Moby S.P.A. Board of Directors Held on December 14, 2018

INTERIM REPORT AS OF SEPTEMBER 30, 2018

SUMMARY

Interim report As of and for the Nine months ended September 30, 2018

1. Board of Directors and Auditors 2. Corporate Information 3. Accounting standards, basis for consolidation and defined term 4. Directors’ report on operations 5. Subsequent events 6. Interim Condensed Consolidated Financial Statements as of September 30, 2018 7. Interim Condensed Consolidated Notes 8. Segment information 9. Related parties transactions 10. Commitments and guarantees/securities

Moby Group – Interim report as of September 30, 2018 1

1. Board of Directors and Auditors

Boards of Directors:

Chairman Vincenzo Onorato

Vice Chairman and Chief Executive Officer Achille Onorato

Vice Chairman and Executive Director of Sales Alessandro Onorato

Directors Beniamino Carnevale Giuseppe Savarese Eliana Marino Serena Giovidelli

Board of Statutory Auditors:

Chairman Raffaele D’Alessio1

Statutory Auditor Luigi Giancaspero Flavia Rotondo Simone Allodi* Lorenzo Riposati*

(*Substitute auditors)

Indipendent Auditors:

EY S.p.A.

1 Appointed on April 27th, 2018

Moby Group – Interim report as of September 30, 2018 2

2. Corporate information

The interim report of Moby Group for the nine months ended September 30, 2018 was authorised for issue in accordance with resolutions of the Moby S.p.A. board of directors held on December 14, 2018.

Moby S.p.A. is a legal entity organised according to the Italian legislation and domiciled at Largo Augusto, 8, Milan (MI).

Moby S.p.A. is subject to management and coordination of Onorato Armatori S.r.l. in accordance with the article 2497 of the Civil Code.

The Moby Group operates in the passengers and freight maritime transportation between mainland Italy and France and major and minor islands: Sardinia, Corsica, Sicily, Tuscan Archipelago, Tremiti Islands and Malta. Moreover, it operates in the sector of harbour, open water and rescue tugboats, manages the Olbia port operation, manages ground activities to support ferries’ operations in Livorno port and monitor and manage the freight and passengers activities related to the Catania port. Finally, the Group operates in the cruises business in the Baltic among the ports of S. Petersburg, Stockholm, Helsinki and Tallinn.

Moby Group – Interim report as of September 30, 2018 3

3. Accounting standards, basis for consolidation and defined term

This interim report, prepared in accordance with IAS 34 – Interim Financial Reporting – are based on the same accounting standards and measurement criteria adopted in preparing the consolidated financial statements as of December 31, 2017, to which reference is made, except for the adoption of new standards, amendments and interpretations effective from January 1, 2018. The currency used in the presentation of the interim report is the euro, which is the currency generally used by the Parent Company and most of its subsidiaries. The balances stated in the financial statements and the figures contain in the “Directors’ report on operations” are expressed in thousands of euro, unless expressly indicated otherwise.

This interim report is not audited.

The Group’s revenues, which mainly derive from the sale of tickets for the transport of passengers and vehicles, are recognised upon completion of the transport. Consequently, the Group does not recognise the benefits of ticket sales which, despite already having been made by the end of the interim period, refer to transport due to take place after that date. Consistently with this, costs are also stated according to the accruals principle and, as a result, expenses directly related to transport due to be completed after the end of the period are not included.

The consolidation perimeter of Moby Group as of September 30, 2018 is summarised below:

Name Location Currency Capital in Percentage of control DIRECT units of SHAREHOLDER currency Direct Indirect

Moby S.p.A. Milan Euro 36,091,677 - - Parent Company Toscana Regionale Marittima Livorno Euro 5,474,000 100% - - S.p.A. -Toremar Moby Lines Europe G.m.b.H. Wiesbaden (Germany) Euro 25,000 100% - - (MLE) San Cataldo S.p.A. Naples Euro 103,200 100% - - Andy S.r.l. Milan Euro 10,000 100% - - Siciliana Salvataggi S.p.A. * Palermo Euro 2,027,880 70% - - Sinergest Olbia S.p.A. Olbia Euro 780,000 51% - - Moby USA Corp. Miami (U.S.A.) Dollar 70,000 100% - - Moby Ferries S.A.S Bastia (France) Euro 50,000 100% - - Compagnia Italiana di Naples Euro 5,000,000 100% - - Navigazione S.p.A. (CIN) Moby SPL Ltd (SPL) Valletta (Malta) Euro 1,200 51% - - Enermar Trasporti S.r.l. * La Maddalena (OT) Euro 100,000 81.40% - - Renzo Conti S.r.l. Livorno Euro 10,400 60% - Agemar S.p.A. Livorno Euro 5,350,000 0.34% 44.17% Renzo Conti (73,62%) Agemar S.p.A. (75%) / Livorno Terminal Marittimo - Livorno Euro 2,582,285 - 40.63% Renzo Conti S.r.l. Autostrade del mare – S.r.l. (LTM) (12.5%) Catania Port Service S.r.l. (CPS) Catania Euro 100,000 20% 60% CIN 60% Agence Maritime Bastiaise S.a.r.l. Bastia (France) Euro 37,140 70% - (AMB) * in liquidation at the time of the preparation of these interim report

The changes to the consolidation perimeter occurred during 2018 are summarised below: - in January, the liquidation of the subsidiary Maddalena Ferries S.r.l. was completed; - in February, the Parent Company acquired 20% of stakes of the subsidiary Catania Port Service S.r.l. from third party. At the reporting period, the Groups owns 80% of the company; - in April, the subsidiary Agence Maritime Bastiaise issued 557 new shares acquired by its managing director.

Moby Group – Interim report as of September 30, 2018 4

The exchange rates used for determining the equivalent values in Euros for subsidiaries' financial statements expressed in foreign currencies (foreign currency per 1 Euro) are shown in the table below:

Average exchange rate of nine months 2018 September 30, 2018 exchange rate US Dollar 1.1659 1.1606

The interim report contains non-IFRS financial measures which are defined as follow:

EBITDA EBITDA is the operating profit before amortisation, depreciation, provisions and write-downs. Thus, EBITDA is a measure used by Management to monitor and evaluate the Group's operating performance. EBITDA is not identified as an accounting measure under the scope of IFRS, and therefore should not be considered as an alternative measure for the evaluation of the Group’s Operating Profit. Since the composition of EBITDA is not regulated by the reference accounting principles, the determination criterion applied by the Group may not be standardised with other companies and therefore is not comparable.

Recurring EBITDA Recurring EBITDA is the operating profit before amortisation, depreciation, provisions and write-downs from which operating income and expenses are deducted and which, although inherent to the activity, has a non- recurring nature and has significantly influenced the results. Thus, Recurring EBITDA is a measure used by Group Management to monitor and evaluate the Group's operating performance. Recurring EBITDA is not identified as an accounting measure under the scope of IFRS and therefore should not be considered as an alternative measure for the evaluation of the Group’s Operating Profit. Since the composition of Recurring EBITDA is not regulated by the reference accounting principles, the determination criterion applied by the Group may not be standardised with other companies and therefore is not comparable. In consideration of the increase and significance of the Group's acquisition and sale of vessels, in line with the fleet management strategies, the Board of Directors of the Parent Company presents, in the following 'Directors' Report on Operations, the income and expenses deriving from the aforementioned activities as 'Recurring'.

Fixed overheads Fixed overheads are operating costs not allocated to the operating segments. Specifically, they are the costs of personnel in the administrative structure and corporate functions, office rental costs and service costs.

Net operating working capital Net operating working capital is calculated as the difference between current assets and current liabilities, excluding other current assets and liabilities and excluding current financial assets and liabilities. Net operating working capital is not identified as an accounting measure under the scope of IFRS. The determination criterion applied by the Group may not be standardised with other groups and, therefore, the balance obtained by the Group may not be comparable.

Net working capital Net working capital is calculated by adding the various receivables and payables to the net operating working capital, plus the other current assets and liabilities, including derivative financial instruments managed in hedge accounting relating to current assets and liabilities (including, by way of example, hedging derivatives for exchange rates for trade payables and for fuel). Net working capital is not identified as an accounting measure under the scope of IFRS. The determination criterion applied by the Group may not be standardised with other groups and, therefore, the balance obtained by the Group may not be comparable.

Net invested capital Net invested capital is calculated as net working capital and fixed assets and other long-term assets net of long-term liabilities. Net invested capital is not identified as an accounting measure under the scope of IFRS. The determination criterion applied by the Group may not be standardised with other groups and, therefore, the balance obtained by the Group may not be comparable.

Moby Group – Interim report as of September 30, 2018 5

Net financial debt Net financial debt is calculated as the algebraic sum of cash and cash equivalents, current financial assets including stocks available for sale, current and non-current long-term financial liabilities and the fair value of hedging financial instruments with reference to financial payables. This figure does not include liabilities related to assets held for sale. Net financial debt is not identified as an accounting measure under the scope of IFRS. The determination criterion applied by the Group may not be standardised with other groups and, therefore, the balance obtained by the Group may not be comparable.

Moby Group – Interim report as of September 30, 2018 6

4. Directors’ report on operations

Summary performance and significant events of the period

Total ‘Revenues’ of the nine months ended September 30, 2018 registered Euro 478,843 thousand (Euro 476,223 thousand for nine months ended September 30, 2017), showing an increased of Euro 2,620 thousand, mainly due to the increase in ferries. The increase of the ferries’ revenue is mainly related to freight transport partially offset by decrease of ferries’ revenues related to passenger transport. Total ‘Revenues’ of the three months ended September 30, 2018 registered Euro 245,468 thousand (Euro 239,071 thousand for three months ended September 30, 2017), showing an increase of Euro 6,397 thousand, due to the increase in the ferries unit. As shown in the nine months, the increase of the ferries’ revenue is related to freight transport partially offset by decrease of ferries’ revenues related to passenger transport.

The ‘Recurring operating result’ of the nine months ended September 30, 2018 is positive of Euro 21,077 thousand, compared to a positive amount of Euro 71,707 thousand in the same period of 2017. The ‘Net loss’ is equal to Euro 12,669 thousand, compared to a profit of Euro 39,635 thousand in the same period of 2017. The ‘Recurring Operating Result’ of the three months ended September 30, 2018 is positive of Euro 60,417 thousand, compared to a positive amount of Euro 75,491 thousand in the same period of 2017. The ‘Net profit’ of the three months is equal to Euro 47,539 thousand, compared to a profit of Euro 64,267 thousand in the same period of 2017.

