Investor Presentation

October 2019

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This Presentation has been prepared by Rai-Radiotelevisione italiana S.p.A. (the “Company”, and together with its subsidiaries, the “Group”) for information purposes only.

“Presentation” means this document and any oral presentation made, any question and answer session conducted and any other information discussed orally during any investor meeting, including without limitation any information relating to the proposed issue (the “Proposed Issue”) of Euro [350m] [years] (the “Securities”) by the Company. The materials comprising this Presentation have been prepared by the Company solely for use by the Group’s management at the meetings with investors held in connection with the Proposed Issue.

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1

Rai at a glance

Rai is owned by the Italian state

• Listed on the Milan Stock Exchange

• Market Cap: €1.5bn2

64.97% 100% 100% 100%

1) Auditel data 2018 - Average day (02.00-02.00) – All individuals 4+2) Factset as of 28 October 20193) Rai Corporation is in liquidation

Company overview

• Sole Italian broadcasting company responsible for the publictelevision service operating on a variety of platforms includingfree to air digital, terrestrial and satellite television and radiochannels, radio stations, internet and cinema

• 99.56% owned by the Italian Ministry of Economy and Finance(“MEF”) and the remaining by the Italian Society of Authorsand Publishers (Società Italiana Autori ed Editori, “SIAE”)

• Public service mission with a regulated contractual frameworkdefining the quality and quantity of programming

• Market leader in TV broadcasting in Italy, with a 36.3%1 share ofTV audience in 2018

• Capillary infrastructure reaching over 99% of the Italianpopulation thanks to its subsidiary Rai Way (64.97% owned byRai and 35.03% public)

• Revenues mainly linked to Licence Fee (68.5% in 2018) andadvertising (24.6% in 2018) Among which:

• Auditel Srl (33.0%)• Rai Corporation

(100%)3

• San Marino RTV (50.0%)

• Tavolo EditoriRadio Srl (15.80%)

• Tivù Srl (48.16%)

2

99.56% 0.44%

Others

35.03%

Floating

Credit highlights

3

2021 Strategy and Commitment to

Investment GradeRating

Leading Position in Broadcasting and Advertising in Italy

State Support for a Public Service Function

Solid Financial Performance and Liquidity

Profile

1

24

3

A leading player in the Italian broadcasting space, with strong government support

Broad multi-platform offer, designed to appeal across the consumer spectrum

4

WebGeneralist Theme-based

Rad

ioD

igit

al

Generalist Semi-Generalist International

Tele

visi

on

Theme-based

Web App

Oth

er

Cinema/Home Video Publishing

Competitive offering built upon 6 pillars

5

News Entertainment Sport Film/Fiction Culture Children

TV

23 daily editions of television news of which 3 regional

editions, for 2,440 hours*

Over 6,000 hours

broadcast

Over 18,200 hours

broadcast

Over 5,500 hours of Italian fiction

broadcast

Rai5, Rai Storia (History) and Rai

Scuola (Education)

Over 20,000 hours of children products broadcast

Radio

41 daily national news editions (GR)

and 3 regional news editions

36% of programs

dedicated to music

Over 2,000 hours of sports

commentary

Dedicated offer on Radio 3

Radio 3 focused on culture

Rai Radio

Kids

Digital 632 million page

views

569 million of mediaviews on properties Rai, 784 million on the YouTube’s

Rai channel

Raisport.rai.it About 1.100

movies available on Rai Play

Raicultura.it RaiPlay Yoyo

* Do not include programming hours of the all news’s channel Rai News 24

Source: 2018. Un anno di Rai

1

Stable leading position in TV audience share…

6

Source: Auditel data 2018 - Average day (02.00-02.00) – All individuals 4+ 1) Including Discovery, La7, Viacom and other channels * Excluding international channels and HD overlapping

