1

Marzo 2014

9M 2016 Results

October 2016

2

Operating structure

Note: Participation stakes updated as of 30 September 2016 and calculated net of treasury shares of subsidiaries

€605 m €1.5 Bio €439 m

All Media sectors from

dailies and periodicals

to radio, Internet, and

advertising

Global automotive

components supplier

(filters, air &cooling and

suspensions)

Nursing homes,

rehabilitation and

hospital management

Private equity

Revenues

2015

Businesses

Competitive

position

Leader in circulation of Italian dailies

N.1 news magazine

N.1 Italian information website

Third Italian radio network

Leader in its core

businesses (filters and

suspensions) in

Europe and South

America

--

Leader in Italian long

term care (nursing

homes and

rehabilitation)

Non-core investments

56.5% 57.1% 59.5%

Total € 2.5 Bio

3

• Founded in 1976 by Carlo De Benedetti; controlled (45.8%) by COFIDE-Gruppo

De Benedetti

• Long term investment strategy, with focus on controlling stakes

• Balanced portfolio of assets, with leading positions in their respective

businesses

• Active role in governance and in strategic decision making of portfolio

companies

• No leverage and significant liquidity available at holding company level

• Commitment to low cost structure

CIR Group profile

4

• Consolidated net income in 9M 2016: € 37.4 M (vs. € 39.6 M in 9M 2015).

Contribution of industrial businesses (Espresso, Sogefi and KOS) is € 27.2

M (vs. € 25.0 M in 9M 2015, which benefited from positive non-recurring

items at Espresso and Sogefi)

• Consolidated net financial position of the CIR Group at September 30,

2016: - €165.3 M (vs. - €121.7 M at December 31, 2015), including:

A net financial surplus at holding level of €338.8 M, decreasing vs.

€417.9 M at December 31, 2015 due mainly to the KOS transaction,

shares buyback and dividend distribution

A net debt of consolidated subsidiaries of €504.1 M, decreasing vs.

€ 539.6 M at December 31, 2015 mainly thanks to the strong

improvement of Espresso (+€47.9 M)

9M 2016 consolidated financial highlights

5

Consolidated income statement

Group net result 39.6 37.4

€ M

Taxes (25.9) (35.4)

(16.2) Financial expense (11.8)

96.7

9M 2015 9M 2016

EBIT

EBITDA 174.4 190.5

108.0

Revenues 1,897.4 1,946.7

Assets held for sale 9.4 1.0

(1) Net of third party interests (equal to € 24.4 M in 9M 2016 and €24.4 in 9M 2015)

(1)

6

Consolidated income statement by business sector

€ M

9M 2015 9M 2016

CIR holding level 14.6 10.2

Net result 39.6 37.4

(2)

6.8 KOS Group 10.3

4.3 Sogefi Group

Espresso Group 13.9 7.9

9.0

25.0 Total industrial companies 27.2 (1)

(2) Including treasury and non core investments

(1) Pro-rata share of subsidiaries’ net income

7

Consolidated balance sheet – main group assets

€ M

Group equity in consolidated balance sheet 31 Dec. 2015 30 Sept. 2016

137.2 KOS 158.6

100.4 Sogefi

Espresso 332.2 340.6

101.2

Fixed assets 16.9 16.5

569.8 Total industrial companies 600.4

Non performing Loans 43.0 40.1

Private equity 59.2 52.6

Other investments 11.5 15.0

(1)

(1) Book value decreasing due to cash reimbursements to CIR

(2) The decrease of CIR shareholders’ equity was mainly due to the distribution of dividends, the buyback of treasury shares and to the accounting

treatment of the KOS acquisition according to IFRS 3 (the value of the additional KOS stake was entered at its equity book value, as opposed to

its acquisition cost)

(3) Treasury shares as of 30 September 2016: n.127.5m, equal to 16.05% of share capital

(1)

Shareholder’s equity per share (net of treasury shares)

Net cash 417.9

1.57

338.8

1,103.0 1,044.8 Total CIR Group shareholders’ equity

533.2 Total CIR holding level 444.4

Shareholder’s equity per share 1.32

(3) 1.61

1.38

(2)

8

Consolidated net financial position

€ M

31 Dec. 2015 30 Sept. 2016

(210.0) KOS Group (230.4)

(322.3)

CIR Holding level 417.9 338.8

Sogefi Group

Espresso Group (10.7) 37.2

(314.1)

(539.6) Total subsidiaries (504.1)

Consolidated net financial indebtedness (121.7) (165.3)

3.4 Other subsidiaries 3.2

Total shareholders’ equity 1,590.3 1,514.1

Consolidated net invested capital 1,712.0 1,679.4

(1) Including third party interests

(1)

9

• Decrease of net cash at CIR financial holdings is mainly due to investments,

dividends and the buyback of treasury shares

Net financial position at CIR Holding level

Evolution of net financial position as at 30 September 2016

(1) Of which € 64.3 M in KOS

(2) Private equity and NPL reimbursements, sale of non-core participations

(3) (2)

(3) Fair value of securities + securities income, trading

(4) Operating costs, extraordinary costs, taxes, etc.

