47
INTERIM FINANCIAL REPORT AS AT MARCH 31, 2013 Board of Directors on May 14, 2013

Interim Financial Report at March 31 2013€¦ · C/Primero de Mayo 13-15, 08908 L’Hospitalet de Llobregat, Barcelona, SPAIN € 6.440.000 100% Line-by-line method PRIMA POWER FRANCE

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Page 1: Interim Financial Report at March 31 2013€¦ · C/Primero de Mayo 13-15, 08908 L’Hospitalet de Llobregat, Barcelona, SPAIN € 6.440.000 100% Line-by-line method PRIMA POWER FRANCE

INTERIM FINANCIAL REPORT AS AT MARCH 31, 2013

Board of Directors on May 14, 2013

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PRIMA INDUSTRIE 1

PRIMA INDUSTRIE S.p.A.

Company Capital € 21,609,195.00 (fully paid up)

Turin Companies' Register No. 03736080015 R.E.A. (Financial and Administrative Index) No. 582421

Registered office in Collegno (Turin) - Via Antonelli, 32

Website: www.primaindustrie.com - e-mail: [email protected]

MANAGEMENT AND CONTROL

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PRIMA INDUSTRIE 2

CONTENTS

CHAPTER 1. STRUCTURE AND PROFILE OF THE PRIMA INDUSTRIE GROUP ON 31/03/2013 ______ 4

STRUCTURE OF THE PRIMA INDUSTRIE GROUP ____________________________________________ 4

PROFILE OF THE PRIMA INDUSTRIE GROUP _______________________________________________ 5

AREA OF CONSOLIDATION _____________________________________________________________ 5

CHAPTER 2. INTRODUCTION _____________________________________________________ 9

FOREWORD ________________________________________________________________________ 9

ALTERNATIVE PERFORMANCE INDICATORS _______________________________________________ 9

EXCHANGE RATES __________________________________________________________________ 10

CHAPTER 3. GROUP INTERIM MANAGEMENT REPORT _________________________________ 12

MACROECONOMIC CONTEXT __________________________________________________________ 12

REVENUES AND PROFITABILITY _______________________________________________________ 13

NET FINANCIAL POSITION ____________________________________________________________ 16

TRADE ASSETS AND ORDER PORTFOLIO _________________________________________________ 17

RESEARCH AND DEVELOPMENT _______________________________________________________ 17

OPERATIONS WITH RELATED PARTIES __________________________________________________ 17

STOCK TREND AND TREASURY STOCK __________________________________________________ 17

SHAREHOLDING STRUCTURE _________________________________________________________ 18

STOCK OPTION PLANS _______________________________________________________________ 18

FORESEENABLE DEVELOPMENTS OF MANAGEMENT _______________________________________ 19

EVENTS WHICH TOOK PLACE AFTER THE END OF THE QUARTER ____________________________ 19

ATYPICAL AND UNUSUAL TRANSACTIONS _______________________________________________ 19

CHAPTER 4. ECONOMIC PERFORMANCE BY SEGMENT _________________________________ 21

PRIMA POWER _____________________________________________________________________ 21

PRIMA ELECTRO ____________________________________________________________________ 22

CHAPTER 5. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF PRIMA INDUSTRIE GROUP 31/03/2013 ____ 24

CONSOLIDATED FINANCIAL BALANCE SHEET _____________________________________________ 24

CONSOLIDATED INCOME STATEMENT ___________________________________________________ 25

TOTAL CONSOLIDATED INCOME STATEMENT ____________________________________________ 26

STATEMENT OF CHANGES IN CONSOLIDATED STOCKHOLDERS’ EQUITY _______________________ 27

CONSOLIDATED CASH FLOW STATEMENT _______________________________________________ 28

CHAPTER 6. EXPLANATORY NOTES _______________________________________________ 30

FORM AND CONTENT ________________________________________________________________ 30

ACCOUNTING PRINCIPLES ____________________________________________________________ 30

FINANCIAL STATEMENTS _____________________________________________________________ 31

CERTIFICATION OF THE CONSOLIDATED FINANCIAL STATEMENTS AT 31/03/2013 ______________ 46

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PRIMA INDUSTRIE 3

CHAPTER 1.

STRUCTURE AND PROFILE OF THE PRIMA INDUSTRIE GROUP ON 31/03/2013

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PRIMA INDUSTRIE 4

CHAPTER 1. STRUCTURE AND PROFILE OF THE PRIMA INDUSTRIE GROUP ON 31/03/2013

STRUCTURE OF THE PRIMA INDUSTRIE GROUP

The statement in these pages represents the organizational structure of the PRIMA INDUSTRIE Group

on 31/03/2013. The companies included in the PRIMA INDUSTRIE Group are all substantially owned

100%.

1) FINN POWER OY holds 78% of PRIMA POWER IBERICA SL (the remaining 22% is held by PRIMA INDUSTRIE SpA).

2) FINN POWER OY holds 94% of PRIMA POWER BENELUX NV (the remaining 6% is held by BALAXMAN OY).