Evolution of audience share – Average Day

36.5% 36.3% 36.4% 36.4%

31.3% 31.2% 32.2% 31.6%

7.2% 7.0% 6.6% 7.1%1.2% 1.0% 1.1% 0.9%

23.8% 24.5% 23.7% 24.0%

2017 2018 1H 2018 1H 2019

Other

Fox

Sky

Mediaset

Rai

360Number of TV channels

produced by companies

based in Italy

14*(of which Rai)

356

14*

363

14*

350

14*

16.9%

5.9%

6.9%29.7%

6.8% 36.4%

Rai 1 Rai 2 Rai 3 Generalist Thematic/Semi-generalist Total Rai

…with a competitive specialized channel offering

7

Source: Auditel data I semester 2019 - Average day (02.00-02.00) – All individuals 4+

Rai total audience share – Average day – 1H 2019

1.2%

1.2%

1.2%

1.1%

0.4%

Among which:

Compared with 1H 2018 (%)

(0.2) +0.3 +0.2 (0.2) -+0.1

Strong position compared to European public service media

8

Source: EBU - Media Intelligence Service – “Audience Trends: Television 2019”. Weekly reach based on 15+ minutes consecutive viewing

Public service media television weekly reach (2018)

60.0%

62.8%

64.2%

66.0%

69.5%

69.9%

71.2%

74.0%

74.5%

74.8%

0.0% 10.0% 20.0% 30.0% 40.0% 50.0% 60.0% 70.0% 80.0%

EBU Average

Ireland

Switzerland (IT)

Sweden

Denmark

Austria

Norway*

Germany

UK

Italy

* Norway 2017 data.

Highest value for money offer in Europe and delinquency ratio’s improvement

9

License fee cost in Europe (€, 2018) Delinquency rate Europe (2017)

390.5

339.0

309.2300.0

233.9

210.0

166.1 160.0

90.0

0

50

100

150

200

250

300

350

400

450

<2%

4.0%5.0%

6.8% 7.0% 7.2%

10.1%

13.0%14.1%

27.0%

0%

5%

10%

15%

20%

25%

30% 2013

2017

The sharp decrease isattributable to the newcollection method introducedin 2016 based on whichLicence Fee for householdlicences are charged directlyin the power bills issued byelectricity companies

Source: EBU – Media intelligent survey/Datasets (July 2019): yearly amount of the licence fee paid by citizens and evasion rates

Swit

zerl

and

Den

mar

k

No

rway

Au

stri

a

Swed

en

Ger

man

y

UK

Irel

and

Ital

y

Ger

man

y

Au

stri

a

Swit

zerl

and

No

rway UK

Ital

y

Ital

y

Den

mar

k

Swed

en

Irel

and

Second player in TV advertising despite regulated commercial activity

10

Rai TV advertising market share (%)

19.4% 18.7% 20.0% 20.9%

56.8% 57.0% 57.7% 54.8%

12.9% 13.1% 12.0% 13.2%

10.9% 11.2% 10.3% 11.1%

2017 2018 1H 2018 1H 2019

Rai Mediaset Sky Other• Rai’s commercial advertisements are capped and

cannot exceed 4% of weekly programming time or 12% of any hour

• Advertising for commercial operators cannot exceed 18% in prime time and 15% dailyHowever, advertisement can be extended up to 20% if different from TV ads (i.e. teleshopping)

Source: Nielsen

0.8%

2.0%

2.1%

3.1%

3.4%

3.5%

4.0%

4.8%

6.5%

7.2%

7.4%

8.2%

10.7%

0% 2% 4% 6% 8% 10% 12%

Radio Capital

Radio 24 Il Sole 24 Ore

Virgin Radio

Radio Kiss Kiss

Radio Italia

Radio Deejay

RDS

Radio 105

Rtl 102.5

Third Leading brand in national radio audience with 11.1% share in 2018

11

Source: T.E.R. (Tavolo Editori Radio) data 2018 – Survey with CATI (based on 120,000 interviews) - 06:00-06:00 - All individuals 14+

Radio listening figures 2018 (06:00-06:00 – All individuals 14+ )

Group

15.2%12.1% 11.1% 11.0%

Radio listening share by Group - 2018

Media Radio

n.a.

n.a.