(1) (4)

10

Composition of liquid assets and gross financial debt

Liquid assets at 30 September 2016

€ m

Hedge funds

Other (stocks, equity funds)

418.6

96.0

46.0

7.0

339.2

40.9

31 Dec.

2015

30 Sept.

2016

Cash and time deposits

Corporate bonds

Government bonds

58.7

4.2

25.9

42.2

2.5

50.0

Total liquid assets

(0.7) (0.4) Gross financial debt

Fixed income funds 252.7 225.2

2.5

417.9 338.8 Net financial position

11

9M 2016 Subsidiaries’ financial and operational highlights

Key strategic objectives 9M 2016 Highlights

Expansion of digital platforms, leveraging on

leadership in traditional media

Further efficiency improvement

Further consolidation in Italian nursing homes and

rehabilitation markets

Geographical expansion (current focus on India)

Completion of global footprint, through growth

focused on Asia and North America

Further efficiency improvement

Product innovation

Decrease of press circulation revenues (-5.2%) and total advertising revenues (-2.1%): press and internet advertising followed the declining market trend, while radio advertising was in line with 9M 2015

Despite such top line decline, Espresso reported positive net results and stable EBITDA, thanks to the continuing focus on efficiency

Net financial surplus of €37.2M, vs. a net debt of €-10.7M at 4Q2015, thanks to a strong cash flow in the period

La Repubblica confirms its leadership in daily newspaper newsstand sales and readership, while Repubblica.it is the leading news site in terms of daily unique users

Espresso

Sogefi

KOS

Realisation of existing assets

Selective approach on new investments

Non-core

investments

Sale of a non-strategic investment in China (capital gain of €6.5M)

Continuing growth of revenues (+4.4%) and EBITDA (+12.1%) thanks to

ongoing organic growth and acquisitions

Revenues growth of 4.9% (+10.2% at constant exchange rates):

- Slight increase in Europe (+1.6%); double digit growth in North

America (+20.7%) and Asia (+27.3%);

- In Latin America, now accounting for less than 10% of total revenues,

the decrease was -13.2% in euro (stable in local currency)

Increasing EBITDA (+25.4%) and net result (€15.8M vs. €7.4M in 2015),

thanks to growth and improved margins

12

Espresso - overview

9M 2016 Revenues breakdown

NATIONAL PRESS

DIGITAL

ADVERTISING

National daily newspaper

18 Regional newspapers throughout Italy

Group websites

Three national radio stations

LOCAL

NEWSPAPERS

RADIO

Collection of advertising

€ M

9M 2015 9M 2016

Revenues 439.6 424.3

Net income (excluding discontinued operations)

15.2 13.1

EBITDA 40.9 37.0

Key financials Operating structure

9M 2016 Performance and outlook

• Circulation revenues at € 184.5 M, decreasing by 5.2%, in a

market down 7.8%.

• Total advertising revenues were down 2.1%: radio was flat

while print and the internet were affected by critical market

trends

• EBITDA was slightly decreasing vs. the previous year

• Net income difference is due to the extraordinary gains of €

9.4 M in 9M 2015 (and €1M in 9M 2016) related to the sale of

Deejay TV to Discovery in January 2015

• As for the 2016 outlook, despite an uncertain evolution of the

advertising market in the second half, Espresso should be

able to achieve a net result, excluding non-recurring items, in

line with that of the previous year

Net income 24.6 14.0

13

• On 2 March 2016 CIR and Gruppo Editoriale L'Espresso (GELE) signed a

memorandum of understanding with ITEDI (publisher of daily newspapers La Stampa and Il Secolo XIX) and its shareholders (FCA and the Perrone family), aimed at the merger by incorporation of ITEDI into Espresso

• This transaction would create the first Italian, and one of the main European publishing groups in daily newspapers as well as digital news

• On 1 August 2016 the framework agreement was signed, according to which: CIR will hold 43.4% in GELE, FCA 14.63% and Ital Press (Perrone family)

4.37% FCA will then distribute its entire stake to its shareholders and as a result

EXOR (Agnelli family holding company) will receive 4.3% of GELE CIR will have the right to appoint the Chairman and the CEO of the joint

group, while the other key shareholders will have representation rights on GELE’s board

• The completion of the merger, which is subject to the authorization by the

competent authorities and by the shareholder’s meetings of Gruppo Editoriale L'Espresso and ITEDI, is expected in the first quarter of 2017

• In order to reach post-merger compliance with Italian regulatory limits on total circulation, Espresso signed agreements to sell 2 local dailies (“Il Centro and “La Citta di Salerno”), 71% of Seta (publisher of “Alto Adige” and “Il Trentino”) and 1 printing centre

