approved by the shareholders’ meeting on 18 October 2017, which the net financial position did not take into account.

The net financial position saw an incidence of investments of more than Euro 3.5 million, due mainly to the purchase of technological infrastructures that will be used to provide services to the new customers acquired in the first half, the incidence of the distribution of dividends of Euro 2.1 million and, lastly, the application of IFRS 16, which increased payables due to other lenders by Euro 1.2 million.

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The table below shows the cash flow statement of the period, compared with that of the same period in the previous year:

STATEMENT OF CASH FLOWS Values in '000Euro 30.06.18

Consolidated 30.06.17

Consolidated

Net income from operating activities 1.383 1.296 Adjustments relating to items that do not have effect on liquidity: 0 0

Depreciation and amortisation 2.398 1.426 Adjustments to financial asset values 0 0

Changes in provision 88 55

Increase (decrease) provisions for risks and charges 0 0

Financial expenses 315 266

Income taxes 370 310

Cash flows from operating activities before changes in working capital 4.555 3.354

Changes in current assets and liabilities: Decrease (Increase) Inventory 0 12

Decrease (Increase) Receivables 290 (654) Decrease (Increase) Credit for tax (455) 1

Decrease (Increase) Other current assets (1.231) (301)

Increase (Decrease) Payables (193) 337 Increase (Decrease) Payable to tax (52) (163)

Increase (Decrease) Other current liabilities 3.109 332

Cash and cash equivalents generated by operating activities 0 0

Income taxes paid 0 (89)

Interest paid / collected (315) (157)

Net cash and cash equivalents generated by operating activities (a) 5.708 2.673

Net increase tangible assets (3.060) (5.291) Net increase intangible assets (2.307) (501)

Decrease (Increase) financial assets (250) 0

Net cash and cash equivalents used in investment activities (b) (5.618) (5.792)

Payables for finance lease payables (1.472) (1.615)

Obtainment of new borrowings for finance leases 1.560 4.047

Obtainment of new loans 6.779 2.600

Repayment of loans (2.206) (1.405)

Hedge -Minibond 0 (220)

POC - mandatory convertible bond (conversion) 0 (4.253) Opening (disposal) of other financial investments (100) (160)

Increase (Decrease) bank overdrafts 241 (109)

Distribution of dividends (2.126) (900)

Other changes in shareholders' Equity (3.515) 18.191

Net cash and cash equivalents generated by financial activities (c) (837) 16.177

NET Increase (Decrease) Cash and cash equivalents a+b+c (748) 13.058

Cash and cash equivalents - end period 20.767 16.668 Cash and cash equivalents - start period 21.514 3.610

NET Increase (Decrease) Cash and cash equivalents (748) 13.058

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The change in “Other changes in SE” mainly relates to the increase in reserves due to the purchase of treasury shares for Euro 2.411 million and the increase in reserves due to the application of new accounting standards IFRS 9, IFRS 16 and IFRS 15 for a total of Euro 1.237 million.

It should be noted that around 35% of the total capacity of the Milan Data Centre is used at present. This is an important indicator of the scalability of the Company’s business.

Financial instruments

It should be noted that, as at 30/06/2018, the Company does not have any derivative financial instruments.

Treasury shares and shares in holding companies

In order to complete the necessary information, it should be pointed out that, pursuant to art. 2428 points 3) and 4) of the Italian Civil Code, the company holds 53,760 treasury shares but does not own any holding company shares, either through trust companies or third parties, nor were any shares or holdings in holding companies purchased and/or disposed by the Company during the period, either through trust companies or third parties.

The 53,760 treasury shares which Wiit S.p.A. acquired in the period between November and June 2018 fall under the treasury share purchase programme approved by the shareholders’ meeting on 18 October 2017.

The buy-back plan is targeted at the purchase of WIIT S.p.A. shares on the AIM Italia / Mercato Alternativo del Capitale (alternative capital market), also through specialised intermediaries, in order to build a so-called “securities depositary”. More specifically, the purchase programme is targeted at providing the Company with a stock of treasury shares to be used as consideration in the context of extraordinary finance transactions and/or for other uses considered of financial-managerial and/or strategic interest for the Company, also for the exchange of equity investments with other entities as part of transactions of interest to the Company.

Information on the environment and personnel

Taking account of the company’s social role, as also highlighted in the report on operations of the Consiglio Nazionale dei Dottori Commercialisti e degli Esperti Contabili (National Institute of Chartered Accountants), it is considered appropriate to provide the following information regarding the environment and personnel.

Personnel

In the first half of 2018, there were no workplace fatalities involving personnel listed in the employee register.

In the first half of 2018, there were no serious workplace accidents that involved serious or very serious injuries to personnel listed in the employee register.

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In the first half of 2018, no charges were registered against employees or former employees relating to occupational illnesses and cases of mobbing, for which the company was held to be definitively liable.

Environment

During the first half of 2018, no damages caused to the environment were verified, for which the company was held to be definitively culpable.

No final sanctions or penalties were imposed on our company in the first half of 2018 for environmental offences or damages.

Development activities Research and development activities include both internal and external costs incurred, which relate largely to development of the ICT infrastructure. This infrastructure allows WIIT to provide its services effectively and competitively; we are talking essentially about the cost of implementing the IT framework through which WIIT interacts with its customers and is able to provide them with all the services provided for in the contract. This ICT infrastructure represents, to all intents and purposes, the Company’s strategic asset, on which the company’s competitiveness and capacity for market expansion depend. Capitalised investments of Euro 351,325 were made during the first half.

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Relations with subsidiaries, associates and holding companies The following relations were maintained in the first half of 2018 with subsidiaries, associates and holding companies:

Pa

ya

ble

s

Receivables WIIT Fin S.r.l. WIIT S.p.A. WIIT Swiss

S.A. Foster S.r.l. Sintex S.r.l. Total

WIIT Fin S.r.l. 539,214 78,658 617,873

WIIT S.p.A. 1,082,677 1,082,677

WIIT Swiss

S.A. 0

Foster S.r.l. 600,000 211,686 811,686

Sintex S.r.l. 0

Total 600,000 750,900 1,082,677 78,658 - 2,512,235

Bear in mind that the transactions performed with related parties, including therein intercompany transactions, do not qualify as atypical or unusual transactions, as they are carried out during the normal course of business of Group companies. These transactions were regulated on an arm’s length basis.. Receivables due from the holding company Wiit Fin S.r.l. are net of the amount of Euro 143,429 relating to national tax consolidation reclassified to the item “Current tax liabilities”.

Information relating to risks and uncertainties pursuant to art. 2428, paragraph 2, point 6-bis, of the Italian Civil Code

Risk management

As in all companies, there are risk factors that may have repercussions on the Company’s results and, for this reason, certain procedures have been implemented to prevent them. More specifically, the Company is extremely attentive to the assessment of the risks of any nature relating to the implementation of the procedures and controls to mitigate said risks. We should point out that these procedures embody the company’s commitments and responsibilities and are based on the utmost transparency and correctness.

In addition, the Board of Directors, by means of resolution dated 30 July 2013, based on prior approval of the Organisational and Management Model, including the risk analysis as set forth in art. 6, paragraph 1, letter a) of Legislative Decree 231/01, also resolved the appointment of the Supervisory Body, whose task is to monitor the functioning and observance of the model and oversee its updates.

The risk analysis conducted for the implementation of the Model is incorporated in a scenario in which the company already possessed an integrated management system, the DPS and the associated evolution, and already held the certifications relating to quality (ISO 9001), Management of IT Services (ISO 20000) and security (ISO 27001).

Therefore, as required by art. 2428 of the Italian Civil Code, we summarise the risk factors below, and the additional general elements, and refer you to the specific documentation for further details.

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EXTERNAL RISKS Financial risks

The Company is not greatly exposed to financial risks. In fact, as it operates exclusively in the Euro area, the company is not exposed to exchange rate risks due to transactions in foreign currency; revenues and operating cash flows are not subject to fluctuations in market interest rates and no significant credit risks are evident given that the financial counterparties are represented by leading customers considered solvent by the market.

However, the main types of financial risk are outlined below, with the relevant comments on the degree of significance of the exposure to the various risk categories.

Currency risk

Currency risk is defined as the risk of the value of a financial instrument changing as a result of fluctuations in exchange rates. The fact the core business is performed in the “Euro Area” limits the company’s exposure to currency risks deriving from transactions in currencies other than the functional currency (Euro).

Interest rate risk

Interest rate risk management aims to ensure a balanced debt structure, by minimising the cost of funding over time.

Interest rate risk is defined as the risk of the value of a financial instrument changing as a result of fluctuations in market interest rates.