Apps offering is booming and internet offering keeps growing

Unique browsers Rai 2015 – 2018 (Browsers/mm)

9.0 12.3 12.1

13.8

18.0

22.2 22.926.0

2015 2016 2017 2018

- Rai portals and app

CAGR

+13.1%

+15.5%

44.6 53.682.0 85.2

99.5

2Q 2018 3Q 2018 4Q 2018 1Q 2019 2Q 2019

Total Stream Views Rai per quarter (views/mm)

Source: 2018. Un anno di Rai - Webtrekk 2015-2018 data

Source: Audiweb Media View 2.0 - April 2018/June 2019 data

12

Consolidated and widespread physical presence in Italy

13

Full and complete range of product offered through:

• 4 TV production centres

• 21 regional offices (one in each of the Italian regions and two in Trentino Alto Adige)

Milan Turin

Rome Naples

Cagliari

Pescara

Potenza

Cosenza

Bologna

Trieste

Genoa

Ancona

Bari

Florence

Palermo

Bolzano

Trento

Perugia

Rome

Aosta

Venice

Milan

Turin

Naples

TV Production Centres

Regional Offices

Campobasso

Rai Way unique broadcasting tower infrastructure in Italy

14

• Rai Way is the only terrestrial network operator to cover over 99% of the population

• +2,300 sites across the country

• Rai Way personnel stationed throughout the territory is constantly monitoring the quality of provided services

• Primarily used for distribution services, including DTT, DAB and MF, TV and radio contribution

• DTM technology guarantees HD contribution services between the regional offices. The network is also full HD ready and prepared for 4K

• Providing live national and international broadcasting services, television contribution services for shots on location and backup services for the terrestrial network

• Broadcasting Rai programs in the rest of the world

• Two separate control centres in Rome and Milan

• Remote configuration and monitoring activities, as well as the management of actions seeking to restore the transmission and broadcasting networks

Tran

smis

sio

n

Net

wo

rkSa

telli

te

Net

wo

rkN

atio

nal

C

on

tro

l Ce

ntr

es

Ability to reach population living in remote areas thanks to significant investments

Rai stake in Rai Way @ Book Value

(1H 2019)

Rai stake in Rai Way @ Market Value1

€978.2mm€506.3mm

1) Factset as of 28 October 2019

vs.

Credit highlights

15

2021 Strategy and Commitment to

Investment GradeRating

Leading Position in Broadcasting and Advertising in Italy

State Support for a Public Service Function

Solid Financial Performance and Liquidity

Profile

1

24

3

A leading player in the Italian broadcasting space, with strong government support

Rai’s activities are under the control of the State

16

Legislative

Executive

Control1

Role Organization Commercial Broadcaster

High

Low

Level of control

1) Consob and Borsa Italiana to be considered as body of control for Rai Way and for commercial broadcaster Mediaset.

Rai’s legal framework underscores government support

17

Concession

Service Agreement

Regulator Description

• The Concession was assigned under Legislative Decree no. 177/2005 and the Prime Minister's

Decree of 28 April 2017 and expires in 2027

• Key aspects of the Concession:

o Investment guidelines for Licence Fee and advertising income defined through a Decree set

by the Ministero dello Sviluppo Economico (“MISE”)

o Monitoring of Licence Fee usage subject to periodic verification

o Possibility to undertake different activities others than the public service TV/Radio and

multimedia as commercial or editorial initiatives related to corporate purpose, that do not

affect in any way the supply of the public service. These accessory activities cannot be

prevailing on the main ones and cannot be financed by the Licence Fee

• The Service Agreement runs for five year from 2018 to 2022, it is negotiated with the MISE and sets

the following obligations for Rai:

o to offer to its users the widest range of TV programs and shows, providing them with high-