Espresso – Memorandum of Understanding with ITEDI

14

Sogefi - overview

Revenues 1,126.6 1,181.5

Net result 7.4 15.8

EBITDA 91.3 114.5

Key financials € M

9M 2015 9M 2016

• 4.9% revenues growth (+10.2% at constant exchange rates),

due to higher volumes in all geographical areas, with the

exception of Latin America. Revenues grew by 1.6% in

Europe, by 20.7%% in North America, by 27.3% in Asia; -

13.2% in South America (now less than 10% of total sales),

due to the depreciation of local currencies and persisting

market crisis

• EBITDA increased in all regions with the exception of South

America, thanks to revenue growth and the improvement of

margins

• Free Cash Flow was + € 12.3 M, vs. - € 44.3 M in 2015, thanks

to € 26.6 M lower non-ordinary disbursements (product

guarantees, restructuring and fiscal disputes), and to € 33 M

better operating cash flow

• For the rest of 2016 Sogefi expects revenue growth in line with

that of the first nine months. Gross margin and EBITDA are

expected to improve in line with those of 9M

9M 2016 Performance and outlook

FORD

RENAULT/NISSAN

PSA

FCA/CNH Industrial

GM

DAIMLER

VOLKSWAGEN/AUDI

BMW

TOYOTA

9M 2016 Revenues breakdown

OTHERS (including

Aftermarket)

12.8%

12.1%

11.4%

11.6%

8.8% 7.9%

3.1%

2.9%

2.6%

26.8%

Europe

North America

South America

61.7%

19.6%

9.9%

8.4%

Weight of non-

European markets

38.3%

Asia

SUSPENSIONS FILTRATION AIR & COOLING

Regions Customers (1)

(1) First Half 2016

Business units

Suspensions

Filtration

Air & Cooling

36%

34%

30%

15

KOS - overview

€ M 2011 2012

Revenues 326.3 340.8

Net income 13.3 17.4

EBITDA 53.4 59.9

Key financials

DIAGNOSTICS

& CANCER CARE NURSING HOMES REHABILITATION

SHAREHOLDERS

CIR (59.53%)

F2i (40.47%)

Operating structure

9M 2015 9M 2016

5.1

3.2

3.6

11.7

39.2

141.0 8.2 24.0

58.4

107.7

18.5

Revenues breakdown by region (2015)

4.1

• Increase in revenues (+4.4%), thanks mainly to green

fields development and organic growth in the nursing

home area

• In 2016 KOS acquired a psychiatric rehabilitation facility

in the Marche region and opened its first rehabilitation

facility in India

• The company now has 77 facilities, located mainly in

the centre and north of Italy, with more than 7,300 beds

• Main objectives are to pursue market consolidation in

core businesses and to selectively expand

internationally, with a primary focus on India

9M 2016 Performance and outlook

16

• On 17 May 2016 CIR and F2i (Italian Infrastructure Fund) completed a

transaction with Ardian to buy 46.7%(1) of KOS for an amount of € 292 M.

• F2i and a minority shareholder bought a 37.3%(2) stake, investing € 240 M

through a common vehicle (F2i Healthcare)

• CIR bought the remaining part, plus shares held by minority investors and

those deriving from the exercise of management stock options, investing

€85 M and raising its stake to 62.7%(2)

• The implied valuation for 100% of KOS equity was € 643 M(2)

• On 1 August 2016 Bahrain Mumtalakat Holding Company, the sovereign fund of

Bahrain, further invested in KOS through the F2i Healthcare vehicle. As part of

this deal:

CIR sold to F2i Healthcare 3.2% of KOS for an amount of approximately €

20 million, and now holds 59.53% of KOS

F2i Healthcare raised its stake to 40.47%

The valuation of KOS in this transaction was the same as that of the May

17 deal, apart from technical adjustments

Minority investors will be represented by F2i, who will exercise co-control

rights along with CIR

KOS – F2i and CIR purchased 46.7% of KOS from Ardian

(1) Pre-dilution of management stock options

(2) Post-dilution of management stock options

17

• Private equity

Diversified portfolio of private equity funds and direct minority private

equity investments, with a fair value of € 52.6 M at 30 September 2016.

The portfolio has reached its maturity/reimbursement phase, as limited

investments were added in the recent past

As for other non strategic investments, their value of €15.0 M at 30

September 2016 is net of the sale of a minority investment in China,

which generated a capital gain of €6.5 M in 2016

• NPL

At the end of September 2016 the net value of CIR investment in the

non-performing loan portfolios amounted to €40.1 M

CIR no longer owns operating companies in this industry and is currently

in the process of collecting the existing receivables, with no further

investments

Non-core investments

18

• This document has been prepared by CIR for information purposes only and for use

in presentations of the Group’s results and strategies.

• For further details on CIR and its Group, reference should be made to publicly

available information, including the Annual Report, the Semi-Annual and Quarterly

Reports

• Statements contained in this document, particularly the ones regarding any CIR

Group possible or assumed future performance, are or may be forward looking

statements and in this respect they involve some risks and uncertainties

• Any reference to past performance of CIR Group shall not be taken as an indication

of future performance

• This document does not constitute an offer or invitation to purchase or subscribe for

any shares and no part of it shall form the basis of or be relied upon in connection

with any contract or commitment whatsoever

Disclaimer

19

www.cirgroup.com