Over the years, the Company has taken out almost exclusively medium/long-term loans with a variable rate linked to the performance of the 3-month Euribor and at a fixed rate.

The details relating to loans in place are reported in the notes to the financial statements.

Market risk

Market risk is defined as the risk of the value of a financial instrument changing as a result of fluctuations in market prices.

The Company has not entered into any transactions relating to said risk, therefore the exposure is nil.

Credit risk

Credit risk is defined as a probable financial loss generated by the non-fulfilment of a third party payment obligation to the Company.

The Company does not have significant concentrations of credit risks, also thanks to the fact that it does not carry out significant operations in the Public Administration sector, in line with the Company’s strategic choice.

The Company manages this risk through the selection of counterparties considered solvent by the market and with a high credit standing, or through the supply of highly critical and non-interruptible services by its customers.

For commercial purposes, policies are adopted targeted at ensuring the solvency of its customers, and limiting the exposure to credit risk with respect to an individual customer, through activities that involve the evaluation of customers and their monitoring.

All receivables are periodically subject to an analytical evaluation per individual customer, with write-downs effected in the event of impairment.

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All details relating to trade receivables are reported in the notes to the financial statements.

Liquidity risk

Liquidity risk is defined as the risk of the Company encountering difficulties in obtaining the necessary funds to meet its obligations connected with financial liabilities.

Prudent liquidity risk management is pursued by monitoring cash flows, financing requirements and the liquidity of the Company, with the goal of ensuring effective management of financial resources through the proper management of any liquidity surpluses or surpluses convertible to cash and the subscription of suitable credit lines.

Risks deriving from the general conditions of the economy

The Information Technology market is naturally connected to the performance of the economy. An unfavourable economic phase could slow demand with subsequent equity, economic and financial effects, especially on subsidiaries.

Risks connected to IT services

The services sector in which the Company operates is characterised by rapid technological changes and the constant evolution of professional skills and expertise. The risks connected with the development of the ICT market are mitigated by said sector in which the company operates and by the internal contractual policies which make provision for contracts that guarantee a high backlog level and a long-term business vision.

The phase of contraction in services and IT spending by companies has also promoted the growth of WIIT, enhancing the offering and the ability of the company to rationalise and lower the costs of its customers with respect to their competitors.

Risks connected with the evolution of the regulatory framework

The activities carried out by the Company are not subject to any particular industry legislation. INTERNAL RISKS

Risks relating to the dependency on key personnel

The success of the Company depends primarily on some key figures who have made a decisive contribution to the Company’s development, such as the company’s Chief Executive Officer, General Manager and Head of Sales.

The Group also benefits from a first-class managerial team at both the Parent Company and the Subsidiary, which has a key role in the management of the different business units and staff functions.

The exit of one of the aforementioned key individuals, without an adequate replacement, could adversely affect the prospects, activities and economic and financial results of the Company; however, the management believes that the Company has a managerial structure capable of ensuring the continued management of company activities and, to that end, loyalty mechanisms are also in place.

Risks relating to customer dependency

Today, the Company offers services to companies operating in the various markets (Finance, Service Provider, Defence, Manufacturing and Utility) which also have extremely different characteristics.

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Company revenues are equally distributed, despite the fact that the exit of some major customers from the portfolio could impact the Company’s economic, equity and financial position, without however jeopardising business continuity.

Risks connected with contractual commitments

The Company provides outsourced services with a high technology content and high value and the associated underlying contracts may involve the application of penalties with regards to observance of the agreed service levels.

At contractual level, maximum penalty amounts are envisaged in relation to the value of the services provided.

The Company has also taken out insurance policies, deemed adequate, to protect itself against the risks deriving from civil liability for a total maximum annual amount of Euro 5 million.

In respect of projects of economic/financial importance, extra policies are subscribed, in addition to the cover referred to above, in order to avoid the negative impacts on the Company’s economic/equity and financial position.

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CONSOLIDATED STATEMENT OF FINANCIAL POSITION

30/06/2018 31/12/2017

ASSETS Other intangible assets 3,150,631 1,401,860 Goodwill 1,315,026 1,315,026 Property, plant and equipment 4,094,029 4,621,935 Other tangible assets 10,097,868 8,290,562 Equity investments and other non-current financial assets 458,050 458,050 Other non-current assets 279,312 279,312

NON-CURRENT ASSETS 19,394,915 16,366,744

Inventories 0 0 Trade receivables 3,419,600 3,291,587 Trade receivables due from Group companies 644,329 1,122,449 Current financial assets 250,000 1 Deferred tax assets 832,248 376,954 Sundry receivables and other current assets 1,375,935 394,898 Cash and cash equivalents 20,766,754 21,514,459

CURRENT ASSETS 27,288,864 26,700,347

ASSETS HELD FOR SALE 0 0

TOTAL ASSETS 46,683,779 43,067,091

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30/06/2018 31/12/2017 SHAREHOLDERS' EQUITY AND LIABILITIES

LIABILITIES Share Capital 2,594,739 2,566,074 Share premium reserve 19,248,704 19,248,704 Legal reserve 513,214 414,408 Other reserves (4,438,938) -890,038 Reserves and retained earnings (accumulated losses) 1,241,408 329,407 Translation differences (45,317) -50,875 Profit (loss) for the year 1,383,403 3,137,084

SHAREHOLDERS’ EQUITY 20,497,213 24,754,763

Payables due to other lenders 4,334,483 4,030,135

Payables due to banks 6,377,231 4,658,959

Other non-current financial liabilities 0 0

Employee benefits 1,006,546 918,237

Provision for deferred tax liabilities 41,245 28,854 Other non-current payables and liabilities 120,000 220,000

NON-CURRENT LIABILITIES 11,879,506 9,856,185

Payables due to other lenders 4,447,315 2,059,884

Current payables due to banks 3,406,392 3,164,918

Current tax liabilities 671,641 365,818

Trade payables 1,865,202 2,058,042

Payables to Group companies 0 0

Other current payables and liabilities 3,916,511 807,481

CURRENT LIABILITIES 14,307,061 8,456,143

TOTAL LIABILITIES 46,683,779 43,067,091

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CONSOLIDATED INCOME STATEMENT

30/06/2018 30/06/2017

OPERATING REVENUE AND INCOME Revenues from sales and services 10,059,949 9,206,226 Other revenues and income 622,891 18,350

Total operating revenue and income 10,682,840 9,224,576

OPERATING COSTS Purchases and provision of services (3,936,394) (3,755,845) Cost of labour (2,116,533) (2,059,400) Amortisation, depreciation and write-downs (2,398,190) (1,426,422) Provisions 0 0 Other operating costs and charges (175,722) (116,698) Change Inventories of raw materials, consumables and goods for resale 0 (11,632)

Total operating costs (8,626,839) (7,369,997)

EBIT 2,056,001 1,854,579

Write-down of equity investments 0 0 Financial income 1,691 8,161 Financial expenses (314,924) (266,219) Exchange gains (losses) 10,867 9,712

PRE-TAX RESULT 1,753,634 1,606,233

Income taxes (370,231) (309,932)

PROFIT (LOSS) FROM CONTINUING OPERATIONS 1,383,403 1,296,301

NFP 2,730,644 4,941,571

STATEMENT OF COMPREHENSIVE INCOME

30/ 06/2018 30/ 06/2017

PROFIT (LOSS) FOR THE PERIOD 1. 383. 403 1. 296. 301

Discounting of Provision for employee benefits (IAS 19) (13,158) (6,318)

Tax effect of other comprehensive income of the period 5. 092 0

COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD 1. 375. 337 1. 289. 983

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Share capital

Share premium reserve

Legal reserve

FTA reserve

Reserve from discounting of

employee severance indemnity

Other reserves

Retained earnings

(accumulated losses)

Translation differences

Profit (loss) for the year

Total shareholders’

equity

BALANCE AS AT 31/12/2017 2,566,074 19,248,704 414,408 (101,168) (121,141) (667,730) 329,407 (50,875) 3,137,084 24,754,763

Allocation of 2016 profit

Legal reserve 98,806 (98,806) 0

Dividends paid (2,126,277) (2,126,277)

Carried forward 912,001 (912,001) 0 0 0

Accrual of Performance Shares 28,665 (28,665) 0

Performance Shares reserve 141,299 141,299 0 0

Translation reserve 5,557 5,557 0 0

Other changes 0

Treasury shares purchased (2,411,104) (2,411,104)

FTA reserve - IFRS 15 (1,269,295) (1,269,295)

FTA reserve - IFRS 16 43,979 43,979

FTA reserve - IFRS9 (11,955) (11,955)