quality, complete and objective information

o to provide TV and radio linear offer also by streaming

o to maintain the necessary systems to ensure it can efficiently control and monitor its

activities

o to provide to the MISE an industrial plan that defines the organizational model, objectives

for the rationalization of industrial and financial assets and a plan to re-launch the radio

broadcasting, in line with the provisions of the contract

Public service broadcasting regulatory requirements

18

• Pre-determined genres of public

service content are:

o Information and in-depth study

o Programmes and service features

o Programmes and in-depth cultural features

o Information and sports programmes

o Programmes for minors

o Italian and European audiovisual productions

• Rai must set aside broadcasting

slots for social topics, giving

particular attention to

associations and voluntary work

• 17% of total income (Licence Fee

+ advertising income) invested in

European works of independent

producers

• 7% of mentioned costs (or

expenses) invested in minors’

content (at least 65% animation)

• 4% (4.2% in 2021) of total

income (Licence Fee + advertising

income) invested in production

and acquisition of Italian films

Investment Guidelines – 2020Genre GuidelinesBroadcasting Time - 2018

72%

28%

Regulated Not Regulated

72.0% of offering is on topics covered by service contract vs target set by contract at

70%

Target 70%

Government backing leads to a balanced and resilient revenue model

19

Licence Fee represents a solid percentage of Revenue from Sales and Services over time (€mm)

68.1% 68.5% 68.0% 67.8%

31.9% 31.5% 32.0% 32.2%

2,608.4 2,565.8 1,303.6 1,360.8

2017 2018 1H 2018 1H 2019

Licence Fee Other Revenues

Revenue from sales and services (€mm)

• New collection method was introduced by Law 208 of 28 December 2015 (the 2016 Stability Law)

• As of 1 January 2016, Licence Fee for household licences were to be charged directly in the power bills issued by electricity companies, in each case under a separately detailed item

• The 2016 Stability Law provided for a rebuttable presumption that all households possess a television

Credit highlights

20

2021 Strategy and Commitment to

Investment GradeRating

Leading Position in Broadcasting and Advertising in Italy

State Support for a Public Service Function

Solid Financial Performance and Liquidity

Profile

1

24

3

A leading player in the Italian broadcasting space, with strong government support

1,776.6 1,758.0

886.7 922.2

647.6 631.1

329.2 327.1

184.2 176.7

87.7 111.5

2,608.4 2,565.8

1,303.6 1,360.8

2017 2018 1H 2018 1H 2019

Licence Fee Adevertising Other income

Revenues evolution

21

1) Other income includes sales of music rights [and editions], special services under agreement, film and home video distribution, signal broadcasting, tower rental, circuit hire, radio bridge and link services.

1

The increase in other income by +27% is mainly due to revenues from compliance with service contract including digital programming development (Law 145/2018), amounted to €19.2mm

Revenues from Sales and Services (€mm)

+27.1%

(0.6)%

+4.0%

The difference in Revenues from Licence Fee between 2017 and 2018 is attributable to:

• Licence Fee collected by enforcement order €(9.3)mm, i.e. Licence Fee paid in 2018 by users not up to date with their payments up to 2016. Thedecrease is attributable to the progressive reduction of the enforcements in place

• Contingencies on ordinary Licence Fee €(10.7)mm that recognizes the Licence Fee of the previous year paid to the State in the current year, whoseamount became identifiable only after the completion of financial statements

∆ 1H 2018-2019

∆ 2017-2018

(4.1)%

(2.5)%

(1.0)%

1,011.7 1,033.8 975.9

515.0 560.0

139.6- 10.9

10.8

1,151.3

1,033.8986.8

525.8560.0

2016 2017 2018 1H 2018 1H 2019

External costs net special sport events Special sport events

Strong track record in reducing costs since 2016

22

• Reduction from 2016 to 2018: (14.3)%

• In 2018, external costs net special sport events reduction of €(36)mm compared to 2016 was due to:

o the cost rationalization process

o higher costs incurred in 2016 for work on Rai real estate

• As of 1H 2019, the increase in costs by +6.5% vs 1H 2018 is largely attributable to the filming rights (i.e. +€41.2mm) of the following sports events:

o Football – Coppa Italia +€24.0mm due to higher contractual charges and a higher number of matches in the first half of 2019 compared to 2018

o Football - Champions League +€23.1mm, in the first half of 2018 Rai did not broadcast

o Football - National Team +€6.7mm due to the presence in 2019 of the under-21 European Championship and a higher number of matches• Major sport events purchase are part

of Rai’s public service mission

• These bi-annual costs have a direct impact on Rai’s operating results

External Costs (€mm)

983.3 1,006.2

519.4 521.1

2017 2018 1H 2018 1H 2019

Personnel cost

Strong effort over the last few years in keeping personnel costs under control

23

Average employees number Personnel cost (€mm)

12,161 12,091 12,035 12,289

756 714 774 372

12,917 12,805 12,809 12,661

2017 2018 1H 2018 1H 2019

Permanent employees Fixed term employees

The slight increase in 2018 is due to provisionof the rewards system for personnel (i.e. non-recurring)

+2.3% +0.3%(0.9)% (1.2)%

EBITDA evolution

24

EBITDA trend (€mm) Reclassified EBITDA1 trend (€mm)

606.9 585.0

264.7 284.8

23.3% 22.8%

20.3% 20.9%

2017 2018 1H 2018 1H 2019

EBITDA EBITDA Margin

198.8 181.0 70.1 89.5

7.6% 7.1%

5.4% 6.6%

2017 2018 1H 2018 1H 2019

Reclassified EBITDA Reclassified EBITDA Margin

1) Net of TV amortization of programmes, which are capitalized costs and thus not part of COGS (cost of goods sold)

Historically stable capex profile

25

Capex (€mm)

464.3 447.4

211.6 222.0

91.7 103.8

33.3 33.0

556.0 551.2

244.9 255.0

2017 2018 1H 2018 1H 2019

Investment in intangible assets Investment in tangible assets

• As of 1H 2019, Investment in intangible assets mainly refers to TV series for €177.9mm (vs €177.6mm in 1H 2018) and films for €36.6mm (vs €24mm in 1H 2018)

• Investment in tangible assets falls within the scope of the modernization and technological development initiatives that the Rai implemented

• Investments are stable over time

(0.9)% +4.1%

Strong capital structure and net financial position

26

Net Financial Position (€mm)

209.0 286.5

157.8

81.3

239.1

0.44x

0.63x

0.39x

2017 2018 1H 2019

NFP Operating lease liabilities Debt to Equity

The increase in 2018 NFP is due mainly toadvanced payments for major sport events

The reduction of NFP (excluding operating lease liabilitiesdue to implementation of IFRS 16 starting in 2019) isdetermined by Licence Fee proceeds higher in the firsthalf of the year

1) Debt to equity based on NFP excluding operating lease liabilities / total shareholders’ equity

1

Envisaged bond transaction would extend duration and provide funds to implement the strategic plan

27

1) Excluding no material Rai Way loan for totally €0.5mm, derivatives instruments and other items for €14.8mm and Operating Leasing for €81.3mm 2) Nominal value of the security is €350.0mm. Reported in Rai financial statements at amortized cost for €349.2mm

Maturity profile as of 30 June 20191 Debt structure as of 30 June 2019

• In April 2019, Rai increased its Committed Revolving Facility from €270mm to €320mm and extended the tenor of the loan

• In addition Rai has relevant uncommitted lines supporting its ordinary working capital requirements

• As of end of 2018 and 1H 2019 significant headroom under bank facility financial covenants

€mm

5.0 10.050.0

350.0

55.0

360.0

5.0

320.0

0.0

50.0

100.0

150.0

200.0

250.0

300.0

350.0

400.0

450.0

2019 2020 2021 2022 2023

EIB Loan Undrawn Revolving Rai Undrawn Revolving Rai Way Bond

€mm

349.2

20.00.514.9

81.3

(226.8)

