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Trim Corporate Finance Trim Corporate Finance S.r.l. v 4.0 Piazza della Signoria, 4 - 50122 Firenze ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it A Long Term Partner Services We Offer

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

v 4.0

Trim Corporate Finance

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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Services We Offer Positioning and Competitive Factors Our Values TCF is an advisory firm with the aim of giving support to medium-sized Italian businesses in corporate finance projects (M&A, Debt Advisory, Restructuring) and to family-owned businesses, besides offering advisory services to institutional investors for «alternative Investments» (Private Equity, Venture Capital, Private Debt) making the most of its partners’ experience, as well as their national and international network. The projects we work on alongside firms and their shareholders (entrepreneurs or Private Equity funds) typically have a significant industrial content and need an extraordinary financial support to be realized. Our approach to the institutional investors is based on experience and consolidated methods of analysis and evaluation of the alternative assets. TCF sets itself as a long-term partner, working alongside the

  • wner,

the management team and the board of directors to give the necessary support needed to meet the targets and

  • bjectives of its mandate.

A Long Term Partner

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

Services to families

Club Deal Family Governance

Advisory for institutional investors

Alternative investments advisory Investment vehicle set up

Corporate Finance

M&A Transactions Debt Advisory Restructuring Internationalization

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Trim Corporate Finance Services’ Portfolio

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

We advise companies bringing them through all the steps of the project, offering customized support and engaging senior professionals with sector expertise

Corporate Finance

M&A Transactions Complete assistance and constant support through all the steps of extraordinary M&A operations: identification of investment and industrial development

  • pportunities;

identification of investors based on defined selection criteria; analysis and preparation of the required documents; support to negotiation and closing. Debt Advisory Debt lines structuring/minibond issue for industrial development

  • r commercial projects:

feasibility study, market scouting and selection of the best technical forms; documentation set-up, cash flow planning; scouting and pre-marketing for the collection or placement of required finance; support activities to the negotiation and closing. Restructuring Development and full implementation of a restructuring plan and corporate turnaround:

  • feasibility study, classes of

borrowers and repayment strategies analysis;

  • business/cash flow planning;
  • identification of applicable

technical/legal forms;

  • coordination of the

interbank and professionals in charge table; identification of CRO. Internationalization Support in the internationalization expansion process: market and feasibility analysis

  • f the industrial and/or

commercial development; scouting of industrial or strategic partner to support the development plan; road map and financial- economic plans definition; support to negotiation and deal closing, partnership, JV, local incentives plans; preferential financing identification.

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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  • TCF is specialized in advisory on investment vehicle building and set up and investment vehicle governance rules

definition (GPs) (Private Equity, Private Debt, Venture Capital)

  • TCF supports institutional investors and asset managers (LPs) in the definition of the best allocation strategies (PE,

PD, VC) as well as in the operational phases such as valuation, investment deals and monitoring.

Definition of the best allocation strategies in alternative investments:

  • business due diligence:
  • fund track record and management team analysis;
  • investment strategy and governance rules analysis;
  • support to commitment definition:
  • side letter and contract negotiation;
  • presence in advisory Board/Investment Commitee.
  • portfolio monitoring.

Advisory for alternative investments

Advisory for Institutional Investors

Full assistance and support in investment vehicle set up :

  • identification of the most appropriate structure (SGR, Sicaf,

investment holding) and compliance;

  • governance rules;
  • PPM (Private Placement Memorandum) preparation.

Investment vehicle set up

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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  • Family dynamics have a strong impact over corporate issues. Dealing with sensitive topics is part of the experience

background that TCF provides to its clients. By their very nature, entrepreneurs are always looking for new opportunities and challenges. TCF seeks business

  • pportunities in order to present them to a selected group of entrepreneurs that, when merged, can create

synergies and interesting expected returns on investments.

Support to entrepreneurial families on corporate governance issues and familiar relationship management:

  • definition of specific corporate governance rules and

procedures;

  • identification of specific roles for each family member and

related responsibilities;

  • escalation path to follow in case of conflict or deadlock;
  • succession planning and regulation.