Share premium reserve 0 0 0 0

Comprehensive income as at 30/06/2018 (13,158) 1,383,403 1,370,245

BALANCE AS AT 30/06/2018 2,594,739 19,248,704 513,214 (101,168) (134,299) (4,203,471) 1,241,408 (45,317) 1,383,403 20,497,213

GROUP STRUCTURE

Parent Company

WIIT S.p.A. Subsidiary and share attributable to the Group

WIIT SWISS S.A. 100%

Explanatory Notes

Wiit S.p.A. (Consolidating Company) is a joint-stock company incorporated in Italy, with registered office in Via Muzio Attendolo detto Sforza no. 7, Milan, which established the subsidiary Wiit Swiss SA in 2016, a company incorporated in Switzerland, with registered office in Dottikon – Bleicheweg 5 (CH). Wiit S.p.A. holding a controlling interest from 2016. Consolidation Area The consolidation area as at 30 June 2018 includes the Parent Company Wiit S.p.A. and the following company which is wholly-owned by Wiit S.p.A.:

WIIT SWISS SA

The equity investment in the subsidiary Wiit Swiss SA., incorporated in 2016, was fully consolidated in 2017. In this regard, it should be noted that the statements of financial position as at 30 June 2018 are compared with the consolidated position as at 31 December 2017; the income statements are compared with the position as at 30 June 2017. The companies operate in the IT services sector through outsourcing contracts, with a special focus on managing the IT processes of their customers in the following sectors: - finance; - manufacturing; - services; - telecommunications. The activity is performed by using specific and innovative work organisational models and specialised assets and personnel.

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ACCOUNTING STANDARDS

Statement of compliance and basis of preparation

The consolidated half-yearly financial report of Wiit S.p.A. for the year ended as at 30 June 2018 were drafted in compliance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) and adopted by the European Union. The reference to IFRS also includes all applicable International Accounting Standards (IAS). It was drafted in Euros, the current currency of the country in which the Company operates predominantly, with amounts rounded to the nearest thousand. It comprises the statement of financial position, income statement, statement of comprehensive income, statement of changes in shareholders’ equity, the statement of cash flows and these notes. The report was prepared on the basis of the historical cost principle, and the going concern assumption. With reference to the latter assumption, despite the presence of a difficult economic and financial environment, the Company, also by virtue of its strong competitive positioning, high level of profitability and the solidity of its capital and financial structure, considered itself to be a going concern in accordance with paragraphs 25 and 26 of IAS 1. This consolidated half-yearly financial report was drafted in order to ensure compliance with the disclosure obligations set out in art. 3 of the AIM Italia Issuers’ Regulation, and prepared in observance of the provisions of IAS 34 relating to interim financial reporting. This consolidated half-yearly report does not include all the information required in the consolidated annual financial statements drafted as at 31 December 2017 as required by IAS 1 and, consequently, is read together with the latter. Financial statements layouts The Company adopted the following financial statements layouts:

a statement of financial position which shows current and non-current assets and current and non-current liabilities separately;

an income statement which classifies costs by nature;

a statement of comprehensive income, which shows cost and revenue items which are not recognised under profit (loss) for the year as required or permitted by IFRS;

a statement of cash flows which presents the cash flows from operating activities using the indirect method.

The adoption of these layouts allows a more meaningful representation of the equity, economic and financial position of the Company.

Consolidation criteria The data used for consolidation are taken from the economic and equity positions prepared by the Directors of the individual subsidiaries. These data have been appropriately modified and reclassified, where necessary, to bring them into line with the international accounting standards and the classification criteria that are homogeneous within the Group. The consolidation criteria adopted are as follows: a) Assets and liabilities, income and expenses of the financial statements subject to line-by-line

consolidation are inserted in the Group’s financial statements, regardless of the size of the equity investment. In addition, the carrying amount of the equity investments was eliminated against the shareholders’ equity pertaining to the investees.

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b) The positive differences resulting from the elimination of the equity investments against the reported shareholders’ equity on the date of first-time consolidation are booked at the higher values attributable to the assets and liabilities and, for the residual part, to goodwill.

c) Payables/receivables, costs/revenues between consolidated companies and profits/losses resulting from intercompany transactions are eliminated.

d) In the presence of minority shareholders, the portion of shareholders’ equity and net income for the year pertaining to them would be attributed to the appropriate items of the consolidated statement of financial position and income statement.

Information in relation to IFRS 3 WIIT Swiss SA., which the Group acquired control of in July 2016, was consolidated from the previous year’s financial statements. Translation to Euro of statements of financial position drafted in foreign currency The separate financial statements of each Group company are prepared in the currency of the primary economic environment in which it operates (functional currency). For the purposes of the consolidated financial statements, the financial statements of each foreign entity are stated in Euros, which is the functional currency of the Group and the presentation currency of the consolidated financial statements. The statement of financial position items in the financial statements expressed in a non-Euro currency are translated using the current exchange rates at year-end. By contrast, income statement items are translated using the average exchange rates for the year. Exchange differences from the translation resulting from a comparison between the initial shareholders’ equity translated at the current exchange rates and said shareholders’ equity translated using historical exchange rates, as well as the difference between the economic result stated at the average exchange rates and that stated at current exchange rates, are booked to the shareholders’ equity item “Other reserves”. The exchange rates used to translate the financial statements of the foreign subsidiary to Euros, prepared in local currency, are reported in the following table:

Description of the currency

Year-end exchange rate - 29/06/2018

Average exchange rate 1st half of 2018

Swiss Franc 1.157 1.170

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Statement of reconciliation between the shareholders’ equity and result for the year of the Parent Company and the consolidated shareholders’ equity and result for the year

Profit (loss)

Shareholders’ equity attributable to the Group

Parent Company 1,013,383 18,992,695 Adjusted shareholders’ equity and results of consolidated companies attributable to the Group

370,020 1,596,540

Elimination of net carrying amount of consolidated equity investments

0 (92,022)

Elimination of intercompany profits and consolidation adjustments

0 0

Distribution of dividends to third parties 0 0 Consolidated 1,383,403 20,497,213

Measurement criteria The above document was drafted in compliance with the provisions of IAS 34; this half-yearly report does not include all the information required in the annual financial statements drafted as at 31 December 2017 as required by IAS 1 and, consequently, is read together with the latter. Only the accounting standards and measurement criteria in use as at 30 June 2018 are reported below, given not applicable as at 31 December 2017:

IFRS ACCOUNTING STANDARDS, AMENDMENTS AND INTERPRETATIONS APPLIED FROM 1 JANUARY

2018

The following IFRS accounting standards, amendments and interpretations were applied for the first time by the

Group as of 1 January 2018:

IFRS 15 – Revenue from Contracts with Customers (published on 28 May 2018 and supplemented

with further clarifications published on 12 April 2016) is intended to replace the standards IAS 18 –

Revenue and IAS 11 – Construction Contracts, as well as the interpretations IFRIC 13 – Customer Loyalty

Programmes, IFRIC 15 – Agreements for the Construction of Real Estate, IFRIC 18 – Transfers of Assets

from Customers and SIC 31 – Revenues-Barter Transactions Involving Advertising Services. The standard

establishes a new revenue recognition model to be applied to all customer contracts except those falling

within the scope of other IAS/IFRS standards such as leases, insurance contracts and financial

instruments. The key steps for revenue recognition according to the new model are:

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o identification of the contract with the customer;

o identification of the performance obligations of the contract;

o determination of the price;

o allocation of the price to the contract performance obligations;

o revenue recognition criteria when the entity meets each performance obligation.

The standard was applied from 1 January 2018. The directors identified the performance obligations

contained in the contract and reallocated the revenues and costs related to them and decided to

account for the effects of the first-time application of the standard by adopting the modified

retrospective approach. The effect of the first-time application involved a change in shareholders’

equity through the creation of a special reserve amounting to Euro 1,269,295, an increase in deferred

income of Euro 2,393,898, an increase in prepaid expenses of Euro 633,434 and the effect of deferred

taxes of Euro 491,169.

IFRS 16 – Leases (published on 13 January 2016), intended to replace IAS 17 – Leases, as well as

the interpretations IFRIC 4 Determining whether an Arrangement contains a Lease, SIC-15 Operating

Leases—Incentives and SIC-27 Evaluating the Substance of Transactions Involving the Legal Form of

a Lease.

The new standard provides a new definition of lease and introduces a criterion based on control (right

of use) of an asset for distinguishing lease contracts from service contracts, identifying as

discriminating factors: identification of the asset, the right to replace the same, the right to obtain

substantially all of the economic benefits arising from the

use of the asset and the right to direct the use of the asset underlying the contract.