-250.0

-150.0

-50.0

50.0

150.0

250.0

350.0

450.0

Cash Operating lease liabilitiesDerivatives and others Rai Way Loan EIB Loan Bond

2

239.1

2

Credit highlights

28

2021 Strategy and Commitment to

Investment GradeRating

Leading Position in Broadcasting and Advertising in Italy

State Support for a Public Service Function

Solid Financial Performance and Liquidity

Profile

1

24

3

A leading player in the Italian broadcasting space, with strong government support

Strategic objectives of the 2019-2021 Business Plan

29

• In line with media world trend and with the indications of the service contract, Rai of the future will pursue several objectives:

o Develop an increasingly digital offer

o Make all content available in multiplatform mode

o Preserve economic-financial stability

Public service media with

digital traction

Strategic initiatives within the plan’s fourtransformation areas

30

Public service media with digital traction

Put users and content at the heart of Rai

• Multiplatform strategy development

• Evolution toward a content-centric organizational structure

• Evolution of the TV offer

• Evolution of the radio offer

Bridge the digital gap

• Rethinking of the digital news offer

• Development of an editorial offer designed for RaiPlay

• Innovation incubators launch

• Other digital initiatives

Finance the transformation

• Optimization of costs

• Evolution of the role of TV production from supplier to partner of genres

Control enabling factors

• Human resources development

• Development of technological infrastructure

• Evolution of the group’s distribution structure (DTT, SAT, IP)

• Adaptation of the real estate assets

1 2

3 4

• Revenue development:

o Advertising revenue development

o Other revenue development

Summary of Moody’s view on Rai’s credit profile

31

Baa3/Negative outlook1

• In line with the Government-Related Issuers (GRI) methodology, Rai's Baa3 rating reflects the combination of a baseline credit assessment (BCA) of ba1, the Baa3 domestic currency rating of the Government of Italy, the very high dependence between Rai and the Italian sovereign and Moody's expectations of strong support from the sovereign

• Rai's BCA of ba1 reflects the following considerations:

o the recurrence and stability of the company's revenue, 68% of which is generated through Licence Fee payments by Italian households, with limited potential for evasion, given the current method of collection

o its strong position in Italy as the leading broadcaster in terms of audience share

o the stable regulatory framework (e.g. licence extension to 2027)

• On October 22nd, 2019 Moody’s has changed to negative from stable the outlook on the ratings of Rai. The negative outlook reflects Moody’s expectation of a substantial deterioration in the company’s key credit metrics in 2019 and 2020, and while leverage in 2021 may improve because of the absence of large investment costs, visibility on this potential recovery is relatively low

o This is mitigated by adequate Rai's liquidity, supported by a cash balance of €227mm at June 2019 and a fully available committed revolving credit facility of €320mm. The company also has access to uncommitted bank facilities for a total amount of €420mm

o Moody's expects that Rai will successfully refinance its approaching bond maturity in the coming months, while maintaining adequate liquidity at all times

Strengths

✓ Recurring Licence Fee revenue provides a degree of revenue visibility and stability

✓ Good track record of government support

✓ Market leader in terms of TV audience share

✓ Strong position in Italian society and the media landscape

Challenges

× Weak cash flow generation and high gross debt/EBITDA compared with commercial broadcasters

× Low revenues from the domestic advertising market

× Interventionist actions and regulatory environment

1) Rating Action as of October, 22nd 2019

Appendix

Rai Group – Consolidated Income Statement

33

€mm 2017 2018 1H 2018 1H 2019

Revenue from Sales and Services 2,608.4 2,565.8 1,303.6 1,360.8

Other revenue and income 15.6 12.2 6.3 5.1

Total Revenue 2,624.0 2,578.0 1,309.9 1,365.9

Costs for the purchase of consumables (13.6) (12.8) (6.8) (6.6)

Costs for services (950.6) (920.9) (492.6) (527.9)