The decrease of ‘Recurring EBITDA’ of the nine months ended September 30, 2018 of Euro 46,289 thousand (from a positive amount of Euro 114,608 thousand in 2017 to Euro 68,319 thousand in 2018) is mainly related to an increase of costs of ‘Consumption of raw materials and services’, mainly related to ‘Fuel Costs’, and a decrease in ‘Other operating income’, considering the capital gain obtained in 2017 from the sale of m/v Dimonios. The decrease of ‘Recurring EBITDA’ of the three months ended September 30, 2018 of Euro 12,517 thousand (from a positive amount of Euro 89,619 thousand in 2017 to Euro 77,102 thousand in 2018) is result of an increase of costs of ‘Consumption of raw materials and services’, mainly related to ‘Fuel Costs’, partially offset by an increase of ‘Revenues’.

The significant events of the nine months of 2018 have been:

- in January, the Parent Company signed a preliminary understanding with F.lli Onorato Armatori S.r.l. to charter two RoRo under construction, presumably to be delivered starting from the fourth quarter of 2018, while paying an advanced charter payment of Euro 3,500 thousand. The Parent Company signed a commitment with the subsidiary CIN for the use of these vessels under construction and simultaneously paid an advance; - in February, the Parent Company acquired 20% of stakes of the subsidiary Catania Port Service S.r.l. from third party, paying Euro 30 thousand; - in March, the Antitrust Authority imposed a fine on Moby and the subsidiary CIN whereby the two company are required to pay jointly and severally an administrative penalty of Euro 29,203 thousand (from here also ‘AGCM procedure’). The preliminary examination of the fine confirms the existence of factual and legal reasons which justify the appeal before the Administrative Judge, requesting the annulment of the fine, and its temporary stay of execution pending the hearing on the merits. Based on that the companies appealed to the Administrative Court asking also for a suspension of the payment of the fine. On the basis of the above, the Regional Administrative Court accepted the appeal filed by the companies, suspending the effectiveness of the sanction measure in the part relating to the payment of the pecuniary sanction and setting the hearing on the merits for May 2019, which means that the first degree of the merit proceeding will be finalized not before than 2020. Moby and CIN are confident that the decision will be overturned confirming that the conduct has been beyond reproach; - in April, Moby’s Board of Directors approved the procedures which will result in the preparation and approval of the related project for reverse merger in accordance with article 2501 bis of the Italian Civil Code between the Parent Company and the subsidiary CIN. In accordance with the regulatory framework, the transaction subject to the approval of the creditors’ and the favourable opinion of such experts pursuant to articles 2503 and 2501 bis of the Italian Civil Code. The project for merger has been approved by the two Shareholder’s meetings on October 17, 2018.

Moby Group – Interim report as of September 30, 2018 7

The merger deed is expected to be signed by December 2018. It will produce fiscal and accounting effects since January 1, 2018. The aim of the reverse merger is to increase efficiency through operating synergies, and rationalize the Parent Company’s financial structure, involving, among others, an increase its equity; - in May, the Group launched the new freight route: Napoli – Catania, Catania – Malta, strengthening the presence in the Sicilian market, and the connections through its Sicilian hub (Catania); - in July, the Temporary Consortium including the Parent Company and its subsidiaries LTM and Sinergest, who took part in the privatisation tender of 66% of the company Porto di Livorno 2000 S.r.l., was definitively awarded the contract for a total amount of Euro 10,741 thousand. The company is engaged in the management of the terminal and the Livorno seaport; - in August, the concession to manage the ‘Isola Bianca’ cruise terminal at the port of Olbia expired. The Group operates through a provisional concession until the 30th June 2019 and it is carrying out all the activities required for the related renewal, which is subject to the awarding of a public tender; - in August, the parent company signed an agreement for the acquisition of 51% of the newly incorporated company Unione Servizi Portuali S.r.l. (UPS) for Euro 650 thousand, paying an advance of Euro 130 thousand as a deposit. In September, the company Unimare (Unione Agenti Marittimi S.r.l.) conferred in UPS the branch of business relating to the activities of embarkation, disembarkation, storage and handling of goods in the port of Olbia. The parent company is going to pay the residual price and acquire the control of the company’s shares by January 2018; - in September, the Parent Company signed a shipbuilding contract for the construction of a new tugboat for Euro 7,290 thousand, paying a first instalment of Euro 1,458 thousand.

That being stated, the numerical information and comments hereafter are aimed to provide for a vision of the Group economic and financial situation, as well as the significant events that influenced the net result.

Moby Group – Interim report as of September 30, 2018 8

Performance analysis for the interim period ended September 30, 2018

The main income data for the nine and the three months ended September 30, 2018 compared to the nine and the three months ended September 30, 2017 are shown in the table below:

(Euro thousands) Nine Months ended September 30, Three months ended September 30, % on % on 2018 vs % on % on 2018 vs 2018 2017 2018 2017 Revenues Revenues 2017 Revenues Revenues 2017 Revenues 478,843 100.0% 476,223 100.0% 2,620 245,468 100.0% 239,071 100.0% 6,397 Consumption of raw and (311,389) (65.0%) (273,713) (57.5%) (37,676) (132,210) (53.9%) (111,635) (46.7%) (20,575) materials and services Personnel costs (100,821) (21.1%) (98,197) (20.6%) (2,624) (36,070) (14.7%) (36,695) (15.3%) 625 Other operating income 1,686 0.4% 10,295 2.2% (8,609) (86) (0.0%) (1,122) (0.5%) 1,036 (expenses) Provision and write-down of - 0.0% 80 0.0% (80) 0 0.0% 565 0.2% (565) current assets Amortization, depreciation and write-downs of fixed (47,242) (9.9%) (42,981) (9.0%) (4,261) (16,685) (6.8%) (14,693) (6.1%) (1,992) assets Total Costs (457,766) (95.6%) (404,516) (84.9%) (53,250) (185,051) (75.4%) (163,580) (68.4%) (21,470) Operating Result 21,077 4.4% 71,707 15.1% (50,630) 60,417 24.6% 75,491 31.6% (15,074) Financial income 661 0.1% 781 0.2% (120) 371 0.2% 494 0.2% (123) Financial expenses (27,336) (5.7%) (28,435) (6.0%) 1,099 (9,118) (3.7%) (9,322) (3.9%) 204 Pre-tax profit (loss) (5,598) (1.2%) 44,053 9.3% (49,651) 51,670 21.0% 66,663 27.9% (14,993) Non-recurring pre-tax profit (2,206) (0.5%) 238 0.0% (2,444) (1,706) (0.7%) 0 0.0% (1,706) Income tax (4,866) (1.0%) (4,656) (1.0%) (210) (2,426) (1.0%) (2,396) (1.0%) (30) Net profit (loss) (12,669) (2.6%) 39,635 8.3% (52,304) 47,539 19.4% 64,267 26.9% (16,728)

‘Non-recurring pre-tax profit’ for the nine months ended September, 30 2018 includes: - Euro 1,706 thousand, advisory and insurance costs paid and related to the AGCM procedure mentioned before, incurred in July; - Euro 500 thousand, waiver fee accrued consequently the amendment of the loan agreement, incurred in the second quarter of 2018.

Below there is a restatement of the economic data in order to show the EBITDA operating profitability indicator.

(Euro thousands) Nine Months ended September 30, Three months ended September 30, % on % on 2018 vs % on % on 2018 vs 2018 2017 2018 2017 Revenues Revenues 2017 Revenues Revenues 2017 Recurring Operating Result 21,077 4.4% 71,707 15.1% (50,630) 60,417 24.6% 75,491 31.6% (15,074) + Non recurring item (1,706) (0.4%) 238 0.0% (1,944) (1,706) (0.7%) 0 0.0% (1,706) Total Operating result 19,371 4.0% 71,945 15.1% (52,574) 58,711 23.9% 75,491 31.6% (16,780) + Provisions and write-downs of - 0.0% (80) (0.0%) 80 - 0.0% (565) (0.2%) 565 current assets +Amortization, depreciation and 47,242 9.9% 42,981 9.0% 4,261 16,685 6.8% 14,693 6.1% 1,992 write-downs of fixed assets EBITDA 66,613 13.9% 114,846 24.1% (48,233) 75,396 30.7% 89,619 37.5% (14,223) - Non recurring EBITDA (1,706) (0.4%) 238 0.0% (1,944) (1,706) (0.7%) - 0.0% (1,706) Recurring EBITDA 68,319 14.3% 114,608 24.1% (46,289) 77,102 31.4% 89,619 37.5% (12,517)

The EBITDA trend of the nine months is influenced by an increase of costs of ‘Consumption of raw materials and services’, mainly related to ‘Fuel Costs’, and a decrease in ‘Other operating income’, considering the capital gain obtained in 2017 from the sale of m/v Dimonios. The EBITDA trend of the three months is influenced by an increase of costs of ‘Consumption of raw materials and services’, mainly related to ‘Fuel Costs’ partially offset by an increase of ‘Revenue’ in Freight Division. ‘Non-recurring EBITDA’ in 2017 includes the capital gain obtained from the sale of 5 units of terminal tractor, by the subsidiary LTM.