The standard establishes a single model of recognition and valuation of lease contracts for the lessee

which entails recognising the asset covered by the lease, including operating lease, under assets with

an offsetting financial payable, while also providing the possibility of not recognising as leases contracts

which refer to “low-value assets” (i.e. leases regarding assets with a value of less than Euro 5,000)

and leases with a contract term less than or equal to 12 months. On the contrary, the standard does

not include significant changes for lessors.

The Directors applied IFRS 16 early from 1 January 2018, jointly with application of IFRS 15. In

particular, the directors completed the project for the implementation of the new standard, which made

provision for a first phase of detailed analysis of the contracts and the accounting effects and a second

phase of implementation and/or adjustment of the administrative processes and of the accounting

system. The directors applied IFRS 16 by adopting the modified retrospective approach. The effect of

the first-time application involved a change in shareholders’ equity through the creation of a positive

special reserve amounting to Euro 43,979, a net increase in intangible fixed assets of Euro 1,484,252,

an increase in financial payables of Euro 1,423,256 and the effect of deferred taxes of Euro 17,017.

Final version of IFRS 9 – Financial Instruments (published on 24 July 2014). The document includes

the results of the IASB project to replace IAS 39:

o introduces some new criteria for the classification and measurement of financial assets and

financial liabilities (together with the measurement of non-substantial modifications in financial

liabilities);

o With reference to the impairment model, the new standard requires that the estimate of losses

on receivables be made on the basis of the expected losses model (and not on the incurred losses

model used by IAS 39) using supporting information, available without unreasonable burden or

effort, which includes historical, current and prospective data.

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o introduces a new hedge accounting model (increase in the types of transactions eligible for hedge

accounting, change of method of accounting of forward contracts and options when included in

a hedge accounting relationship, modifications to the effectiveness test).

The new standard was applied from 1 January 2018, and the company decided to account for the

effects of the first-time application of the standard according to the Modified retrospective method. The

effect of the first-time application involved a change in shareholders’ equity through the creation of a

special reserve amounting to Euro 11,955, an increase in the bad debt provision of Euro 16,581 and

the effect of deferred taxes of Euro 4,626.

Amendment to IFRS 2 “Classification and measurement of share-based payment transactions”

(published on 20 June 2016), which contains some clarifications in relation to the accounting of the effects

of vesting conditions in the presence of cash-settled share-based payments, the classification of share-

based payments with net settlement characteristics and the accounting of the amendments to the terms

and conditions of a share-based payment that change their classification from cash-settled to equity-

settled. The amendments were applied from 1 January 2018. The adoption of this amendment did not

have any effects on the Group’s consolidated financial statements.

Document “Annual Improvements to IFRSs: 2014-2016 Cycle”, published on 8 December2016

(including IFRS 1 First-Time Adoption of International Financial Reporting Standards - Deletion of short-

term exemptions for first-time adopters, IAS 28 Investments in Associates and Joint Ventures –

Measuring investees at fair value through profit or loss: an investment-by-investment choice or a

consistent policy choice, IFRS 12 Disclosure of Interests in Other Entities – Clarification of the scope of

the Standard) which partially supplement the pre-existing standards. The majority of the amendments

were applied from 1 January 2018. The adoption of these amendments did not have any effects on the

Group’s consolidated financial statements.

Amendment to IAS 40 “Transfers of Investment Property” (published on 8 December 2016). These

amendments clarify the transfers of a property to, or from investment property. In particular, an entity

must classify a property between, or from investment property only when there is evidence of a change

in use of the property. This change must be related to a specific event that has happened and therefore

must not concern a mere change of intention by the management of an entity. These amendments were

applied from 1 January 2018. The adoption of these amendments did not have any effects on the Group’s

consolidated financial statements.

Interpretation IFRIC 22 “Foreign Currency Transactions and Advance Consideration” (published

on 8 December 2016). The Interpretation aims to provide guidelines for foreign currency transactions

when an entity recognises a non-monetary asset or non-monetary liability arising from the payment or

receipt of advance consideration before the entity recognises the related asset, expense or income. This

document addresses how an entity should determine the date of the transaction and, consequently, the

spot exchange rate to use when foreign currency transactions are carried out in which the payment is

made or received in advance. IFRIC 22 was applied from 1 January 2018. The adoption of this

interpretation did not have any effects on the Group’s consolidated financial statements.

IFRS ACCOUNTING STANDARDS, AMENDMENTS AND INTERPRETATIONS ENDORSED BY THE

EUROPEAN UNION, STILL NOT MANDATORILY APPLICABLE AND NOT ADOPTED EARLY BY THE GROUP

AS AT 30 JUNE 2018

Amendment to IFRS 9 “Prepayment Features with Negative Compensation” (published on 12

October 2017). This document specifies that instruments which involve an early repayment would respect

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the “SPPI” test also in the case in which the reasonable additional compensation to be paid in the case of

an early repayment is a negative compensation for the lender. The amendment applies from 1 January

2019, but early application is permitted. The Directors are currently evaluating the potential effects of

the introduction of these amendments on the Group’s consolidated financial statements.

IFRS ACCOUNTING STANDARDS, AMENDMENTS AND INTERPRETATIONS

STILL NOT ENDORSED BY THE EUROPEAN UNION

As at 30 June 2018, the competent bodies of the European Union still had not concluded the endorsement process

for the adoption of the amendments and standards described below.

On 18 May 2017, the IASB published IFRS 17 – Insurance Contracts which is intended to replace IFRS

4 – Insurance Contracts.

The objective of the new standard is to ensure that an entity provides relevant information that

faithfully represents rights and obligations from insurance contracts it issues. The IASB developed the

standard to eliminate inconsistencies and weaknesses in existing accounting practices by providing a

single principle‑ based framework to account for all types of insurance contracts, including reinsurance

contracts that an insurer holds. The standard is applicable as from 1 January 2021 but early application

is allowed only for entities that apply IFRS 9 – Financial Instruments and IFRS 15 – Revenue from

Contracts with Customers. The Directors do not expect the adoption of this standard to have any

significant effects on the Group’s consolidated financial statements.

On 7 June 2017, the IASB published the interpretation IFRIC 23 – Uncertainty over Income Tax

Treatments. The document addresses the uncertainties over income tax treatments.

The document requires uncertainties in determining tax assets or liabilities to be reflected in the

financial statements only when an entity will pay or recover the amount in question. Furthermore, the

document does not contain any new disclosure obligation but stresses that the entity must establish

whether it is necessary to provide information on the considerations made by management and relating

to the uncertainty over the accounting of taxes, in accordance with IAS 1.

The new interpretation applies from 1 January 2019, but early application is permitted. The Directors

are currently evaluating the potential effects of the introduction of this interpretation on the Group’s

consolidated financial statements.

Amendment to IAS 28 “Long-term Interests in Associates and Joint Ventures” (published on 12

October 2017)”. This document clarifies the need to apply IFRS 9, including the requirements relating to

impairment, to other long-term interests in associates and joint ventures for which the equity method is

not applied. The amendment applies from 1 January 2019, but early application is permitted. The

Directors are currently evaluating the potential effects of the introduction of these amendments on the

Group’s consolidated financial statements.

Document “Annual Improvements to IFRSs 2015-2017 Cycle”, published on 12 December 2017

(including IFRS 3 Business Combinations and IFRS 11 Joint Arrangements – Remeasurement of

previously held interest in a joint operation, IAS 12 Income Taxes – Income tax consequences of

payments on financial instruments classified as equity, IAS 23 Borrowing costs Disclosure of Interests in

Other Entities – Borrowing costs eligible for capitalisation) which acknowledges the amendments to some

standards as part of their annual improvement process. The amendments apply from 1 January 2019,

https://www.iasplus.com/en/standards/ifrs/ifrs3

https://www.iasplus.com/en/standards/ifrs/ifrs11

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but early application is permitted. The Directors are currently evaluating the potential effects of the

introduction of these amendments on the Group’s consolidated financial statements.

Amendment to IAS 19 “Plant Amendment, Curtailment or Settlement” (published on 7 February

2018). The document clarifies how an entity should recognise a modification (i.e. a curtailment or a

settlement) of a defined-benefit plan. The amendments require an entity to update its assumptions

and remeasure the net plan liability or asset. The amendments clarify that after said event is verified,

an entity must use updated assumptions to measure the current service cost and the interest for the

rest of the reference period after the event. The amendments apply from 1 January 2019, but early

application is permitted. The Directors are currently evaluating the potential effects of the introduction

of these amendments on the Group’s consolidated financial statements.