Other costs (69.6) (53.1) (26.4) (25.5)

HR expenses (983.3) (1,006.2) (519.4) (521.1)

Impairment of financial assets - (2.7) 0.3 (1.1)

Depreciation, amortisation and write-downs (576.9) (573.8) (266.1) (270.3)

Provisions 3.2 (0.7) (1.9) 0.8

Total costs (2,590.8) (2,570.2) (1,312.9) (1,351.7)

EBIT 33.2 7.8 (3.0) 14.2

Financial income 8.1 1.4 0.8 0.8

Financial expense (16.8) (15.6) (8.4) (7.9)

Earnings from equity investments recognised under the equity method (0.5) 0.1 0.2 0.4

Pre-tax profit/(loss) 24.0 (6.3) (10.4) 7.5

Income tax (9.7) 6.3 5.5 (4.2)

Profit/(loss) for the period 14.3 - (4.9) 3.3

Rai Group – Consolidated Balance Sheet

34

€mm 2017 2018 1H 2019Property, plant and equipment 1,070.3 1,073.1 1,057.2 Real estate investments 4.7 4.4 3.0 Intangible assets 944.9 919.5 930.1 Lease rights of use - - 79.7 Equity investments 6.9 6.7 6.8 Non-current financial assets 4.6 3.1 3.6 Other non-current assets 15.2 50.2 27.1 Total non-current assets 2,046.6 2,057.0 2,107.5 Inventory 2.4 2.3 2.3 Trade receivables 390.6 373.3 442.6 Current financial assets 7.2 6.5 8.9 Current income tax receivables 21.7 19.0 19.5 Other current receivables and assets 69.6 121.9 180.5 Cash and cash equivalents 228.0 92.2 226.8 Total current assets 719.5 615.2 880.6 Non-current assets held for sale - - 1.3 Total assets 2,766.1 2,672.2 2,989.4 Share capital 242.5 242.5 242.5 Reserves 209.9 197.2 164.1 Retained earnings (losses) (34.1) (50.3) (54.3)Total Group shareholders’ equity 418.3 389.4 352.3 Third party capital and reserves 42.2 42.5 42.6 Retained earnings (losses) attributable to minority interests carried forward 19.6 21.1 11.2 Total shareholders’ equity attributable to minority interests 61.8 63.6 53.8 Total shareholders’ equity 480.1 453.0 406.1 Non-current financial liabilities 403.4 369.2 27.4 Non-current lease liabilities - - 56.3 Employee benefits 483.1 434.9 445.6 Provisions for non-current risks and charges 185.3 181.5 173.7 Deferred tax liabilities 38.6 23.5 41.4 Other non-current payables and liabilities 2.0 1.6 0.9 Total non-current liabilities 1,112.4 1,010.7 745.3 Trade payables 660.1 706.0 696.9 Provisions for current risks and charges 0.3 0.3 0.2 Current financial liabilities 40.8 16.0 360.6 Current lease liabilities - - 30.5 Current income tax payables 30.5 31.0 17.2 Other current payables and liabilities 441.9 455.2 732.6 Total current liabilities 1,173.6 1,208.5 1,838.0 Total liabilities 2,286.0 2,219.2 2,583.3 Total shareholders' equity and liabilities 2,766.1 2,672.2 2,989.4

Rai Group – Consolidated Cash Flow Statement

35

€mm 2017 2018 1H 2018 1H 2019

Gain (Loss) before tax 24.0 (6.3) (10.4) 7.5

Adjustments for:

Depreciation, amortisation and write-downs 576.9 576.5 265.8 271.4

Provisions and (issues) to personnel provisions and other provisions 6.0 70.3 35.8 27.2

Net financial charges (income) 8.7 14.2 7.6 7.1

Earnings from equity investments recognised under the equity method 0.5 (0.1) (0.2) (0.4)

Other non-monetary items 0.5 0.2 0.1 -

Cash flow generated by operating activities before changes in net working capital 616.6 654.8 298.7 312.8