Moby Group – Interim report as of September 30, 2018 9

Revenues

The following table provides the Group ‘Revenues’ broken down by operating segments for the nine and the three months ended September 30, 2018 compared to the nine and the three months ended September 30, 2017:

(Euro thousands) Nine Months ended September 30, Three months ended September 30, % of % of 2018 vs % of % of 2018 vs 2018 2017 2018 2017 Revenues Revenues 2017 Revenues Revenues 2017 Ferries 452,380 94.5% 448,456 94.2% 3,924 233,207 95.0% 226,821 94.9% 6,386 Tugboats 14,880 3.1% 16,948 3.6% (2,068) 5,550 2.3% 5,710 2.4% (160) Port operations 10,246 2.1% 9,780 2.1% 466 6,201 2.5% 6,135 2.6% 66 Other 1,337 0.3% 1,039 0.2% 298 510 0.2% 405 0.2% 105 Total Revenues 478,843 100.0% 476,223 100.0% 2,620 245,468 100.0% 239,071 100.0% 6,397

Ferries

The table below shows the breakdown of the ‘Ferries’ revenues by operating segments:

(Euro thousands) Nine Months ended September 30, Three months ended September 30, % of % of 2018 vs % of % of 2018 vs 2018 2017 2018 2017 Revenues Revenues 2017 Revenues Revenues 2017 Sardinia 250,389 52.3% 254,084 53.4% (3,696) 156,1832 63.6% 152,033 63.6% 4,150 Tuscan Archipelago 43,757 9.1% 44,311 9.3% (554) 24,738 10.1% 24,904 10.4% (166) Sicily 56,793 11.9% 48,642 10.2% 8,151 22,7952 9.3% 18,636 7.8% 4,159 Corsica 23,522 4.9% 23,678 5.0% (156) 16,561 6.7% 17,935 7.5% (1,374) Tremiti Islands 1,452 0.3% 1,800 0.4% (348) 958 0.4% 1,138 0.5% (180) Baltic 12,897 2.7% 10,627 2.2% 2,270 6,706 2.7% 6,509 2.7% 197 Subsidies 59,837 12.5% 59,253 12.4% 584 4,097 1.7% 3,340 1.4% 757 Other (*) 3,733 0.8% 6,069 1.3% (2,326) 1,168 0.5% 2,326 1.0% (1,158) Total Ferries Revenues 452,380 94.5% 448,456 94.2% 3,924 233,207 95.0% 226,821 94.9% 6,386 (*) includes rentals and revenue of the subsidiaries MLE and AMB

The table below shows the ferries revenues broken down by service offered:

(Euro thousands) Nine Months ended September 30, Three months ended September 30, % of % of 2018 vs % of % of 2018 vs 2018 2017 2018 2017 Revenues Revenues 2017 Revenues Revenues 2017 Income from passenger 180,06 256,433 53.6% 259,414 54.5% (2,981) 177,672 72.4% 75.3% (2,388) and vehicle transport 0 Income from freight 109,971 23.0% 103,622 21.8% 6,349 36,450 14.8% 28,641 12.0% 7,809 transport Income from on-board 22,594 4.7% 20,270 4.3% 2,324 13,792 5.6% 12,484 5.2% 1,308 services Income from chartering 3,545 0.7% 5,897 1.2% (2,352) 1,196 0.5% 2,295 1.0% (1,099) Revenue from subsidies 59,837 12.5% 59,253 12.4% 584 4,097 1.7% 3,340 1.4% 756 226,82 Total Ferries Revenues 452,380 94.5% 448,456 94.2% 3,924 233,207 95.0% 94.9% 6,386 1

‘Subsidies’ are referred to: - the public subsidy accrued for the period received by the subsidiary Toremar by virtue of the ‘Service Contract’ with the Tuscan Region as a continuity guarantee of the public maritime transportation to and from the Tuscan Archipelago for Euro 10,654 thousand; - the consideration deriving from the subsidy paid to the subsidiary CIN by the Italian State to carry out the public interest maritime transportation with major and minor islands, Sardinia, Sicily, and Tremiti Islands, for Euro 49,183 thousand.

2 Amounted presented has been calculated as a difference between the nine months ended September and the six months ended June. For the best presentation, it has been necessary to change the six months ended June reclassifying freight revenues from Sardinia to Sicily.

Moby Group – Interim report as of September 30, 2018 10

Tugboats

The following table show the breakdown of the ‘Tugboats’ revenues:

(Euro thousands) Nine Months ended September 30, Three months ended September 30, % of % of 2018 vs % of % of 2018 vs 2018 2017 2018 2017 Revenues Revenues 2017 Revenues Revenues 2017 Port services 14,880 3.1% 16,796 3.5% (1,916) 5,550 2.3% 5,710 2.4% (160) Towing at sea, salvage and anti- - 0.0% 152 0.0% (152) - 0.0% - 0.0% - pollution services Total Tugboats Revenues 14,880 3.1% 16,948 3.6% (2,068) 5,550 2.3% 5,710 2.4% (160)

Revenues from ‘Tugboats’ division are related to the operations carried out by Moby and San Cataldo fleet in the main Sardinian ports and in the Apulian port (Barletta). The Revenue provided by Port services decreased in the nine months ended September 2018, compared to the same period ended September 2017, due to a traffic reduction in Cagliari port.

Port operations

Revenues deriving from the ‘Port operations’ include the income generated from: - the Olbia port operation, related to the subsidiary Sinergest for the management of the Olbia Isola Bianca port and are strictly connected with the passengers traffic in the Sardinian port, for Euro 8,560 thousand; - the Livorno operation on Dock no. 1, related to the subsidiary LTM for the management of Ro-Ro and also Ro-Ro-Pax traffic, for Euro 982 thousand; - the agency commission related to the subsidiary Renzo Conti, for Euro 704 thousand.

Operating costs

Consumption of raw materials and services

A breakdown of the item ‘Consumption of raw materials and services’ for the nine and the three months ended September 30, 2018 compared to the nine and the three months ended September 30, 2017 is provided below:

(Euro thousands) Nine months ended September 30, Three months ended September 30, % of % of 2018 vs % of % of 2018 vs 2018 2017 2018 2017 Revenues Revenues 2017 Revenues Revenues 2017 Fuel (133,981) (28.0%) (111,286) (23.4%) (22,695) (59,705) (24.3%) (46,570) (19.5%) (13,135) Materials and spare (9,658) (2.0%) (8,665) (1.8%) (993) (3,723) (1.5%) (4,177) (1.7%) 454 parts Cost for services (169,812) (35.5%) (153,961) (32.3%) (15,851) (69,012) (28.1%) (60,991) (25.5%) (8,021) Change in inventories 2,062 0.4% 199 0.0% 1,863 230 0.1% 103 0.0% 126 Total consumption of raw materials and (311,389) (64.9%) (273,713) (57.5%) (37,676) (132,210) (54,0%) (111,635) (47,0%) (20,575) services

The ‘Fuel’ represents the most important item on costs and accounted for 27.9% of the period revenue (compared with about 23.4% in the nine months ended September 30, 2017). The fuel cost increase is related mainly to higher prices registered in 2018 compared to the same period of last year. The breakdown of ‘Costs for services’ is detailed below:

(Euro thousands) Nine months ended September 30, Three months ended September 30, % of % of 2018 vs % of % of 2018 vs 2018 2017 2018 2017 Service costs Revenues Revenues 2017 Revenues Revenues 2017 Port costs (58,600) (12.2%) (54,207) (11.4%) (4,393) (23,428) (9.5%) (22,081) (9.2%) (1,347) General expenses (16,609) (3.5%) (14,204) (3.0%) (2,405) (7,193) (2.9%) (4,680) (2.0%) (2,513) Agency fees (16,991) (3.5%) (17,555) (3.7%) 564 (9,692) (3.9%) (8,599) (3.6%) (1,093) Advertising (10,266) (2.1%) (8,009) (1.7%) (2,257) (4,203) (1.7%) (4,185) (1.8%) (18) Maintenance (8,993) (1.9%) (9,604) (2.0%) 611 (2,742) (1.1%) (3,130) (1.3%) 388 Fleet insurance (8,024) (1.7%) (8,457) (1.8%) 433 (2,733) (1.1%) (2,717) (1.1%) (16) Ancillary maritime (3,481) (0.7%) (3,603) (0.8%) 122 (1,401) (0.6%) (1,595) (0.7%) 194 costs Bank charges (936) (0.2%) (1,021) (0.2%) 85 (374) (0.2%) (414) (0.2%) 40 Rentals and operating (40,497) (8.5%) (32,207) (6.8%) (8,290) (15,233) (6.2%) (11,920) (5.0%) (3,313) leases Corporate bodies (5,413) (1.1%) (5,094) (1.1%) (319) (2,013) (0.8%) (1,670) (0.7%) (343) Total service costs (169,812) (35.5%) (153,961) (32.3%) (15,851) (69,012) (28.1%) (60,991) (25.5%) (8,021)

The ‘Port costs’, originated by the ferries sailing and operating activity, show an increase mainly ascribable to the subsidiaries LTM and CIN, related to the increase in journeys and carried items.

Moby Group – Interim report as of September 30, 2018 11

‘Rentals and operating leases’ show an increase, mainly ascribable to new rental agreements for bareboat charters signed by the subsidiary CIN in both nine and three months ended September 30, 2018.

Personnel costs

The table below shows the breakdown of ‘Personnel costs’:

(Euro thousands) Nine Months ended September 30, Three months ended September 30, % of % of 2018 vs % of % of 2018 vs 2018 Revenues 2017 Revenues 2017 2018 Revenues 2017 Revenues 2017 Wages and salaries (97,863) (20.4%) (97,768) (20.5%) (95) (35,649) (14.5%) (37,224) (15.6%) 1,575 Social security contributions (8,702) (1.8%) (6,979) (1.5%) (1,723) (2,772) (1.1%) (2,248) (0.9%) (524) Individual income tax relief pursuant to Law n. 326/2003 10,052 2.1% 10,725 2.3% (673) 3,825 1.6% 4,261 1.8% (436) Termination benefits (4,308) (0.9%) (4,175) (0.9%) (133) (1,474) (0.6%) (1,484) (0.6%) 10 Personnel costs (100,821) (21.0%) (98,197) (20.6%) (2,624) (36,070) (14.6%) (36,695) (15.3%) 625

The individual income tax relief pursuant to Law 326/2003 refers to the individual income tax deductions that the subsidiaries Moby and CIN, in view of the reliefs granted to sector operators that work with vessels entered in the international register, apply for maritime personnel.

Other operating income (expenses)

The table below shows a detailed breakdown of this item:

(Euro thousands) Nine Months ended September 30, Three months ended September 30, % of % of 2018 vs % of % of 2018 vs 2018 Revenues 2017 Revenues 2017 2018 Revenues 2017 Revenues 2017 Capital gain/losses 33 0.0% 10,048 2.1% (10,015) 149 0.1% (30) 0.0% 179 Other operating income 1,653 0.3% 247 0.1% 1,406 (235) (0.1%) (1,092) (0.5%) 857 (expenses) Total Other operating 1,686 0.4% 10,295 2.2% (8,609) (86) 0.0% (1,122) (0.5%) 1,036 income (Expenses)

In 2017, the subsidiary CIN acquired the m/v “Dimonios” (formerly rented) and consequently closed a sale transaction resulting in a capital gain, less costs to sale, of Euro 9,868 thousand.

Moby Group – Interim report as of September 30, 2018 12

Analysis of the statement of financial position as of September 30, 2018

The following paragraph provides for the information related to the main Group consolidated financial indicators as of September 30, 2018, December 31, 2017 and September 30, 2017.