Amendment to IFRS 10 and IAS 28 “Sales or Contribution of Assets between an Investor and

its Associate or Joint Venture” (published on 11 September 2014). The document was published in

order to resolve the present conflict between IAS 28 and IFRS 10 relating to the measurement of the

profit or loss resulting from the transfer or contribution of a non-monetary asset to a joint venture or

associate in exchange for a share in the latter’s capital. The IASB has currently suspended the

application of this amendment. The Directors are currently evaluating the potential effects of the

introduction of these amendments on the Group’s consolidated financial statements.

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Comments on the main items of the statement of financial position The consolidated half-yearly financial report presents comparative data with the consolidated financial statements as at 31 December 2017. 1. INTANGIBLE ASSETS

31/12/2017 30/06/2018 Changes

2,716,886 4,465,657 1,748,771

Total movements in intangible fixed assets in the last two years:

Description 31/12/2015 Increases Decreases Amortisation 31/12/2016

Goodwill 1,315,026 0 0 0 1,315,026

Goodwill 1,315,026 0 0 0 1,315,026

Development costs 329,595 298,550 0 (275,389) 352,755

Concessions and trademarks 74,222 112,487 0 (60,605) 126,104

Fixed assets in progress 72,295 155,731 (49,045) 0 178,981

Others 240,684 118,804 0 (100,391) 259,098

Other intangible assets 716,796 685,572 (49,045) (436,385) 916,938

Total 2,031,822 685,572 (49,045) (436,385) 2,231,964


Goodwill 1,315,026 0 0 0 1,315,026

Goodwill 1,315,026 0 0 0 1,315,026

Development costs 352,755 100,399 0 (153,550) 299,604


Fixed assets in progress 178,981 516,076 (178,981) 0 516,076

Others 259,098 302,383 0 (157,995) 403,486

Other intangible assets 916,938 1,058,404 (178,981) (394,500) 1,401,861

Total 2,231,964 1,058,404 (178,981) (394,500) 2,716,887


Goodwill 1,315,026 0 0 0 1,315,026

Goodwill 1,315,026 0 0 0 1,315,026

Development costs 299,604 0 0 (49,933) 249,671


Fixed assets in progress 516,076 351,325 0 0 867,401

Others 403,486 1,820,101 0 (468,853) 1,754,733

Other intangible assets 1,401,861 2,307,292 0 (558,520) 3,150,631

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The net carrying amount at the start of the year is composed as follow:

Description Historical

cost

Accumulated

amortisation Revaluations

Write-downs

Net

value

Goodwill 1,315,026 0 0 0 1,315,026

Goodwill 1,315,026 0 0 0 1,315,026

Development costs 1,072,197 772,592 0 0 299,604

Concessions and trademarks 364,739 182,044 0 0 182,695

Fixed assets in progress 516,076 0 0 0 516,076

Others 735,828 332,342 0 0 403,486

Other intangible assets 2,688,840 1,286,979 0 0 1,401,861

Total 4,003,866 1,286,979 0 0 2,716,887

The intangible assets are held by the Holding Company.

The increase in the item “Other” is due mainly to the adoption of IFRS 16, which impacted the accounting of assets acquired by the company through property leases and vehicle rental agreements. Goodwill The Holding Company verifies the recoverability of goodwill at least once per year or more frequently if there are indicators of impairment. The recoverable amount is verified through the determination of the value in use, by discounting expected cash flows. The goodwill booked to the financial statements mainly derives from: - the merger by incorporation of the subsidiary Sevenlab S.r.l., effective from 1 January 2014 for accounting and tax purposes, and recognised under assets with the prior consent of the Board of Statutory Auditors for an amount of Euro 930,026; - the acquisition of the business unit Visiant Technologies (Visiant Group), which manages Data centre services and infrastructures, for a total of Euro 381,000. The acquisition is the result of an industrial operation between Wiit Spa and the Visiant Group, and represents a partnership which aims to take advantage of new synergies and opportunities on the market and become a local hub of the IT service providers sector, also by achieving external growth. The recoverability of assets with an indefinite life was measured through an impairment test as at 31 December 2017, prepared on the basis of the 2018-2020 budget plan that was approved. This plan was used in order to subject the carrying amount of the business combinations and goodwill to impairment testing, determining their recoverable amount, considered to be equal to the value in use, through the discounting of expected future cash flows. The so-called terminal value was added to the cash flows for the 2018-2020 period, which represents the operating flows that the CGU will be able to generate from the fifth year indefinitely, and is determined on the basis of the perpetual yield. The value in use was calculated on the basis of a discount rate (wacc) of 8.40% and a growth rate (g) prudentially considered to be 0%. The recoverable amount determined on the basis of the assumptions and valuation techniques cited above is higher than the carrying amount of the assets with an indefinite life.

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As at 30 June 2018, it should be noted that the performances of sales, profitability and orders in the first half of 2018 confirm the strong trend on the basis of which the plan described previously was developed. Therefore, the Directors believe that are there no indicators of the risk of non-recoverability of the carrying amount of goodwill. All intangible fixed assets, with the exception of goodwill, are amortised over 5 years. Concessions, trademarks and patents Concessions and trademarks essentially refer to the purchase of back-up software and IT material used in the Company’s Data Centre. Development costs Development activities include both internal and external costs incurred, which relate largely to the development of WIIT’s ICT infrastructure. This infrastructure enables WIIT to provides its services effectively and competitively. For the current year, the cost of the activities is connected primarily to the implementation of the “Wiit Cyber Security Roadmap”, infrastructures and services for managing IT security for all systems in WIIT’s Data Centres, both internal systems and those of the customers to whom WIIT provides its services. It also includes costs relating to the project “Wiit Orchestration & Automated Billing”, which consists of the orchestration and automation of the process of collection and processing of volumes of activities and resources provided, also for the purposes of the automated reporting and billing, also on the basis of the different methods of consumption by customers (self-provisioned, plafond based, on-demand, etc.). These ICT infrastructures augment already existing ones which represent, to all intents and purposes, as a whole, the company’s strategic assets, on which the company’s competitiveness and capacity for market expansion depend. The fixed assets in progress refer to the projects indicated above. It should also be noted that, on completion of the analysis, the current performance of Wiit, whose historical trend is outlined in the notes and the 2018-2021 business plan, lead us to believe that the value in use of the above-mentioned fixed assets, i.e. the present value of the expected future cash flows deriving from or attributable to the continued use of the same, is considerably higher than the residual value at which these are recognised in the financial statements. This is confirmed by the backlog of multi-year supply contracts already included in the customer portfolio of Wiit, which will generate revenues in future years that, net of the other operating costs, will be considerably higher than the expected amortisation.

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2. TANGIBLE ASSETS

31/12/2017 30/06/2018 Changes

12,912,497 14,191,897 1,279,400

Total movements in tangible fixed assets in the last two years.

Description 31/12/2015 Increases Transfer Decreases Depreciation 31/12/2016

Property, plant and equipment 6,594,805 170,448 (15,844) 0 (1,076,182) 5,673,225

Other tangible assets 1,848,383 2,147,514 15,844 (299) (764,864) 3,247,178

Total 8,443,188 2,317,962 0 (299) (1,841,046) 8,920,403


Property, plant and equipment 5,673,225 37,359 0 0 (1,088,651) 4,621,933

Other tangible assets 3,247,178 6,623,692 0 0 (1,580,306) 8,290,564

Total 8,920,403 6,661,051 0 0 (2,668,956) 12,912,497


Property, plant and equipment 4,621,933 17,323 0 0 (545,227) 4,094,029

Other tangible assets 8,290,564 3,043,105 0 0 (1,235,801) 10,097,868

Total 12,912,497 3,060,428 0 0 (1,781,028) 14,191,897

The net carrying amount at the start of the year is composed as follow:

Description Historical

cost

Accumulated

depreciation Increases Write-downs Net value

Property, plant and equipment 8,793,850 4,171,915 0 4,621,935

Other tangible assets 12,399,476 4,108,915 0 8,290,562

Total 21,193,327 8,280,831 0 0 12,912,497

The tangible assets are held by the Holding Company.

The item “plant and equipment” includes the costs relating to all the company’s core tangible assets, in particular the Data Centres of Milan, Castelfranco Veneto and all their associated systems. The item “other tangible assets” mainly refers to acquisitions of assets under a finance lease (primarily electronic equipment).

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3. EQUITY INVESTMENTS AND OTHER NON-CURRENT FINANCIAL ASSETS The equity investment is held by the Holding Company in the associate Foster S.r.l., acquired in previous years in order to create an integrated and stable productive and commercial structure.

Name City Share capital Shareholders’

equity Profit (Loss) % held Value

Difference

between carrying

amount and S.E.