Advisory for Entrepreneurial Families

Club Deal Family Governance

Identification of business opportunities to share with ClubTCF.

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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Ethics and Reputation Consolidated Experience Focus on client’s needs Broad network

  • Our activity is based on fundamental pillars which add value to each project

Our Values

Trim Corporate Finance sets itself as Global Advisor, taking the client by the hand and leading them towards the goal.

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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The Trim Corporate Finance organization is made up of expert professionals in the field of Corporate Finance, supported by a network of advisors who are able to bring competences and specific relationships to deliver a real, professional and concrete interpretation to its analyses

Core Team Partnership Advisors

Corporate Finance solid experience Professionals with specific competences in industrial sectors and corporate processes Consolidated relationships with professionals and specialised offices (legal

  • ffices, audit companies, consultants, etc.)

Building up a project The TCF Approach

Approach to the Project

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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Core Team

Manuela Meini – Office Manager Massimo Fontanelli – Senior Executive Advisor

  • Senior Executive roles in Corporate, Private

Banking and Retail for primary Italian banks

  • Extensive experienced in fig M&A processes

Gabriele Cappellini - President

  • Former CEO of Fondo Italiano d’Investimento
  • Senior Executive of leading banks and SGR
  • Board Member of international companies in

different sectors (mechanical, biomedical, PE) Marco Figus - Partner

  • Senior Executive investment banking roles in

leading international investment banks

  • Board Member of international companies

and pension funds Lorenzo Betti - CEO

  • Senior Executive in international companies in

FMCG, services, chemicals and luxury sectors

  • Advisor for companies and PE funds in M&A
  • perations and international development
  • Advisor for companies and banks

Donatella Urso - Senior Analyst

  • Advisor for leading banks in Italy and abroad
  • Strategic development projects and business

processes restructuring Lorenzo Pisani - Analyst

  • Financial Analyst in Real Estate asset

management in collaboration with leading investment funds based in London

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

10 Paolo Paoli

  • Accountant and auditor with Due Diligence
  • peration experience
  • Senior manager in main management

consulting firms with expertise in extraordinary finance operations Francesco Raganelli

  • Advisor for national and international

companies in FMCG and digital sectors

  • Senior Executive in primary FMCG companies

Massimo Rosi

  • Senior Executive and Board Member in

realities in TLC and Energy sector

  • Senior manager in management consulting

firms

Advisors

Simone Anichini

  • Senior Executive in leading companies with a

specialization in corporate finance, industrial plans and restructuring

  • Board Member of international companies in

different sectors Giancarlo Franci

  • Senior Executive in leading bank institutes at

national level

  • Specialized in corporate and private banking

Federica Cremoli

  • Advisor of firms (FMCG, Luxury, Retail,

Media) and PE funds in M&A transactions and international development

  • Business Development Director for an

important multinational in the FMCG sector

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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3rd MARKET

  • Trim Corporate Finance is Borsa Italiana’s official advisor in ELITE Project

Borsa Italiana was established in 1998, after the privatization of Stock Exchange markets, and deals with management and functioning of financial markets. Particularly, it manages the Italian financial market, is the ninth most ancient Stock Exchange worldwide and the sixteenth in order of

  • importance. In 2007 the integration between

Gruppo Borsa Italiana and the London Stock Exchange group became effective. The ELITE Project, started by Borsa Italiana in 2012, is an innovative services platform dedicated to Italian small and medium-sized businesses (PMI). Elite allows PMIs to compete with the best international models and practices and to get in touch with a community of excellence to make the most

  • f

all the possible business matching

  • pportunities.