Below the reclassified table of Sources and Applications as of September 30, 2018, December 31, 2017 and September 30, 2017 is provided below:

(Euro thousands) As of September 30, 2018 December 31, 2017 September 30, 2017 APPLICATIONS Net working capital (11,721) (71,018) (58,495) Fixed assets and other long-term assets 737,253 739,450 751,766 Long-term liabilities (18,341) (18,419) (19,363) Net invested capital 707,191 650,014 673,908 SOURCES Net financial debt (558,584) (496,397) (510,591) Net equity (148,607) (153,617) (163,317) Sources of financing (707,191) (650,014) (673,908)

Net working capital

The table below shows the breakdown of the ‘Net working capital’ as of September 30, 2018, December 31, 2017 and September 30, 2017:

(Euro thousands) As of September 30, 2018 December 31, 2017 September 30, 2017 Trade receivables 78,768 60,951 62,914 Inventories 17,651 15,773 15,744 Trade payables (114,322) (129,846) (107,949) Net operating Working Capital (17,903) (53,122) (29,291) Miscellaneous receivables and payables and 6,182 (17,896) (29,204) other current assets/(liabilities) Net working capital (11,721) (71,018) (58,495)

The ‘Net operating Working Capital’ trend is influenced primarily by the ‘Trade receivables’ and the ‘Trade Payables’, in detail: - comparing with December 2017, ‘Trade Receivables’ increased by Euro 17,8 million, due to an increase in freight division (Euro 8,9 million), as consequence of sales performance, and in travel agencies (Euro 3,4 million), due to seasonality. The decreased in ‘Trade Payables’ is due to the management of non-financial exposures implemented in December 2017; - comparing with September 2017, ‘Trade Receivables’ are affected by an increase in freight division, as a result of sales performance in the third quarter of 2018, compared to the third quarter of 2017. ‘Inventories’ show an increase, as consequence of the higher fuel price occurred in 2018.

The ‘Net working capital 2018’ includes a positive amount of ‘Miscellaneous receivables and payables and other current assets/(liabilities)’, in detail: - comparing with December 2017, September 2018 figures show higher ‘other receivables’ of Euro 16,8 million, mainly due to the advances for charter payments, equipment and services on vessels and general costs incurred but recognised in the subsequent period for accrual basis (refer to note 7.2.7 for other details). Furthermore, September 2018 figures show lower ‘other current liabilities’ of Euro 9,3 million, mainly due to the positive variation of the fair value of commodity SWAP and the decreased in prepayments of government grants, as consequence of the consideration invoiced in December by the subsidiary Toremar to the Tuscany Region and related to the first 2018 payment (refer to note 7.2.13 for other details); - comparing with September 2017, September 2018 figures show higher ‘other receivables’ of Euro 11,9 million, mainly due to the advances for charter payments, equipment and services on vessels and general costs incurred but recognised in the subsequent period for accrual basis. Furthermore, September 2018 figures show lower ‘other current liabilities’ of Euro 25,1 million, mainly due to lower prepayments of government grants of Euro 14,5 million, as consequence of the consideration not yet collected during the third quarter of 2018 from the subsidiary CIN, and to the positive variation of the fair value of commodity SWAP.

Moby Group – Interim report as of September 30, 2018 13

Fixed assets and other long-term assets

The table below details the breakdown of the ‘Fixed assets and other long-term assets’ as of September 30, 2018, December 31, 2017 and September 30, 2017:

(Euro thousands) As of September 30, 2018 December 31, 2017 September 30, 2017 Other intangible assets 26,098 27,505 27,914 Goodwill 48,483 48,483 48,723 Property, plant and equipment 34,506 32,217 33,299 Fleet 621,369 623,690 633,139 Equity investments 1,724 1,724 1,623 Deferred tax assets 5,073 5,831 7,068 Fixed assets and other long-term assets 737,253 739,450 751,766

(Euro thousands) As of September 30, 2018 December 31, 2017 September 30, 2017 Ferries 614,835 616,216 625,189 Tugboats 6,534 7,474 7,950 Total Fleet 621,369 623,690 633,139

In the period, the operating activity of fleet management brought investments for Euro 40,822 thousand, mainly due to: - Euro 1,470 thousand for refitting operating completed on the m/v “Oglasa”; - Euro 12,706 thousand for cyclical maintenance for ferries; - Euro 25,233 thousand for extraordinary maintenances, as follow: Euro 4,532 thousand for the renovation of the passenger common areas, Euro 16,252 thousand for structural maintenance on mechanical parts, engines and compliance to the SOLAS regulations, Euro 2,062 thousand for structural upgrades to safety equipment and Euro 2,387 thousand for silicone hull treatments; - Euro 607 thousand for the new design of the sides of the CIN’ fleet; - Euro 801 thousand for the investing activity in the tugboats fleet.

Other investments for the period are mainly ascribable to: i) further works on the property located in the municipality of Olbia for Euro 1,630 thousand; ii) further planning fees and other fees paid by the subsidiary Andy to Portoferraio municipality for the building complex located on the Elba Island for Euro 1,063 thousand; iii) vehicles for handling bought by the subsidiaries LTM and CPS for Euro 1,293 thousand; iv) new projects related to the fleet for Euro 355 thousand; v) hardware and electronic equipment bought by the Parent Company and the subsidiaries CIN, LTM and Toremar for Euro 335 thousand and vi) the purchase of new software licenses for the Parent Company and the subsidiary LTM, CIN and CPS for Euro 450 thousand.

Moby Group – Interim report as of September 30, 2018 14

‘Amortizations, depreciations and write-downs’ are presented below:

(Euro thousands) Nine Months ended September 30, Three months ended September 30, % on % on 2018 vs % on % on 2018 vs 2018 2017 2018 2017 Revenues Revenues 2017 Revenues Revenues 2017 Amortization of (1,865) (0.4%) (2,019) (0.4%) 154 (642) (0.3%) (682) (0.3%) 40 intangible assets Depreciation of PP&E (2,234) (0.5%) (2,045) (0.4%) (189) (731) (0.3%) (638) (0.3%) (93) Depreciation of fleet (43,143) (9.0%) (38,917) (8.2%) (4,226) (15,312) (6.2%) (13,373) (5.6%) (1,939) Total depreciation (47,242) (9.9%) (42,981) (9.0%) (4,261) (16,685) (6.8%) (14,693) (6.1%) (1,992) and amortization

The figures related to the nine and the three months ended September 30, 2017 have been restated following the extension of the useful life by 10 years in respect of the vessels “Moby Aki”, “Moby Wonder”, “Moby Tommy”, “Florio”, “Rubattino”, “Janas”, “Sharden”, “Bithia”, “Nuraghes” and “Athara”.

Long-term liabilities

The detailed breakdown of the ‘Long-term liabilities’ as of September 30, 2018, December 31, 2017 and September 30, 2017 is shown below:

(Euro thousands) As of September 30, 2018 December 31, 2017 September 30, 2017 Employee benefits (4,065) (4,033) (4,040) Provisions (6,365) (6,797) (5,978) Deferred tax liabilities (7,911) (7,589) (7,984) Other Payables and other non current liabilities - - (1,361) Long-term liabilities (18,341) (18,419) (19,363)

The item ‘Provisions’ reflects the best estimates for future risks and expenses, as of September 30, 2018.

Net financial indebtedness

A detailed breakdown of ‘Net financial indebtedness’ as of September 30, 2018, December 31, 2017 and September 30, 2017 is shown below:

(Euro thousands) As of September 30, 2018 December 31, 2017 September 30, 2017 Use of credit lines and other short-term financial debts (59,533) (60,848) (8,853) Current portion of medium and long-term financing (75,867) (69,160) (68,682) IRS fair value on financing-current share - (11) (5) Current portion of financing vs Tirrenia A.S. (55,000) (55,000) (55,000) Current financial indebtedness (190,400) (185,019) (132,540) Medium-/long-term financing (371,835) (423,251) (417,760) IRS fair value on financing non-current share - - (6) Non-current portion of financing vs Tirrenia A.S. (125,000) (125,000) (120,617) Non-current financial indebtedness (496,835) (548,251) (538,383) Total gross financial indebtedness (687,235) (733,270) (670,923) Other non-current financial assets 3,091 3,110 3,087 Other current financial assets 99 161 134 Cash and cash equivalents 125,461 233,602 157,111 Net financial debt (558,584) (496,397) (510,591)

The Parent Company paid the second instalment of the Senior Facilities Agreement for an amount of Euro 40,000 thousand.

(Euro thousands) As of September 30, 2018 December 31, 2017 September 30, 2017 Net financial indebtedness (558,584) (496,397) (510,591) IRS fair value on borrowings - 11 11 Adjusted net financial indebtedness (558,584) (496,386) (510,580)

Moby Group – Interim report as of September 30, 2018 15

The breakdown of the item ‘Financial income/expenses’ is detailed below:

Three months ended 30 (Euro thousands) Nine months ended 30 September September % of % of 2018 vs % of % of 2018 vs 2018 2017 2018 2017 Revenues Revenues 2017 Revenues Revenues 2017 Interest expenses (26,333) (5,5%) (27,985) (5,9%) 1,652 (8,707) (3.5%) (9,356) (3.9%) 649 Expenses from derivative instruments (666) (0,1%) (356) (0,1%) (310) (318) (0.1%) 20 0.0% (338) Foreign exchange losses (337) (0,1%) (94) (0,0%) (243) (93) (0.0%) 14 0.0% (107) Financial expenses (27,336) (5,7%) (28,435) (6,0%) 1,099 (9,118) (3.7%) (9,322) (3.9%) 204 Interest income 511 0,1% 258 0,1% 253 327 0.1% 75 0.0% 252 Revenue from derivative instruments - 0,0% 4 0,0% (4) - 0.0% 1 0.0% (1) Income from equity investments - - 289 - - - - 214 - - Foreign exchange gains 150 0,03% 230 0,0% (80) 44 0.0% 204 0.1% (160) Financial income 661 0,1% 781 0,2% (120) 371 0.2% 494 0.2% (123) Total financial income (expenses) (26,675) (5,6%) (27,654) (5,8%) 979 (8,747) (3.6%) (8,828) (3.7%) 81

Group ‘Financial expenses’ for the nine months ended September 30, 2018 are mainly ascribable to interest expenses on long-term borrowings, mainly generated by the “Financing” for Euro 25,605 thousand including amortised cost for Euro 2,499 thousand and interests generated by the revolving credit facility for Euro 1,525 thousand.