Foster S.r.l. Milan 51,671 66,904 (12,785) 34.97% 458,050 (434,654)

The values of shareholders’ equity and profit refer to the latest set of approved financial statements (year ended as at 31 December 2017). The process of rationalisation and optimisation of the associate Foster S.r.l. is pursued and monitored constantly by the Directors of the company itself, and therefore, as at 30 June 2018, the Directors of the Parent Company did not see fit to conduct an impairment test given that the results of the subsidiary Foster are in line with the plan relating to the current year. In respect of long-term equity investments, there are no restrictions on the availability to the investor, nor option rights or other liens unless in favour of the investor. 4. OTHER NON-CURRENT ASSETS These amounted to Euro 279,312 and are mainly due to a security deposit of Euro 250,000 due to the holding company Wiit Fin S.r.l. for the rental of properties. The residual part is due to security deposits for various utilities.

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5. INVENTORIES The Company does not have a warehouse. 6. TRADE RECEIVABLES The item in question at year-end is composed as follows:

Description 30/06/2018 31/12/2017 Change

Receivables due from customers

3,981,707 3,778,471 203,236

Bad debt provision (562,107) (486,884) (75,223)

Total 3,419,600 3,291,587 128,013

There are no repurchase transactions in place (art. 2427, first paragraph, no. 6-ter of the Italian Civil Code). The bad debt provision was not used. In order to reflect the recoverability of non-performing loans, the provision was increased by Euro 75,223 in the year.

The breakdown of receivables by geographical area is shown below:

Country 30/06/2018 31/12/2017 Change

Italy 3,951,246 3,532,978 418,268

EC Countries 26,221 0 26,221

Non-EC Countries 4,240 245,493 (241,253)

Bad debt provision (562,107) (486,884) (75,223)

Total 3,419,600 3,291,587 128,013

7. TRADE RECEIVABLES DUE FROM GROUP COMPANIES “Trade receivables due from Group companies” within 12 months amounted to Euro 644,329 and relate to normal commercial transactions which took place during the year with the holding company Wiit Fin S.r.l. and the associate Foster S.r.l..

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8. CURRENT FINANCIAL ASSETS


Discount on loans 0 0 0

Others 250,000 1 249,999

Total 250,000 1 249,999

In the first half of 2018, the shares of Qube S.r.l. held by the company were transferred for a sale price at fair value of Euro 1.00. At the end of June, a preliminary agreement was signed for the purchase of Adelante S.r.l., and a deposit of Euro 250,000 was paid. The contract relating to the acquisition of Adelante Srl was completed by means of a notarial deed on 18 July 2018. 9. OTHER CURRENT ASSETS


Tax receivables 214,940 101,473 113,467

Other receivables 295,613 293,425 2,188

Contract assets 865,382 0 865,382

Total 1,375,935 394,898 981,037

Tax receivables include the IRES (corporate income tax) credit of Euro 53,473, generated before the participation in tax consolidation. It includes the receivable for the VAT advance of Euro 161,467. Other receivables refer mainly to interest contributions and the tax credit of Euro 247,322, advances to employees amounting to Euro 44,850 and advances to suppliers totalling Euro 3,440. Contract assets refer to the reclassification of prepaid expenses deriving from the adoption of IFRS 15.

10. CASH AND CASH EQUIVALENTS The item “Cash and cash equivalents”, amounting to Euro 20,766,754 as at 30 June 2018, is composed of the credit balances of bank current accounts (Euro 10,983,131) and investments in securities with no disinvestment restrictions (Euro 9,783,623), in view of the future short-term use to implement the Company’s growth plans. In particular, this relates to an investment in a fund with diversified securities in order to obtain the best return.

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11. SHAREHOLDERS’ EQUITY Share capital is composed of 2,594,739 shares with no nominal value. Share capital subscribed and paid-up changed during the year, due to the “Wiit Performance Share” plan, which makes provision for the allocation of UNITS to key personnel, with the subsequent accrual of Company shares. As at 30 June 2018, shares outstanding therefore totalled 2,594,739. As at 30 June 2018, Wiit S.p.A. holds 53,760 treasury shares (2.07% of share capital), recognised in the financial statements for a total value of Euro 2,731,248. In compliance with International Financial Reporting Standards (IFRS), this value was used to reduce shareholders’ equity. The Group’s share capital is composed as follows (art. 2427, first paragraph, nos. 17 and 18 of the Italian Civil Code).

Shares No.

Ordinary 2,594,739

The items of shareholders’ equity are distinguished according to their origin, possibility of use, distributability and use in the previous three years (art. 2427, first paragraph, no.7-bis of the Italian Civil Code).

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Share

capital

Share premium

reserve

Legal

reserve

FTA reserve

Reserve from discounting of

employee severance indemnity

Other reserves

Retained

earnings (accumulated

losses)

Translation

differences

Profit (loss)

for the year

Total

shareholders’

equity

BALANCE AS AT 31/12/2015 2,043,375 303,625 408,675 (101,168) (66,986) 8,895 167,991 0 195,145 2,959,554


Dividends paid (195,145) (195,145)

Carried forward 195,145 (195,145) 0 0

Use of extraordinary reserve - Performance Shares (114,656) (114,656)


Performance Shares reserve 585,007 585,007

Translation reserve

5,904

5,904

Other changes

412,846

412,846

Comprehensive income as at 31/12/2016

(52,887)

910,904 858,017

BALANCE AS AT 31/12/2016 2,072,039 303,625 408,675 (101,168) (119,873) 1,006,748 24,671 5,904 910,904 4,511,526


Legal reserve 5,733 (5,733) 0

Dividends paid (321,938) (578,062) (900,000)

Carried forward 304,735 (327,109) (22,374)

Accrual of Performance Shares

28,664

(28,664)

0

Performance Shares reserve 393,611 393,611

Translation reserve

(56,779)

(56,779)

Other changes

0

Treasury shares purchased (320,144) (320,144)

Increase in share capital for share issue 330,010 330,010

Conversion of bonds 135,361 (307,085) (171,724)

Share premium reserve 18,945,079 18,945,079

Costs of AIM listing (1,090,259) (1,090,259)

Comprehensive income as at 31/12/2017

(1,268)

3,137,084

3,135,817

BALANCE AS AT 31/12/2017 2,566,074 19,248,704 414,408 (101,168) (121,141) (667,730) 329,407 (50,875) 3,137,084 24,754,763


Legal reserve 98,806 (98,806) 0

Dividends paid (2,126,277) (2,126,277)

Carried forward 912,001 (912,001) 0 0 0


Performance Shares reserve 141,299 141,299 0 0

Translation reserve 5,557 5,557 0 0

Other changes 0

Treasury shares purchased (2,411,104) (2,411,104)

FTA reserve - IFRS 15 (1,269,295) (1,269,295)

FTA reserve - IFRS 16 43,979 43,979

FTA reserve - IFRS9 (11,955) (11,955)

Share premium reserve 0 0 0 0

Comprehensive income as at 30/06/2018 (13,158) 1,383,403 1,370,245

BALANCE AS AT 30/06/2018 2,594,739 19,248,704 513,214 (101,168) (134,299) (4,203,471) 1,241,408 (45,317) 1,383,403 20,497,213

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The amount of Euro 797,979 classified under other reserves incorporates the effect of IFRS 2, relating to the assignment of UNITS set forth in the “Performance Share 2016-2020” plan, calculated on the basis of the UNITS assigned. The fair value of the shares was determined by an appointed expert and documented in a fairness opinion. This reserve can be distributed. The item “Other reserves” includes the extraordinary reserve of Euro 57,327 allocated to the Performance Share Plan and is not distributable. The amount of Euro 2,731,248 classified to “other reserves” relates to the value, at market price, of the 53,760 treasury shares which Wiit S.p.A. acquired in the period between November and June 2018 as part of the treasury share purchase programme approved by the shareholders’ meeting on 18 October 2017. The buy-back plan is targeted at the purchase of WIIT S.p.A. shares on the AIM Italia / Mercato Alternativo del Capitale (alternative capital market), also through specialised intermediaries, in order to build a so-called “securities depositary”. More specifically, the purchase programme is targeted at providing the Company with a stock of treasury shares to be used as consideration in the context of extraordinary finance transactions and/or for other uses considered of financial-managerial and/or strategic interest for the Company, also for the exchange of equity investments with other entities as part of transactions of interest to the Company.