Change in inventory 0.5 0.1 0.1 -

Change in trade receivables 244.6 12.9 28.5 (70.4)

Change in trade payables (26.1) 45.9 22.2 (9.1)

Change in other assets/ liabilities 221.0 (105.4) 278.3 242.1

Use of provision for risks (45.9) (31.9) (24.0) (13.2)

Payment of employee benefits (78.4) (68.8) (34.8) (31.1)

Taxes paid (12.1) (5.6) (0.3) -

Net cash flow generated by operating activities 920.2 502.0 568.7 431.1

Investments in property, plant and equipment and real estate investments (91.7) (103.8) (33.3) (33.0)

Disposal of property, plant and equipment and real estate investments 0.9 0.6 - -

Investments in intangible assets (464.3) (447.4) (211.6) (222.0)

Disposal of intangible assets 1.1 1.0 - 1.3

Equity investments (0.2) - - -

Dividends collected 1.9 0.4 0.1 0.1

Interest collected 0.1 0.3 0.1 0.1

Change in financial assets (3.8) 1.4 (1.4) (2.1)

Net cash flow generated by investment activity (556.0) (547.5) (246.1) (255.6)

Long-term loans taken out - - - -

Long-term loan redemptions (40.2) (70.2) (20.1) (5.1)

Repayments of lease liabilities - - - (10.2)

(Decrease)/Increase in short-term borrowings and other loans (160.2) 5.7 0.1 1.2

Interest paid (7.4) (6.5) (6.1) (5.9)

Dividends distributed (14.6) (19.3) (19.3) (20.9)

Net cash flow generated by financial activities (222.4) (90.3) (45.4) (40.9)

Change in cash and cash equivalents 141.8 (135.8) 277.2 134.6

Cash and cash equivalents at the beginning of the period 86.2 228.0 228.0 92.2

Cash and cash equivalents at the end of the period 228.0 92.2 505.2 226.8

EBITDA Reconciliation

36

1) Introduced by adoption of IFRS 16. 2) Net of TV amortization of programmes, which are capitalized costs and thus not part of COGS.

€mm 2017 2018 1H 2018 1H 2019

Profit/(Loss) for the period 14.3 - (4.9) 3.3

Income tax 9.7 (6.3) (5.5) 4.2

Earnings from equity investments recognised under the equity method 0.5 (0.1) (0.2) (0.4)

Financial income (expense) 8.7 14.2 7.6 7.1

EBIT 33.2 7.8 (3.0) 14.2

Provisions (3.2) 0.7 1.9 (0.8)

Amortization of programmes 408.1 404.0 194.6 195.3

Amortization of other intangibles 6.6 9.7 4.3 4.6

Depreciation of property, plant, equipment and real estate investments 102.8 100.4 48.6 49.0

Amortisation of lease rights of use - - - 12.1

Write downs 59.4 62.4 18.3 10.4

EBITDA 606.9 585.0 264.7 284.8

Amortization of programmes (408.1) (404.0) (194.6) (195.3)

Reclassified EBITDA2 198.8 181.0 70.1 89.5

1

Key Financial Figures

37

1) Net of TV amortization of programmes, which are capitalized costs and thus not part of COGS. 2) Leverage ratio based on NFP excluding operating lease liabilities / EBITDA. 3) Debt to equity based on NFP excluding operating lease liabilities / total shareholders’ equity

€mm 2017 2018 1H 2018 1H 2019

EBITDA 606.9 585.0 264.7 284.8

Amortization of programmes (408.1) (404.0) (194.6) (195.3)

Reclassified EBITDA1 198.8 181.0 70.1 89.5

Net Financial Position (209.0) (286.5) (239.1)

Net Financial Position excl. Operating Lease Liabilities (209.0) (286.5) (157.8)

Leverage Ratio2 0.34x 0.49x - 0.55x

Debt to Equity3 0.44x 0.63x - 0.39x