Group ‘Financial expenses’ for the nine months ended September 30, 2017 are mainly ascribable to interest expenses on long-term borrowings accounted for: i) Euro 26,014 thousand generated by the “Financing” including amortised cost of Euro 3,050 thousand and a commitment fee of Euro 582 thousand and ii) Euro 1,225 thousand related to accrued interests generated from the “Payables due to Tirrenia A.S.” of the subsidiary CIN, ascribable to the payables discounted portion referred to the period.

Moby Group – Interim report as of September 30, 2018 16

Cash Flow Analysis

A detailed breakdown of net ‘Cash Flow’ for the nine and the three months ended September 30, 2018 compared to the nine and the three months ended September 30, 2017 is provided below:

(Euro Thousands) Nine months ended 30 September Three months ended 30 September 2018 vs 2018 vs 2018 2017 2018 2017 2017 2017 Net result from the period (12,669) 39,635 (52,304) 47,539 64,267 (16,728) Income tax expense 4,866 4,656 210 2,426 2,396 30 Net financial (income)/expenses 27,175 27,654 (479) 8,747 8,828 (81) Amortisation, depreciations, impairments and Provisions accruals and (reversal) 47,241 42,901 4,340 16,685 14,128 2,557 EBITDA 66,613 114,846 (48,233) 75,396 89,619 (14,223) Change in OWC (35,219) (38,797) 3,578 (22,430) (28,860) 6,429 Change in other assets/liabilities (17,466) 17,541 (35,007) (106,890) (100,756) (6,133) Other * (3,135) (13,243) 10,108 (2,250) (630) (1,620) Net cash flow provided by operating activities (A) 10,793 80,347 (69,554) (56,174) (40,627) (15,547) Capex - Fleet (40,822) (90,836) 50,014 (8,119) (5,083) (3,036) Capex - Other (Tangible, Intangible and fleet refetting in progress) (5,249) (11,574) 6,325 (2,196) (8,503) 6,307 Proceeds from Vessels' sales - 53,857 (53,857) - 749 (749) Proceeds from Tangible sale 300 300 - 300 - 300 Proceeds from other financial assets (receivable hand over Agata) 99 414 (315) 34 63 (29) Acquisition of a subsidiaries, net of cash acquired - (5,014) 5,014 - (515) 515 Equity investments (30) - (30) - - - Minority Equity inflows - 40 (40) - - - Net cash flow provided by/(used in) investing activities (B) (45,702) (52,813) 7,111 (9,981) (13,289) 3,309 Free cash flow (C) = (A + B) (34,909) 27,534 (62,443) (66,155) (53,916) (12,239) Proceeds of borrowings net of costs incurred - 4,298 (4,298) - - - Repayment from borrowings (41,117) (11,195) (29,922) (436) (442) 6 Net change in short-term financial liabilities (1,702) 4,265 (5,968) 514 6,211 (5,696) Dividends paid (491) (672) 181 - (672) 672 Payment of interest and other financial charges and proceed of interest (29,922) (29,036) (886) (13,398) (13,297) (102) income Net cash flow provided by/(used in) financing activities (D) (73,232) (32,342) (40,890) (13,320) (8,200) (5,120) Total Cash Flow (C+D) (108,141) (4,808) (103,333) (79,475) (62,116) (17,359) *Net of Employees benefits, uses of provisions, Income tax paid, other non monetary and reclassification of capital (gain) loss due to sale of assets.

‘Total Cash Flow’ generated during the nine months period ended September 30, 2018 and resulting from the consolidated cash flow statement is equal to a negative flow for Euro 108,141 thousand compared to a negative flow for Euro 4,808 thousand resulting from the nine months period ended September 30, 2017.

The nine months ended 2018 ‘Cash Flow’ was the result of:

- positive operating activities of Euro 10,793 thousand mainly due to positive EBITDA of Euro 66,613 thousand, offset by a: i) negative contribution from ‘Operating Working Capital’ of Euro 35,219 thousand, mainly due to an increase of ‘Freight Receivables’, of Euro 8,924 thousand, as consequence of sales performance, an increase of ‘Agency Receivables’ of Euro 3,421 thousand, due to seasonality, and a decrease of ‘Trade Payables’ of Euro 15,524 thousand due to the management of non-financial exposures implemented in December 2017; ii) negative contribution from ‘Change in other assets/liabilities’ of Euro 17,466 thousand mainly due to the advances payments for charter, equipment and services on vessels and general costs incurred but recognised in the subsequent periods for accrual basis and the decreased in prepayments of government grants, as consequence of the consideration invoiced in December by the subsidiary Toremar to the Tuscany Region and related to the first 2018 payment of Euro 7,768 thousand. Comparing to nine months period ended September 2017, the ‘Cash flow from operating activities’ decreased of Euro 69,554 thousand mainly due to i) a decrease in EBITDA of Euro 48,233 thousand and ii) a decreased in ‘Change in other assets/liabilities’ of Euro 35,007 thousand mainly due to advances payments made, as said before, and decrease in prepayments of government grants due i) to the first payment of the subsidiary Toremar, collected in December 2017 of Euro 7,768 thousand, and ii) consideration not collected during the third quarter of 2018 from the subsidiary CIN of Euro 14,538 thousand and collected in October; - negative impact from investing activities of Euro 45,702 thousand mainly due to investments in Fleet of Euro 40,822 thousand. Comparing to nine months period ended September 2017, the ‘Cash flow used in investing activities’ is lower of Euro 7,111 thousand mainly due to a reduction in investments in tangible and in acquisition of subsidiaries (Renzo Conti Group). In 2017, the subsidiary CIN acquired for Euro 42,151 thousand the vessel ‘Dimonios’, consequently sold of Euro 52,289 thousand.

Moby Group – Interim report as of September 30, 2018 17

- negative financing activities for Euro 73,232 thousand mainly due to: i) payment of the second instalment of the Senior Facilities Agreement of Euro 40,000 thousand; and ii) payment of interest of Euro 29,922 thousand. Comparing to nine months period ended September 2017, the ‘Cash flow used in financing activities’ increased of Euro 40,890 thousand is primarily due to the payment of the second instalment for the Senior Facilities Agreement.

‘Total Cash Flow’ generated during the three months period ended September 30, 2018 and resulting from the consolidated cash flow statement is equal to a negative flow of Euro 79,475 thousand compared to a negative flow of Euro 62,116 thousand resulting from the three months period ended September 30, 2017.

The three months ended 2018 ‘Cash Flow’ was the result of:

- negative operating activities of Euro 56,174 thousand mainly due to a negative contribution i) from ‘Change in other assets/liabilities’ of Euro 106,890 thousand mainly due to the reversal of deferred revenues for journeys collected in the second quarter and made in the third quarter; and ii) from ‘Operating Working Capital’ of Euro 22,430 thousand mainly due to a decrease of ‘Trade Payables’ as consequence of the management of non-financial exposures implemented in June; partially offset by a positive contribution from EBITDA of Euro 75,396 thousand. Comparing to three months period ended September 2017, the ‘Cash flow from operating activities’ decreased of Euro 15,547 thousand mainly due to a decrease in EBITDA of Euro 14,223 thousand; - negative impact from investing activities of Euro 9,981 thousand mainly due to investments in Fleet of Euro 8,119 thousand. Comparing to three months period ended September 2017, the ‘Cash flow used in investing activities’ is lower of Euro 3,309 thousand mainly due to a reduction in investments in tangible; - negative financing activities of Euro 13,320 thousand.

Moby Group – Interim report as of September 30, 2018 18

5. Subsequent events

In October, Moby and CIN opened bookings for the 2019 season.

In October, the subsidiary CIN received one of the new RoRo under construction, named “Alf Pollack”, and started the relative charter-in. In December, the subsidiary signed a sub-charter contract with a third party.

In November, Moby announced the new route Piombino – Bastia for the 2019 season.

In December, a new freight transport services were introduced on the route Genoa – Napoli and Livorno – Napoli, operated by the subsidiary CIN.

In December, Moby announced the closure of the route Nizza – Bastia, the last trip is planning on January 2019.

Moby Group – Interim report as of September 30, 2018 19

6. Interim Condensed Consolidated Financial Statements as of September 30, 2018

Condensed Consolidated Statement of Financial Position

(Euro thousand) As of September As of December 30, 2018 31, 2017

NON-CURRENT ASSETS Property, plant and equipment 34,506 32,217 Fleet 621,369 623,690 Goodwill 48,483 48,483 Other intangible assets 26,098 27,505 Equity investments 1,724 1,724 Other non-current financial assets 3,091 3,110 Deferred tax assets 5,073 5,831 TOTAL NON-CURRENT ASSETS 740,344 742,560 CURRENT ASSETS Inventories 17,651 15,773 Trade receivables 78,768 60,951 Other receivables 43,424 26,577 Other current financial assets 99 161 Cash and cash equivalents 125,461 233,602 TOTAL CURRENT ASSETS 265,403 337,064 TOTAL ASSETS 1,005,747 1,079,624 SHAREHOLDERS' EQUITY AND LIABILITIES SHAREHOLDERS' EQUITY Share capital 36,192 36,192 Reserves 115,103 82,825 Net results attributable to owners of the parent (15,373) 23,915 EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT 135,922 142,931 NON-CONTROLLING INTERESTS Share capital and reserves attributable to non-controlling interests 9,981 10,105 Net results attributable to non-controlling interests 2,704 580 TOTAL NON-CONTROLLING INTERESTS 12,685 10,685 TOTAL SHAREHOLDERS' EQUITY 148,607 153,617 NON-CURRENT LIABILITIES Long-term borrowings 98,431 145,407 Employee benefits 4,065 4,033 Provisions 6,365 6,797 Other non-current financial liabilities 398,404 402,844 Deferred tax liabilities 7,911 7,589 TOTAL NON-CURRENT LIABILITIES 515,176 566,670 CURRENT LIABILITIES Short term borrowings and current portion of long-term borrowings 113,313 107,458 Other current financial liabilities 77,087 77,561 Taxes payables 4,951 2,894 Trade payables 114,322 129,846 Other current liabilities 32,291 41,579 TOTAL CURRENT LIABILITIES 341,965 359,338 TOTAL LIABILITIES 857,141 926,008 TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 1,005,747 1,079,624