The Group decided to arrange for the early adoption of IFRS 16, together with standards IFRS 15 and IFRS 9, by applying the mixed retrospective method, which involved a negative impact in shareholders’ equity as at 1 January 2018 of Euro 1,269,295 (IFRS 15) and Euro 11,995 (IFRS 9) and a positive impact of Euro 43,979 (IFRS 16). 12. PAYABLES DUE TO OTHER LENDERS


Payables for lease fees 2,024,401 2,059,884 (35,483)

Payables for rights of use 2,422,914 0 2,422,914

Total current 4,447,315 2,059,884 2,387,431

Payables for lease fees 3,001,823 4,030,135 (1,028,312)

Payables for rights of use 1,332,660 0 1,332,660

Total non-current 4,334,483 4,030,135 304,348

Total 8,781,798 6,090,019 2,691,779

The item includes the capital amounts of lease fees falling due based on the financial method (IAS 17). The early adoption of IFRS 16 (described in the previous paragraphs) involved an increase in financial payables of Euro 1,560,145 as at 1 January 2018. The balance sheet item payables due to other lenders includes the financial payables of the property leases and the vehicle rental agreements, relating to the above-mentioned standard.

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13. FINANCIAL PAYABLES TO BANKS Payables due to banks as at 30 June 2018, amounting to Euro 9,783,623, include the amount due for mortgages payable and represent the actual payable for principal, interest and accessory charges accrued and payable. Mortgages are not secured by collateral or other forms of guarantee. The current portion amounts to Euro 3,406,392 while the long-term portion stands at Euro 6,377,231.

DISBURSING ENTITY Current Non-current Total Expiry Rates

CREDITO VALTELLINESE 46,002 - 46,002 31/10/2018 EUR3M+2.5% INTESA SAN PAOLO 116,159 - 116,159 30/03/2019 EUR3M+2% BANCO POPOLARE VERONA 200,000 - 200,000 15/06/2019 EUR3M+1.8% CARIGE 290,000 - 290,000 30/06/2019 EUR3M+1.1% INTESA - MEDIOCREDITO 244,444 61,111 305,556 30/09/2019 EUR3M+2.5% INTESA SAN PAOLO 498,121 754,215 1,252,336 30/10/2020 FIXED 0.75% CREDITO VALTELLINESE 494,955 1,505,045 2,000,000 05/07/2021 FIXED 1.22% CREDITO VALTELLINESE 496,841 1,012,480 1,509,321 05/04/2021 FIXED 1.25% CARIGE 124,049 263,639 387,687 31/07/2021 FIXED 1.30% MONTE DEI PASCHI DI SIENA 400,000 1,400,000 1,800,000 31/12/2022 EUR6M+0.7% CREDEM 495,821 1,380,741 1,876,563 08/01/2022 FIXED 0.67%

Totals 3,406,392 6,377,231 9,783,623

As at 30 June 2018, there were no financial instruments for hedging or trading relating to the aforementioned loan agreements. 14. OTHER FINANCIAL LIABILITIES As at 30 June 2018, the Company had no financial liabilities. 15. EMPLOYEE BENEFITS


Liability at 1 January 918,237 817,011 101,226

Financial expenses (1,287) (1,960) 673

Service cost 84,530 146,720 (62,190)

Payments made (13,185) (45,293) 32,108

Actuarial losses 18,250 1,758 16,492

Total 1,006,546 918,237 88,309

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The valuation of employee severance indemnity is based on the following assumptions: Financial assumptions

30/06/2018 31/12/2017

Discount rate Euro Composite AA curves as at 29/06/2018

Euro Composite AA curves as at 29/12/2017

Inflation 1.50% 1.50%

Demographic assumptions

Mortality rate ISTAT 2016 ISTAT 2015

Personnel turnover 10% per year on all ages

6% per year on all ages

Advances 1.8% per year 1% per year

Retirement age Minimum access requirements set forth in the Monti-Fornero reforms

Minimum access requirements set forth in the Monti-Fornero reforms

16. DEFERRED TAX ASSETS AND DEFERRED TAX LIABILITIES


Deferred tax assets 403,053 376,954 26,099

Deferred tax liabilities (45,872) (28,854) (17,018)

Net balance 357,181 348,100 9,081

The nature of the temporary differences that generate the recognition of deferred tax assets and deferred tax liabilities and their changes during the current and previous years are analysed below.

Deferred tax assets in the year

Total deferred tax assets as at 31/12/2017 376,953

Temporary differences on goodwill - 2,078 Temporary differences on FTA of IFRS 15 491,169 Temporary differences on IFRS 15 - 67,594 Temporary differences on actuarial valuation - IAS 19 25,070 Temporary differences on write-down of receivables 8,727

Total deferred tax assets as at 31/12/2017 832,248

Income statement effect for the year 40,967

The difference between the balance sheet variation in deferred tax assets and the income statement effect, is related to the effect of taxes on the actuarial gain/loss booked to shareholders’ equity.

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17. OTHER NON-CURRENT PAYABLES AND LIABILITIES This item related to the Directors’ severance indemnity of Euro 120,000 allocated in 2017. The decrease of Euro 100,000 compared to 31 December 2017 relates to the accrual of the long-term portion, which has now become short-term, of the instalment relating to the purchase of the Visiant business unit. 18. TAX PAYABLES This item amounts to Euro 671,641 and includes IRPEF (personal income tax) payables for employees and professionals totalling Euro 135,180, IRAP (regional business tax) payables of Euro 156,529 and payables due to the holding company for IRPEF tax consolidation of Euro 143,429 and taxes of the subsidiary for Euro 236,503. 19. TRADE PAYABLES The breakdown of trade payables by geographical area is as follows:


Italy 1,802,815 2,043,838 (241,023)

EC Countries 47,829 2,322 45,507

Non-EC Countries 14,558 11,882 2,676

Total 1,865,202 2,058,042 (192,840)

“Trade payables” are recognised net of trade discounts; cash discounts are instead booked at the moment of payment. The nominal value of these payables has been adjusted, in respect of returns or rebates (billing adjustments), to the extent corresponding to the amount defined with the counterparty. 20. PAYABLES TO GROUP COMPANIES There are no payables due to other companies in the Group.

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21. OTHER CURRENT LIABILITIES


Due to social security institutions 255,858 169,392 86,466

Payables due to personnel 634,061 518,754 115,307

Other current payables 770,595 119,335 651,260

Contract liabilities 2,255,997 0 2,255,997

Total 3,916,511 807,481 3,109,030

At the start of 2018, payables due to personnel and social security institutions were paid in accordance with the agreed payment schedules. The item “other payables” includes the current portion of Euro 100,000 as a result of the purchase of the Visiant business unit in 2015. Contract liabilities refer to the reclassification of deferred income deriving from the adoption of IFRS 15.

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Comments on the main income statement items 22. REVENUES In the first half of 2018, revenues from sales totalled Euro 10,682,840, marking an increase of Euro 1,458,264 compared to the revenues in the first half of 2017 (Euro 9,224,576). Revenues by product family 30/06/2018 % 30/06/2017 %

Product sales 472,108 4.4% 326,670 3.5%

Provision of services 9,593,259 89.8% 8,879,556 96.3%

Other revenues and income 617,473 5.8% 18,350 0.2%

Total 10,682,840 100.0% 9,224,576 100.0%

Revenues by geographic area


Italy 10,010,628 8,536,961 1,473,667

EC Countries 26,220 61,142 (34,922)

Non-EC Countries 645,992 626,474 19,518

Total 10,682,840 9,224,576 1,458,263

23. OTHER REVENUES AND INCOME The item “other revenues and income” is in line with the previous year. 24. SERVICES


Purchase of other services from third parties

753,884 822,563 (68,679)

Purchase of services - Intercompany

160,000 160,000 0

Electricity 147,500 125,584 21,916

Connectivity 415,221 464,089 (48,868)

Rentals 49,618 374,324 (324,706)

Cost of purchase of raw materials

1,109,129 249,188 859,941

Company car hire 57,873 145,478 (87,605)

Directors 898,000 539,217 358,783

Others 345,169 875,402 (530,233)

Total 3,936,394 3,755,845 180,549

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The decrease in costs for rentals is the result of the application of IFRS 16, while the increase in the costs for the purchase of raw materials is a direct consequence of the increase in revenues. 25. COST OF LABOUR


Salaries and wages 1,551,966 1,579,891 (27,925)

Social security contributions 449,935 392,459 57,476

Employee severance indemnity 114,632 87,050 27,582

Total 2,116,533 2,059,400 57,133

The average number of Group employees in the first half was 98, compared to 90 in the first half of 2017. The item “salaries and wages” includes the provision of Euro 141,299 for the allocation of units/shares relating to the Performance Share plan, intended for employees on the basis of IFRS 2. The research and development activities carried out in the reference period remained constant with respect to the previous year. 26. AMORTISATION, DEPRECIATION AND WRITE-DOWNS Amortisation/depreciation was calculated on the basis of the useful life of the asset and its use in the production phase. The item includes amortisation/depreciation of Euro 2,339,549 and write-downs of receivables for Euro 58,641. 27. OTHER OPERATING COSTS 30/06/2018 30/06/2017 Change

Contingent liabilities 0 0 0

Other sundry costs 175,722 116,698 59,024

Total 175,722 116,698 59,024

Contingent liabilities include costs not pertaining to the year. The item “other sundry costs” includes types of costs of a residual nature including bank charges, donations, penalties and sanctions.