Our Partnership with Borsa Italiana

«Elite tocca quota mille. Ecco la formula 1 delle Pmi»

Christian Martino 08 novembre 2018 «Abbiamo raggiuto quota mille!» Luca Peyrano, amministratore delegato di Elite è euforico nell'anticipare al Sole 24 Ore questo straordinario risultato, raggiunto prima del previsto sulla tabella di marcia. «Siamo molto soddisfatti, i risultati sono andati ben oltre le aspettative, a partire dal riscontro internazionale». Elite oggi è presente in oltre 30 Paesi ed è attiva in quasi tutti i continenti attraverso accordi di collaborazione

  • internazionale. «L'internazionalizzazione di Elite – aggiunge Peyrano - è

forse l'aspetto che più ci rende orgogliosi come italiani, in quanto ideatori del modello». Una forte accelerazione al progetto voluto da Borsa Italiana e Confindustria per avvicinare le Pmi al mercato dei capitali, si è avuta dopo l'ingresso, avvenuto nel 2017, di Cassa Depositi Prestiti nel capitale, insieme al fondo cinese NUO Capital. Proprio eri abbiamo assistito all’ultimo ingresso “in massa” di 23 nuove società grazie alla partnership con Intesa Sanpaolo, attraverso Mediocredito. Avete raggiunto quota mille. Perché il modello funziona? Abbiamo ideato un modo nuovo di interpretare la relazione con gli imprenditori, dove sono le esigenze dell'impresa ad essere poste al centro e non le esigenze della finanza. E' stato riconosciuto il nostro atteggiamento neutrale e quindi indipendente rispetto alla destinazione finale in termini di finanza, sia essa la quotazione, l'apertura a un private equity o l'emissione di un bond. Infine è stato premiato il nostro approccio sistemico di architettura aperta. Siamo in assoluta sintonia con il sistema bancario e con il mondo dell'advisory.

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

  • CrossThink-LAB aims to be an

“open space”, a think tank to discuss and debate social and economic issues among perspectives and ideas across the academic, business and financial worlds;

  • CrossThink-LAB’s innovation is the collaboration between the finance and

business world and academic research: variety and diversity of perspectives represent our advantage, allowing to deal with research issues important for the civil society in a widely and in depth;

  • The laboratory, characterized by a stance that is non-political, non profit and

without geographic boundaries vis à vis its scientific interests, lies at the heart of the research issues of daily life that need an urgent, deep, shared and interdisciplinary reflection. We pursue our goals through seminars, workshops, video-interviews, conferences and publications through the participation of high-profile scholars and experts.

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  • Trim Corporate Finance, together with Scuola Universitaria Superiore Sant’Anna di Pisa, activated a permanent

study centre on business sustainability, through the establishment of a think tank named CrossThink-LAB (ctl.tcf.it)

CrossThink-LAB – Promoters of Development

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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CrossThink-LAB – Projects

Diversity

2016-2018 Events Working Papers Video Interviews Working Groups

  • Conference «An interdisciplinary approach»
  • Workshop «Another kind of leadership?»
  • Seminar «Italian excellence in technology»
  • KPI lab
  • SMEs
  • Listed companies

Etichs / Firms

2018 Events Paths Participations

  • Conference
  • «Ethics, firms, finance: possible combination?»
  • Impresa Umanistica project
  • Youtopic Fest (Rondine Cittadella della Pace)
  • «L’impresa umanistica come strumento di pace»
  • «Tra etica ed economia»

Diversity as a value and precious resource, but also as a challenge full of criticalities: a multilevel route where knowledge and different competencies get in touch to draw possible keeping the person, their rights and their dignity at the centre. The crisis seen as an important chance to reflect at different levels on business and finance, in order to re-think our relationship with goods, money, work and the community we are in. A laboratory to reflect and elaborate possible alternatives. Top Sponsor and Partnership

  • Empowering diversity
  • Responsability models
  • Interview with Marco Frey and Margherita Macellari
  • Interview with Simona Cuomo e Carlo Antonio Pescetti

TO BE CONTINUED

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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CrossThink-LAB – Team

Giulia Corrado Think Tank Assistant Alessia Belli Think Tank Manager Piero Castoldi Professor Scuola Superiore Sant’Anna Alessandro Lorenzi Board Member - Eni Vittoria Franco Member of the Italian Senate Gabriele Cappellini President Trim Corporate Finance