Moby Group – Interim report as of September 30, 2018 20

Condensed Consolidated Statement of Profit or Loss

(Euro Thousand) Nine months ended September 30 2018 2017 Revenue 478,843 476,223 Raw materials and services (313,095) (273,713) Personnel costs (100,821) (98,197) Other operating income (expenses), net 1,686 10,533 Provisions - 79 Write-downs of trade receivables and other current assets - 1 Amortisation of intangible assets (1,865) (2,019) Depreciation of property, plant and equipment (2,234) (2,045) Depreciation of fleet (43,143) (38,917) Operating profit 19,371 71,945 Financial income 661 781 Financial expense (27,836) (28,435) Result before taxes (7,804) 44,291 Income tax expense (4,866) (4,656) Net result for the period (12,669) 39,635 Non-controlling interests 2,704 664 Owners of the parent (15,373) 38,971 Number of ordinary shares 100,000 100,000 Basic earnings per share (in thousands of Euro) (0.15) 0.39

Moby Group – Interim report as of September 30, 2018 21

Condensed Consolidated Statement of Other Comprehensive Income

Nine months Ended September 30 (Euro thousand) 2018 2017 Net result (12,669) 39,635 Other comprehensive income to be reclassified to profit or loss in subsequent periods: Valuation of hedge accounting derivatives: Gains (losses) for the period 8,293 (7,531) - Gains (losses) for the period to be reclassified to profit or loss (740) 597 Net gains (losses) from cash flow hedges 9,034 (8,128) Tax effects on valuation of derivatives (800) 720 Net (loss)/gain on cash flow hedges 8,233 (7,408) Other gains/(losses) - (10) Net other comprehensive loss to be reclassified to profit or loss in subsequent periods 8,233 (7,418) Other comprehensive income not to be reclassified to profit or loss in subsequent periods (12) - Total comprehensive income (4,448) 32,217 Attributable to: Owners of the parent (7,152) 33,065 Non-controlling interests 2,704 (849)

Moby Group – Interim report as of September 30, 2018 22

Condensed Consolidated Statement of Changes in Equity

(Euro thousand) Equity Share Non- Total Legal Cash flow hedge Retained Net result for attributable Share capital premium Other reserves controlling Shareholders' reserve reserve earnings the period to owners of reserve interests equity the parent December 31, 2016 36,192 4,580 27,596 (6,035) (133) 51,394 7,215 120,810 2,187 122,997 Net result 2016 destination 7,215 (7,215) - - Consolidation - 8,978 8,978 Dividends - (1,060) (1,060) Total changes - - - - - 7,215 (7,215) - 7,918 7,918 Net result for the period 23,915 23,915 580 24,495 Net (loss)/gain on cash flow hedges (1,711) (1,711) (1,711) Change in Employee benefits (68) (68) (68) Other movements (14) (14) (14) Total comprehensive income - - - (1,711) (82) - 23,915 22,122 580 22,702 December 31, 2017 36,192 4,580 27,596 (7,746) (215) 58,609 23,915 142,931 10,685 153,617 Net result 2017 destination 23,915 (23,915) - - Dividends - (491) (491) Other movements 142 142 (213) (71) Total changes - - - - - 24,057 (23,915) 142 (704) (562) Net result for the period (15,373) (15,373) 2,704 (12,669) Net (loss)/gain on cash flow hedges 8,233 8,233 8,233 Other movements (12) (12) (12) Total comprehensive income - - - 8,233 (12) - (15,373) (7,152) 2,704 (4,448) December 31, 2018 36,192 4,580 27,596 487 (227) 82,666 (15,373) 135,922 12,685 148,607

Moby Group – Interim report as of September 30, 2018 23

Condensed Consolidated Statement of Cash Flow

(Euro thousand) Nine months ended 30 September 2018 2017 CASH FLOW FROM OPERATING ACTIVITIES Net result from the period (12,669) 39,635 Adjustment to reconcile net result to net cash flow: Income tax expense 4,866 4,656 Net financial (income)/expenses 27,175 27,654 Amortisation and depreciation 47,242 42,981 Employee benefits accrued 4,308 4,175 Write-down of current assets - (1) Provisions accruals and reversals - (79) (Gain) /Loss on disposal of assets (32) (10,286) Employee benefits paid (4,276) (4,132) Uses of provisions (532) (1,106) Income tax paid and collected (2,550) (1,984) Other non-monetary changes (54) 90 Changes in operating assets and liabilities: Trade receivables (17,818) (15,394) Inventories (1,878) 78 Trade payables (15,524) (23,481) Other current assets and liabilities (17,466) 17,541 Net cash flow provided by operating activities (A) 10,793 80,347 CASH FLOW FROM INVESTMENT ACTIVITIES Investment in tangible assets - fleet (40,822) (90,836) Investment in tangible assets - property, plant and equipment (4,791) (11,292) Investment in intangible assets (458) (282) Proceeds from Vessels' sale - 53,857 Proceeds from sale of tangible assets 300 300 Proceeds from other financial assets (receivable hand over Agata and other) 99 414 Acquisition of a subsidiaries, net of cash acquired - (5,014) Investment in Equity (30) - Minority Equity inflows - 40 Net cash flow provided by/(used in) investment activities (B) (45,702) (52,813) CASH FLOW FROM FINANCING ACTIVITIES Proceeds of borrowings net of costs occured - 4,298 Repayment from borrowings (41,117) (11,195) Net change in short-term financial liabilities (1,702) 4,265 Dividends paid (491) (672) Payment of interest and other financial charges and proceed of interest income (29,922) (29,037) Net cash flow provided by/(used in) financing activities (C) (73,232) (32,342) Net change in cash and cash equivalents (D=A+B+C) (108,141) (4,808) Cash and cash equivalents at beginning of the year (E) 233,602 161,919 Cash and cash equivalents at end of the year (F=D+E) 125,461 157,111

Moby Group – Interim report as of September 30, 2018 24

7. Interim Condensed Consolidated Notes

The condensed consolidated interim financial statements were prepared in accordance with IFRS and drawn up in summary form, using the criteria for drawing up interim financial statements provided for by IAS 34 – Interim Financial Reporting. The condensed consolidated interim financial statements do not include all the supplementary information required in the annual financial statements and should be read in conjunction with the consolidated financial statements as of December 31, 2017, prepared in accordance with IFRS. The accounting standards adopted when drawing up the condensed consolidated interim financial statements are those adopted when drawing up the consolidated financial statements as of December 31, 2017, prepared in accordance with IFRS. IFRS also means all the revised international accounting standards (“IAS”) and all the interpretations issued by the IFRS Interpretations Committee (“IFRIC”), earlier known as Standing Interpretations Committee (“SIC”). Specifically, it should be pointed out that the income statement, statement of comprehensive income, statement of financial position, statement of changes in equity and statement of cash flows were drawn up in extended form, and are the same as those adopted for the annual financial statements. The explanatory notes below, however, are presented in summary form, and therefore do not include all the information required for annual financial statements. Specifically, it should be pointed out that, as provided for by IAS 34 – Interim Financial Reporting, in order to avoid duplicating information that has already been published, the notes refer exclusively to those components of the income statement, statement of comprehensive income, statement of financial position, statement of changes in equity and statement of cash flows whose composition or changes undergone (whether due to their amount or their type, or because of their unusual nature) are essential to understanding the operating results and financial position of the Group. The condensed consolidated interim financial results as of September 30, 2018 consist of the income statement, statement of comprehensive income, statement of financial position, statement of changes in equity and statement of cash flows, as well as these explanatory notes. The currency used in the presentation of the condensed consolidated interim financial statements is the euro, which is the currency generally used by the Parent Company and most of its subsidiaries. The balances stated in the financial statements and the notes thereto are expressed in thousands of euro, unless expressly indicated otherwise. The statement of financial position classifies assets and liabilities as current or non-current, whereas the consolidated income statement is presented according to a classification of costs by type of expense. The statement of cash flows has been prepared according to the indirect method and is presented in accordance with IAS 7 – Statement of Cash Flows by classifying the cash flows under the headings of operating activities, investment activities and financing activities. The preparation of the condensed consolidated interim financial statements and the related notes requires the directors to make discretionary valuations, estimates and assumptions that affect the values of income, expenses, assets and liabilities, as well as the indication of contingent liabilities and assets, at the date of the financial statements. The final results may differ from such estimates. The estimates are used to identify salvage income, deferred tax assets, employee benefits, derivative financial instruments, impairment of non- financial assets and provisions for risks and charges. The valuation processes also concern the useful life of investments, intangible assets acquired in business combination operations, valuations of companies recognised according to the equity method and assets and liabilities classified as held for sale. The estimates and assumptions are periodically reviewed, and the effects of any change are reflected in the income statement during the period in which the estimate is revised, and/or also in subsequent periods if they are affected by the revision. These condensed consolidated interim financial statements are drawn up on a voluntary basis, are not subject to disclosure obligations and are not audited.

Moby Group – Interim report as of September 30, 2018 25

7.1 Changes in accounting standards, new accounting standards, changes in estimates and reclassifications

The accounting standards adopted when drawing up these condensed consolidated interim financial statements are the same as those adopted when drawing up the Group’s consolidated annual financial statements as of December 31, 2017, with the exception of the following accounting standards/amendments that have come into force:

- “IFRS 15 and Clarifications to IFRS 15” issued by the IASB on September 11, 2015 and April 12, 2016, respectively. This document introduces a revenue recognition model based on the transfer of control of an asset or a service to a customer. Specifically, the core principle underlyng the new model is that an entity should recognise revenue in a manner that depicts the pattern of transfer of goods or services to customers. The amount recognised should reflect the amount to which the entity expects to be entitled in exchange for those goods and services. IFRS 15 provides five step that entities will need to follow in accounting for revenue transactions: i) identify the contract(s) with a customer; ii) identify the performance obligations in the contract; iii) determine the transaction price; iv) allocate the transaction price to the performance obligations in the contracts; and v) recognise revenue when (or as) the entity satisfies a performance obligation. Based on the Group's type of business, the adoption of IFRS 15 has not a significant impact on the Group's consolidated financial statements; - “IFRS 9, Financial Instruments“ issued by the IASB on July 24, 2014, superseding all previous versions. The new provisions: i) modify the classification of financial assets, which is now based on the contractual cash flows of the assets as well as the entity's business model; ii) remove the obligation to separate embedded derivatives in financial assets; iii) identify a new impairment model which is based on forward-looking information in order to provide for expected credit losses, compared to the incurred loss model which defers the recognition of credit losses until a loss event occurs in relation to financial assets measured at amortised cost, financial assets measured at fair value through other comprehensive income, lease receivables and contract assets and some loan commitments and financial guarantee contracts; iv) introduce a substantial revision of the qualification criteria of hedging transactions to ensure they are in line with business risk management strategies and are based on a more principle-based approach. Consequently, IFRS 9 also amends IFRS 7, Financial Instruments: disclosures. The provisions of the above documents, which replace those of IAS 39, has not a significant impact on the Group's consolidated financial statements; - “Classification and Measurement of Share - based Payment Transaction - Amendments to IFRS 2”, issued by the IASB on June 20, 2016. The document i) clarifies the effects of the vesting and no - vesting conditions on the measurement of cash-settled share-based payment transactions; ii) specifies that the modification of share-based payment transactions from cash- to equity-settled generate the elimination of the original liability, the recognition in equity of equity-settled share-based payment transactions at the fair value on the date the modification takes place, to the extent to which, on the same date, the services have been provided and the any difference is immediately taken to profit or loss; iii) with respect to share-based payment transactions settled net of tax withholdings made by the employer in accordance with the law or tax regulations, it introduces an exception so that these transactions are recognised as equity-settled in their entirety, should they be identified as such, but no such netting regulation imposed by the application of the tax legislation exists; - “Transfers of Investment property – Amendments to IAS 40”, issued by the IASB on December 8, 2018. This document clarifies that an entity shall transfer a property to, or from, investment property when, and only when, there is evidence of a change in use. A change in management’s intentions for the use of a property by itself does not constitute evidence of a change in use. These provisions have not a significant impact on the Group's consolidated financial statements; - “IFRIC 22 Foreign Currency Transaction and Advance Consideration”, issued by the IASB on December 8, 2016. This document clarifies the accounting for transactions that include the receipt or payment of advance consideration in a foreign currency. In this case, the exchange rate to be applied to initially recognise assets, expense or income arising from such transaction, is equal to the exchange rate ruling on the date of payment or receipt of the advance consideration. These provisions have not a significant impact on the Group's consolidated financial statements; - “Annual Improvements to IFRS Standards 2014 - 2016 Cycle”, issued by the IASB on December 8, 2016. This document modified: i) IFRS 1, deleting the short-term exemptions permitted in relation to IFRS

Moby Group – Interim report as of September 30, 2018 26

7, IAS 19 and IFRS 10 to the extent of investment entities for first-time adopters; ii) IFRS 12, clarifying that the disclosure requirements in the standard, except for those in paragraphs B10–B16, apply to an entity’s interests that are classified as held for sale, as held for distribution or as discontinued operations in accordance with IFRS 5; iii) IAS 28, clarifying that the election to measure at fair value through profit or loss an investment in an associate or a joint venture that is held by an entity that is a venture capital organization, or other qualifying entity, is available for each investment in an associate or joint venture on an investment-by-investment basis, upon initial recognition; furthermore, it is clarified that an entity other than an investment entity which holds an interest in associates or joint ventures which qualify as investment entities, may elect to continue with the fair value measurement applied by said investment entities when assessing their investments. The provisions covering IFRS 1 and IAS 28 have not a significant impact on the Group's consolidated financial statements; - “Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts - Amendments to IFRS 4”, issued by the IASB on September 12, 2016. This document resolves the issues that insurance companies would face should they apply IFRS 9 before the IASB replaces IFRS 4 with the standard it is currently preparing. The amendments provide two options: i) for all entities issuing insurance contracts which fall under the scope of IFRS 4 and which will apply IFRES, an option that permits them to reclassify, from profit or loss to other comprehensive income, the fair value changes arising from designated financial assets (the "overlay approach") as if the entity applies IAS 39 to said assets; ii) for entities whose predominant activity is issuing insurance contracts, an optional temporary exemption from applying IFRS 9 (the “deferral approach”) until 2021. These provisions have not a significant impact on the Group's consolidated financial statements.

Moby Group – Interim report as of September 30, 2018 27

7.2 Notes on the main items of the condensed consolidated statement of financial position

7.2.1 Property, plant and equipment Property, plant and equipment as of September 30, 2018 totalled Euro 34,506 thousand, differing from the comparison period due to the effects of depreciation (Euro 2,234 thousand), investments (Euro 4,791 thousand) and disposal (Euro 268 thousand). As regards investments, these refer mainly to i) further works on the property located in the municipality of Olbia for Euro 1,630 thousand; ii) further planning fees and other fees paid by the subsidiary Andy to Portoferraio municipality for the building complex located on the Elba Island for Euro 1,063 thousand; iii) vehicles for handling bought by the subsidiaries LTM and CPS for Euro 1,293 thousand; iv) new projects related to the fleet for Euro 355 thousand; v) hardware and electronic equipment bought by the Parent Company and the subsidiaries CIN, LTM and Toremar for Euro 335 thousand.

7.2.2 Fleet The changes in the company fleet during the period were as follows:

(Euro Thousands) As of January 1, 2018 Increases due to purchases Depreciation As of September 30, 2018 Ferries 616,216 40,018 (41,401) 614,833 Tugboats 7,474 804 (1,742) 6,536 Fleet 623,690 40,822 (43,143) 621,369

7.2.3 Goodwill Goodwill deriving from the acquisition of the subsidiaries and resulting from business combinations is equal to Euro 48.4 million; the valuation of the surplus, recorded after the acquisition of Renzo Conti, Agemar, LTM and Agence Maritime Bastiaise, is still ongoing and the Group provisionally accounts it as goodwill.

7.2.4 Other intangible assets The net change in the balance of this item for the period was the result of ordinary investment trends (Euro 458 thousand, such as licences and software) and amortisation.

7.2.5 Other non- current and current financial assets The current and non-current components of Other financial assets include the fair value of the investments held by the Group, as well as interest income accrued but not yet paid at the end of the period and financial receivables.

(Euro Thousands) As of September 30, 2018 December 31, 2017 Other investments 2,048 2,048 Non-current financial receivables 1,043 1,062 Other non-current financial assets 3,091 3,110

(Euro Thousands) As of September 30, 2018 December 31, 2017 Accrued interest income 3 - Other securities 27 27 Current financial assets 69 134 Other current financial assets 99 161

Moby Group – Interim report as of September 30, 2018 28

7.2.6 Trade receivables Trade receivables as of September 30, 2018 can be broken down by type of customers as follows:

(Euro thousands) As of September 30, 2018 December 31, 2017 Trade receivables- Freight division 54,142 45,218 Trade receivables- Tugboats division 4,533 3,905 Receivables due from travel agencies 7,468 4,047 Receivables for Olbia port management 2,457 2,576 Receivables due from Catering services 1,340 379 Receivables due in respect of government grants 181 - Other 8,648 4,826 Trade receivables 78,768 60,951

The total change of trade receivables reflects the seasonal nature of the Group's activities. As highlighted in ‘Note 4. Directors’ report on operations’ the largest increases in trade receivables concerns the ‘Freight division’ as a result of the sales performance in the third quarter of 2018. The increase of ‘Travel agencies’ and ‘Other’ is due to seasonality.

7.2.7 Other receivables Details of other current receivables as of September 30, 2018 are shown in the table below:

(Euro Thousands) As of September 30, 2018 December 31, 2017 Tax credits 13,661 12,181 Prepayments of insurance premiums 2,825 815 Receivables for insurance compensation 22 308 Receivables due from employee 471 457 Advances to suppliers 2,885 1,282 Insurance/ pensions agencies 310 234 Security deposits 1,747 1,756 Other 19,190 9,214 Assets from commodity swap derivative instruments 2,313 310 Other receivables 43,424 26,557

The increase of ‘Other’ is related to the the costs and expenses received or paid during the period but recognised in a subsequent period for accrual basis. Mainly, they refer to: for the two RoRo under construction the advanced charter payment of Euro 3,500 thousand paid in January 2018 and the first instalment of Euro 1,500 thousand for specific systems that reduce pollutant emissions, and the first instalment of Euro 1,458 thousand for the acquisition of a new tugboat. The increase of ‘Prepayments of insurance premiums’ is related to premiums paid but recognised in a subsequent period for accrual basis. The variation on ‘Assets from commodity swap derivative instruments’ refers to the fair value of the derivatives for hedging against the risk of changes in fuel prices and at the reporting date and includes the differential accrued collected in October of Euro 736 thousand.

7.2.8 Share capital and reserves The detail of the movements of the period is presented in the statement of changes in equity.

Details of the composition of the Share Capital and Reserves are given in the table below:

(Euro thousands) As of September 30, 2018 December 31, 2017 Share capital 36,192 36,192 Legal reserve 4,580 4,580 Share premium reserve 27,596 27,596 Other reserves (227) (215) Cash flow hedge reserve 487 (7,746) Retained earnings 82,666 58,609 Reserves 115,103 82,825 Share capital and reserves 151,295 119,017

The changes in the cash flow hedge reserve for fuel cost swaps relating to the Parent Company and the subsidiary Toremar are as follows:

Moby Group – Interim report as of September 30, 2018 29

(Euro thousands) Gross amount Tax effect Net amount

Opening balance of cash flow hedge reserve as of December 31, 2017 (8,679) 933 (7,746) Effectiveness measured during the period 8,293 (735) 7,558 Effectiveness transferred to income statement 740 (66) 675 Closing balance of cash flow hedge reserve as of September 30, 2018 354 133 487

7.2.9 Provisions The changes in this item as of September 30, 2018 are as follows:

(Euro thousands) As of December 31, 2017 6,797 Utilizations (532) Other 100 As of September 30, 2018 6,365

7.2.10 Long-term borrowings and short-term borrowings and current portion of long-term borrowings The detailed breakdown of medium- to long-term financial liabilities is as follows:

(Euro thousands) Companies of the As of September 30, of which As of December of which current group 2018 current portion 31, 2017 portion Senior Facilities Agreement Moby 147,255 52,789 185,944 45,281 Unicredit – m/v Agata Enermar 68 67 166 99 Sardaleasing S.p.A. – Property Leasing Sinergest 932 43 963 42 Banco di Sassari Sinergest - - 266 266 Ge Capital Moby 72 72 102 40 Alphera Moby 108 37 138 41 Unicredit Leasing Moby 3,466 541 3,872 529 Fraer Leasing LTM 201 144 394 228 Cassa di Risparmio di Volterra - Loan Renzo Conti 109 87 172 84 Total medium-to long term financings 152,211 53,780 192,017 46,610

Less current portion (53,780) (46,610) Total non-current financial liabilities 98,431 145,407

The breakdown of the heading Short-term borrowings and current portion of long-term borrowings as of September 30, 2018 is as follows:

(Euro thousands) As of September 30, 2018 December 31, 2017 Use of credit lines and other short-term financial liabilities 59,533 60,848 Current portion of medium-and long term financing 53,780 46,610 Short-term borrowings and current portion of medium- 113,313 107,458 to long-term financings

For more details about the operations that occurred on the financial structure of the group, see paragraphs ‘Net financial indebtedness and Cash Flow Analysis’.