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28. WRITE-DOWN OF EQUITY INVESTMENTS There were no write-downs of equity investments in the first half of the year. 29. FINANCIAL INCOME The financial income indicated is composed of interest income on bank current accounts and securities recorded under financial fixed assets. 30. FINANCIAL EXPENSES 30/06/2018 30/06/2017 Change

Interest payable to banks 46,594 72,685 (26,091)

Interest expense on leases 50,277 45,986 4,291

Other financial expenses 218,053 147,548 70,505

Total 314,924 266,219 48,705

The item “other expenses” mainly includes losses on existing securities. 31. EXCHANGE GAINS AND LOSSES During the first six months of 2018, the Company realised net exchange gains of Euro 10,867, stemming primarily from fluctuations in the Dollar and the Swiss Franc against the Euro. 32. INCOME TAXES 30/06/2018 30/06/2017 Change

Current taxes 329,264 306,186 23,078

Deferred tax assets and deferred tax liabilities 40,967 3,746 37,221

Total 370,231 309,932 60,299

Current income taxes include IRES for Euro 143,429 and IRAP for Euro 94,738 and Swiss income taxes amounting to Euro 91,097.

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33. INFORMATION ON FINANCIAL RISKS Categories of financial instruments Pursuant to IFRS 7, the breakdown of financial instruments into the categories set out in IAS 39 is provided below.

30/06/2018

Consolidated 31/12/2017

Consolidated

Financial assets


Trade receivables 3,419,600 3,291,587

Current financial assets 250,000 1

Financial liabilities

Loans 18,565,421 13,913,897

Other financial liabilities 0 0

Trade payables 1,865,202 2,058,042

An analysis of the financial liabilities as at 30 June 2018 by expiry is reported hereunder:

At 30 June 2018 Carrying amount

Contractual cash flows

Within 1 year

From 1 to 5 years

After 5 years

Bank loans 9,783,623 9,881,459 3,431,438 6,450,021 -

Finance leases 5,026,224 5,067,229 2,024,401 3,042,828 -

Trade payables 1,865,202 1,865,202 1,865,202 - -

Other financial liabilities - - - - -

Total 16,675,049 16,813,890 7,321,041 9,492,849 -

The Company is exposed to financial risks connected with its operations, and primarily: - to credit risk, with particular reference to normal commercial relations with customers; - to market risk, relating to the volatility of interest rates; - to liquidity risk, which may materialise as a result of an inability to obtain the financial resources

needed to ensure the Company’s operations. The Company did not enter into any transactions involving derivative instruments. Management of credit risk Credit risk is defined as a probable financial loss generated by the non-fulfilment of a third party payment obligation to the Company.

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The Company does not have significant concentrations of credit risks, also thanks to the fact that it does not carry out significant operations in the Public Administration sector, in line with the Company’s strategic choice. The Company manages this risk through the selection of counterparties considered solvent by the market and with a high credit standing, or through the supply of highly critical and non-interruptible services by its customers. For commercial purposes, policies are adopted targeted at ensuring the solvency of its customers, and limiting the exposure to credit risk with respect to an individual customer, through activities that involve the evaluation of customers and their monitoring. All receivables are periodically subject to an analytical evaluation per individual customer, with write-downs effected in the event of impairment. All details relating to trade receivables are reported in the notes to the financial statements.

Management of currency risk Currency risk is defined as the risk of the value of a financial instrument changing as a result of fluctuations in exchange rates. The fact the core business is performed in the “Euro Area” limits the Company’s exposure to currency risks deriving from transactions in currencies other than the functional currency (Euro). Management of interest rate risk Interest rate risk management aims to ensure a balanced debt structure, by minimising the cost of funding over time. Interest rate risk is defined as the risk of the value of a financial instrument changing as a result of fluctuations in market interest rates. Over the years, the Company has taken out almost exclusively medium/long-term loans with a variable rate linked to the performance of the 3-month Euribor and at a fixed rate. The details relating to loans in place are reported in the notes to the financial statements. Sensitivity analysis With reference to financial assets and financial liabilities at variable rate as at 31 December 2017 and 31 December 2016, a hypothetical increase (decrease) in interest rates of 100 basis points with respect to the year-end interest rates as at the same date, in a situation where other variables remain constant, would involve an increase of around Euro 35 thousand in financial expenses. Liquidity risk management Liquidity risk is defined as the risk of the Company encountering difficulties in obtaining the necessary funds to meet its obligations connected with financial liabilities. Prudent liquidity risk management is pursued by monitoring cash flows, financing requirements and the liquidity of the Company, with the goal of ensuring effective management of financial resources through the proper management of any liquidity surpluses or surpluses convertible to cash and the subscription of suitable credit lines.

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34. TRANSACTIONS WITH RELATED PARTIES The table below shows the costs and revenues deriving from transactions with related parties.

Re

ve

nu

es

Costs WIIT Fin S.r.l. WIIT S.p.A. WIIT Swiss S.A. Foster S.r.l. Sintex S.r.l. Total

WIIT Fin S.r.l. 249,500 249,500

WIIT S.p.A. 4,175 1,650 5,825

WIIT Swiss S.A. 0

Foster S.r.l. 160,000 160,000

Sintex S.r.l. 0

Total - 409,500 - 4,175 1,650 415,325

35. COMMITMENTS Guarantees given The Company did not grant any sureties to guarantee consumer loans and mortgages. 36. SUBSEQUENT EVENTS The notarial deed relating to the acquisition of the company Adelante Srl was signed on 18 July 2018. The completion of the transaction allows WIIT to consolidate its leadership position on the national market, expand upon and intensify the range for the supply of IT services and, in particular, continuous data centre hosted private and hybrid cloud services for businesses and critical application and business continuity management services in central Italy, implement the WIIT Group investment, growth and development strategy involving the expansion of its business, both through organic internal growth and external growth. This acquisition comes under the strategy declared during the listing process, which sees an increase in the market share on the Italian market, also through the consolidation of Italian operators operating on the cloud. Adelante will be able to reach its full industrial potential, both by benefiting from scale economies deriving from its membership of the group and by expanding its portfolio of services on mission critical applications, in which WIIT today expresses its real leadership. In addition, the acquisition of Adelante, based in Florence, will allow the group to strengthen its presence on the medium-sized enterprise market of central Italy, and represents a major opportunity to achieve additional and even more ambitious targets. Adelante, which is already involved in the Borsa Italiana Elite acceleration route, with the aim of consolidating development and strengthening the growth pursued, is specialised in the digital transformation of medium-sized enterprises and operates - including through the Adelante Group companies - providing cloud computing services, managed services, managed security, business process outsourcing and unified communication services. Adelante is among the winners of the first edition of “Deloitte Best Managed Companies Italia”, a prestigious award given to companies that distinguish themselves for their strategy, skills, performance and managerial capacity. The prize was awarded by an independent panel of judges, on the basis of the assessment provided by Deloitte. The Adelante Group has a business model and funds that integrate perfectly with the WIIT strategy and,

https://www2.deloitte.com/it/it/pages/strategy/articles/best-managed-companies---deloitte-italy---private.html

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therefore, it is expected that the Transaction will make it possible to immediately create considerable synergies both in terms of competitive positioning and the service level offered to medium-sized enterprises in central and northern Italy, by means of the centralisation of various operations, such as operation services and the use of WIIT data centre services. The purchase price for the acquisition has been set according to the Adelante enterprise value of Euro 6.4 million, plus the net financial position (net cash) as recorded at the closing date. It is specified that the Base Price was determined using the market multiples method, considering the capacity to generate income and the forecast prospective cash flow of the Adelante Group.

The buy-back plan was completed on 31 July. The plan is targeted at the purchase of WIIT S.p.A. shares on the AIM Italia / Mercato Alternativo del Capitale (alternative capital market), also through specialised intermediaries, in order to build a so-called “securities depositary”. More specifically, the purchase programme is targeted at providing the Company with a stock of treasury shares to be used as consideration in the context of extraordinary finance transactions and/or for other uses considered of financial-managerial and/or strategic interest for the Company, also for the exchange of equity investments with other entities as part of transactions of interest to the Company. As a result of this transaction, the company holds 64,760 treasury shares, equal to 2.50% of the share capital.

Documents

Consolidated half-yearly financial report as at 30 June 2018 · 6/30/2018 · In July 2016, the Company established a subsidiary in Switzerland, which started to operate continuously