Comitato Direttivo Comitato Scientifico Management

Anna Loretoni Professor Scuola Superiore Sant’Anna Alberto Pirni Researcher Scuola Superiore Sant’Anna Lorenzo Betti Co-founder / CEO Trim Corporate Finance Board Member Banca Popolare Etica Nicoletta Dentico Daniela Carosio Senior Partner Sustainable Value Investors

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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  • Trim Corporate Finance supports a spirit of respect and social return which has voluntarily been included in its

statute

Time and Pro-Bono Projects

Each member of the TCF team devotes 10% of their working time (2 days per month) to charitable initiatives with a contribution in line with our professional experience

Monetary allocations

10% of the Trim Corporate Finance net profit is annually allocated to associations and non-profit

  • rganizations established on a yearly

basis according to the specific projects

Our Commitment

Our Social Contribution

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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Our Approach to Art

TCF promotes expression through arts, encouraging and stimulating creativity:

  • the TCF office in Florence hosts some of the works by Federica D’Amato, and the full catalogue of the works for sale is

available;

  • 25% of the proceeds from sale of Federica D’Amato’s works will be donated to La Nuova Tinaia, centre for expression

activities in Florence;

  • TCF commits to match the amount donated by the buyer donating the same amount to La Nuova Tinaia

We try to unite our attention to arts and the social impact.

Established in february 1975 in the former psychiatric hospital V. Chiarugi in Florence, in a farmhouse close to the walls of the asylum. La Tinaia, far away from the repressive logic of absolute institutions, is a space for free and creative activity for the hospital patients, seeing itself from the very beginning as a revolutionary experience: overcoming the already experimented practices for expressive therapy in the Sixties, among which the 'prima Tinaia' (1963-1970), the atelier puts at the centre the esthetic language and the expressiveness in drawing, painting, clay manufacturing as ways to communicate and break marginalisation and isolation from the world.

La Tinaia

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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SO WHAT

Main outcome of the page

WOW

Surprising finding or strong comment

RESULT

How we did it

STATUS

Level of achievement (5 – 0)

IDEA

Let’s think different!

GRRR

This shouldn’t happen

ACTION ITEM

Something to be done

A Special Thanks to Susan Kare

Rooted in our core values is the attitude to always strive for perfection and deliver the finest and highest quality services. Our services are always customised according to the needs of our clients; we like to distinguish ourselves from the typical standardized service that anyone could offer. It is for this reason that we approached the pinnacle of graphic design and mother of the “Apple Mac” original icons, Susan Kare. Susan, that has worked for companies such as Facebook, Microsoft, Paypal, studied and designed a set of personalized icons for Trim2 to enable us to deliver the best service in the best format. With this we would like to thank the precious work that Susan did for us, adding that it has been a pleasure and an honour for us to get the chance to collaborate with her.

All the icons in our presentation have been developed by Susan, even those that are not present in this legend.

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

v 4.0

Our past serving the future TCF Team’s Track Record

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

Luxury Goods ICT Manufacturing Financial Services Healthcare Energy & Utilities Consumer Goods Automotive

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  • Experiences in different industries, including FMCG, luxury, automotive, financial services, have allowed TCF team

to consolidate diversified competences. TCF Expertise

Broad Experience in Main Industries

 Global Advisor for nationally relevant M&A

  • peration

 Financial Advisor on acquisition  Company divestiture Tier2 components / First plant  Financial Advisor for fundraising support  Advisor for Buy & Build / pre IPO project  Financial Advisor for industrial partnership with shareholding  Advisor for international development through partnership  Minibond issue supporting an international development project Some recent experiences

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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Track Record

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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Track Record

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Track Record

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Track Record

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Trim Corporate Finance S.r.l. Piazza della Signoria, 4 - 50122 Firenze – ITA | Tel.: +39 055 0516171 | Fax: +39 055 0516297 | E-mail: info@trimcf.it | www.trimcf.it

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Notes

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SLIDE 37

Trim Corporate Finance Srl Piazza della Signoria, 4 50122 - Firenze – ITA Tel.: + 39 055 0516171 Fax: +39 055 0516297 E-mail: info@trimcf.it www.trimcf.it

www.trimcf.it

Contacts