7.2.11 Other current and non-current financial liabilities The table below show the breakdown of Other current and non-current financial liabilities:

(Euro thousands) As of September 30, 2018 December 31, 2017 Senior Secured Notes 273,404 277,844 Debt due to Tirrenia A.S. - Deferred price 125,000 125,000 Other non-current financial liabilities 398,404 402,844 Senior Secured Notes 22,087 22,550 Debt due to Tirrenia A.S. - Deferred price 55,000 55,000 Derivative financial instruments - IRS - 11 Other current financial liabilities 77,087 77,561

For more details about the operations that occurred on the financial structure of the group, see paragraphs ‘Net financial indebtedness and Cash Flow Analysis’.

Moby Group – Interim report as of September 30, 2018 30

7.2.12 Trade payables The detailed breakdown of trade payables as of September 30, 2018 by type of supplier is as follows:

(Euro thousands) As of September 30, 2018 December 31, 2017 Purchase of fuels 23,956 36,293 Maintenance 28,549 27,929 Operating costs 41,733 47,530 Insurance 7,254 3,282 Agency fees 559 968 Advertising 3,729 2,647 General expenses 8,542 11,197 Trade payables 114,322 129,846

7.2.13 Other current liabilities The detailed breakdown of Other current liabilities as of September 30, 2018 is as follows:

(Euro thousands) As of September 30, 2018 December 31, 2017 Debts for other taxes 3,779 4,387 Debts due to social security agencies 4,662 4,810 Debts to employees 12,707 10,748 Debts due to shareholders for dividends 640 640 Deferred income 6,503 6,559 Prepayments of government grants 2,274 8,346 Advances 223 402 Liabilities from commodity swap derivatives instruments - 4,030 Other 1,504 1,657 Other current liabilities 32,292 41,579

The decrease of ‘Prepayments of government grants’ is related to the reversal of the prepayment accounted at December and referred to the consideration invoiced in December by the subsidiary Toremar to the Tuscany Region of Euro 7,768 thousand and related to the first quarter of 2018. The decrease of ‘Liabilities from commodity swap derivatives instruments’ is related to the market variation of the fair value of derivative instruments signed by the Parent Company Moby for hedging against the risk of changes in fuel prices.

7.2.14 Taxes The tables below show the amount of Income taxes for the period ended September 30, 2018 compared to September 30, 2017 and the amount of deferred tax assets and deferred tax liabilities as of September 30, 2018 compared to December 31, 2017.

(Euro thousands) Nine months ended September 30, 2018 2018 Income taxes (4,866) (4,656)

The amount of income taxes derives from net effect of current taxes and deferred taxes. The income taxes recognised are entirely related to income generated in Italy, with the exception of the fiscal contribution of the subsidiary Moby Lines Europe GmbH.

(Euro thousands) As of September 30, 2018 December 31, 2017 Deferred tax assets 5,073 5,831 Deferred tax liabilities 7,911 7,589

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8. Segment information

The Moby Group is organised into the Ferries, Tugboats and Port Management / Operation Services (Olbia; Livorno and Catania since January 2017) Strategic Business Units, identified on the basis of the nature of the services and products supplied. Since April 2017 the Group has identified a new Strategic Business Unit named ‘Baltic cruises’.

Nine months ended Port Ferries Moby September 30, 2018 Ferries CIN Tugboats Management Baltic cruises Other Elimination Total Group (Euro thousands) Services

Income from third parties 185,453 256,374 14,878 10,303 12,897 479,905 Infra-group income (income 35,686 5,259 1,486 14,091 - (56,522) - adjustment) Total revenue 221,139 261,633 16,364 24,394 12,897 0 (56,522) 479,905 Depreciation, provisions and (26,263) (18,461) (1,499) (1,019) - - (47,242) write downs Operating costs and other (172,457) (201,909) (11,226) (17,694) (9,262) - - (412,548) income Infra-group income (expense) (4,034) (49,059) (5) 486 (3,910) 56,522 - Operating profit (loss) 18,385 (7,796) 3,634 6,167 (275) - - 20,115 Financial income 491 77 - - - 91 - 659 Financial expenses (227) (198) (2) (58) (46) (27,305) - (27,836) Profit before taxes 18,649 (7,917) 3,632 6,109 (321) (27,214) - (7,061) Taxes - (4,866) Net Profit (loss) (12,669)

Nine months ended Port Ferries Moby September 30, 2017 Ferries CIN Tugboats Management Baltic cruises Other Elimination Total Group (Euro thousands) Services

Income from third parties 190,766 248,102 16,948 9,780 10,627 476,223 Infra-group income (income 19,705 1,375 1,757 9,779 0 (32,616) - adjustment) Total revenue 210,471 249,477 18,705 19,559 10,627 - (32,616) 476,223 Depreciation, provisions and (20,654) (19,031) (2,267) (949) - - (42,901) write downs Operating costs and other (164,789) (164,317) (11,101) (14,622) (6,548) - - (361,377) income Infra-group income (expense) 1,273 (28,852) - 117 (5,154) 32,616 - Operating profit (loss) 26,301 37,277 5,337 4,105 (1,075) - - 71,945 Financial income 403 172 2 - 31 172 - 781 Financial expenses (241) (1,420) (1) (59) - (26,714) - (28,435) Profit before taxes 26,463 36,029 5,338 4,046 (1,044) (26,542) - 44,291 Taxes - (4,656) Net Profit (loss) 39,635

Moby Group – Interim report as of September 30, 2018 32

9. Related parties transactions

Sales, purchases and services between related parties are carried out under normal market conditions and are part of the Company's ordinary operating activities. The tables below provide details of the financial and capital transactions with related parties. With reference to Directors, the amounts presented are related to the Moby S.p.A. board of directors.

(Euro thousands) Nine months ended September 30, 2018 Consumption of raw materials and services Personnel costs Financial income Directors (2,938) (1,111) 15 Directors (close family) (90) (314) iBirbanti (30) - Unione Sportiva Lecce (113) - Mascalzone Latino (975) - Studio Carnevale Cimmino De Filippis (1,024) - ICO 2006 (225) - Total (5,394) (1,425) 15 Consolidated Total (313,095) (100,821) 661 % impact 1.7% 1.4% 2.3%

(Euro thousands) As of September 30, 2018

Other Non-current Trade Other Trade Other current Employee

financial assets receivables receivables payables liabilities benefits Directors' fees 1,048 11 3,542 279 129 83 Directors' fees (close family) - - - - 95 35 Mascalzone Latino - - 325 - - - Studio Carnevale Cimmino De Filippis - - - 195 - - F.lli Onorato Armatori - 820 3,500 - - - ICO 2006 - - - 18 - - Total 1,048 831 7,367 491 224 118 Consolidated Total 3,091 78,768 43,424 114,322 32,292 4,065 % impact 33.9% 1.1% 17.0% 0.4% 0.7% 2.9%

The table below summarises the transactions carried out by the Group with the associates Maddalena Lines S.r.l., Terminal Traghetti Napoli S.r.l. and Saradecals.

(Euro thousands) Nine months ended September 30, 2018 As of September 30, 2018 Consumption of raw materials Capitalized costs Trade receivables Trade payables and services Saradecals S.r.l. (108) (220) 30 85 Terminal Traghetti Napoli S.r.l. (1,780) - 44 821 Total (1,888) (220) 74 906

The transactions carried out towards Terminal Traghetti Napoli S.r.l. arise from the use of the Naples harbour by the subsidiary CIN.

Moby Group – Interim report as of September 30, 2018 33

10. Commitments and guarantees /securities

The Group has provided guarantees in connection with the Senior Facilities Agreement and the Senior Secured Notes consisting of: - a pledge on the shares of the subsidiary CIN and the Parent Company; - a pledge on certain bank accounts of the subsidiary CIN and the Parent Company; - first and second degree mortgage on the ships and tugboats of the subsidiary CIN and the Parent Company; - Preemption rights over receivables vis-à-vis subsidiaries and insurance claims of the controlling entity; - Preemption rights over receivables vis-à-vis insurance claims of the subsidiary CIN.

As a guarantee of the obligations deriving from the agreement (“Convenzione”) with the Italian State, the subsidiary CIN has granted a surety in favour of the Ministries involved for a residual amount at the date of these financial statements equal to Euro 2.2 million. The Group issued a surety of Euro 6.7 million to guarantee the obligations arising from the Convenzione with Tuscany region. Finally, with respect to the acquisition of the subsidiary Toremar in 2012, the Parent Company issued a surety of Euro 9.8 million.

As shown in December financial statements, as of September 2018 the Group assumes commitments related to:

 registration in the Italian Naval Register (Rina);  license contract for the exploitation of the copyrights and trademarks related to some “Looney Toons” characters, signed with Warner Bros Entertainment Italia S.p.A.;  public land leasing concessions for the management of the ‘Isola Bianca’ cruise terminal at the port of Olbia. The concession expired in August 2018, the Group operates through a provisional concession until the 30th June 2019 and it is carrying out all the activities required for the related renewal, which is subject to the awarding of a public tender;  concessions for the conduct of port operations;  operating rental contracts for a number of electronic machines and vehicles;  the chartering of the vessels “Eliana Marino”, “Massimo Mura”, “Moby Dada” and “Princess Anastasia” by the Parent Company Moby, with a projected total commitment of Euro 13,844 thousand for the next 12 months and Euro 38,418 thousand for years after;  the chartering of the vessels “Eurocargo Catania”, “Eurocargo Sicilia” “Wedellsborg”, “Superfast Baleares”, “Lucchesi”3, “Ariadne”2 and “Pauline Russ”2 by the subsidiary CIN, with a projected total commitment of Euro 21,660 thousand for the next 12 months and Euro 30,274 thousand for years after;  the chartering of the vessel “Giuseppe Rum” by the subsidiary Toremar S.p.A., with a projected total commitment of Euro 1,058 thousand for the next 12 months and Euro 1,633 thousand for years after;  acquisition and installation of specific systems that reduce pollutant emissions for the two RoRo chartered under construction for a total cost not yet paid of Euro 6,300 thousand;  acquisition of new Tugboat under construction for a cost not yet paid of Euro 5,832 thousand.

3 New chartering from January 2018.

Moby Group – Interim report as of September 30, 2018 34