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PRIMA INDUSTRIE 5

PROFILE OF THE PRIMA INDUSTRIE GROUP

The PRIMA INDUSTRIE Group is leader in the development, production and marketing of laser

systems for industrial applications and machines for processing plate, as well as in the

industrial electronic and laser source sector.

The group leader PRIMA INDUSTRIE SpA, founded in 1977 and quoted on the Italian Stock

Market since October 1999 (currently MTA - STAR segment), designs, manufactures and

markets high power laser systems for cutting, welding and the surface treatment of three

dimensional (3D) and flat (2D) components.

The PRIMA INDUSTRIE Group has more than 35 years of experience and has installed over

10,000 machines in more than 70 countries. Also following the purchase of the FINN-POWER

Group in February 2008, it has established itself amongst the leaders world-wide in the sector

for processing plate. In more recent years, the Group has reorganized itself by subdividing the

business into the two following divisions:

� PRIMA POWER for the laser machines and for processing plate;

� PRIMA ELECTRO for industrial electronics and laser technology.

The PRIMA POWER division includes designing, manufacturing and marketing of:

� cutting, welding and drilling machines for three dimensional (3D) and two dimensional

(2D) metal components;

� the machines for processing plate through the use of mechanical tools (punching

machines, integrated systems for punching and shearing, integrated systems for

punching and laser cutting, panelling machines and automation systems).

This division owns production establishments in Italy (PRIMA INDUSTRIE SpA and FINN-POWER

ITALIA Srl), in Finland (FINN-POWER OY), in the United States of America (PRIMA POWER

LASERDYNE Llc) and a direct commercial and technical support presence in France,

Switzerland, Spain, Germany, United Kingdom, Belgium, Poland, Czech Republic, Lithuania,

Hungary, Russia, Turkey, United States, Canada, Brazil, China, India, Korea and the Arab

Emirates.

The PRIMA ELECTRO division covers the development, manufacturing and marketing of

electronic power and control components as well as high power laser sources for industrial

applications, destined for the Group's machines and third party clients. The division has

productive establishments in Italy (PRIMA ELECTRO SpA) and in the United States of America

(PRIMA ELECTRO NORTH AMERICA Llc) as well as commercial establishments in the United

Kingdom and China.

For over 30 years since its founding, the PRIMA INDUSTRIE Group mission continues to be that

of systematically expanding the range of its products and services and to continue to grow as

world-wide supplier of laser systems and systems for processing plate for industrial

applications, as well as industrial electronics, markets characterized by high technology and

in which good rates of growth are encountered even in a cyclical context.

AREA OF CONSOLIDATION

There were no changes in the area of consolidation for the first three months of 2013. On

31/03/2013, the subsidiary companies indicated in the following prospectuses were the

object of full consolidation.

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PRIMA INDUSTRIE 6

(1) Please note that at the date of reference of these financial statements, the share capital of PRIMA POWER MAKINA TICARET LIMITED SIRTEKI has not yet been fully paid up.

SUBSIDIARIES

PRIMA POWER REGISTERED OFFICE SHARE CAPITAL OWNERSHIP CONSOLIDATION METHOD

PRIMA POWER GmbH Lise-Meitner Strasse 5, Dietzenbach, GERMANY € 500.000 100% Line-by-line method

PRIMA POWER UK LTDUnit 1, Phoenix Park, Bayton Road,

Coventry CV7 9QN, UNITED KINGDOMGBP 1 100% Line-by-line method

PRIMA POWER CENTRAL EUROPE Sp.z.o.o. ul. Fabryczna 24 - 05 - 092 Łomianki Warsaw, POLSKA PLN 350.000 100% Line-by-line method

OOO PRIMA POWER Ordzhonikidze str., 11/A - 115419, Moscow - RUSSIAN FEDERATION RUB 4.800.000 99,99% Line-by-line method

PRIMA POWER SOUTH AMERICA Ltda Av Fuad Lutfalla, 1,182 – Freguesia do Ó - 02968-00, Sao Paulo BRASIL R$ 862.763 99,99% Line-by-line method

PRIMA POWER MAKINA TICARET LIMITED SIRKETI (1) Camlik Mahallesi Ikbal Caddesi Dinc Sokak No:31 Niyazibey Plaza,Instanbul - TURKEY TRY 1.470.000 99,86% Line-by-line method

PRIMA POWER CHINA Company Ltd. Rm.1 M, no. 1 Zuo Jiazhuang. Guomen Building, Chaoyang District, Beijing, P.R. CHINA RMB 2.038.778 100% Line-by-line method

FINN POWER Oy Metallite 4, FI - 62200 Kauhava, FINLAND € 49.417.108 100% Line-by-line method

FINN-POWER Italia S.r.l. Viale Artigianato 9, 37044, Cologna Veneta (VR), ITALY € 1.500.000 100% Line-by-line method

PRIMA POWER IBERICA S.L. C/Primero de Mayo 13-15, 08908 L’Hospitalet de Llobregat, Barcelona, SPAIN

€ 6.440.000 100% Line-by-line method

PRIMA POWER FRANCE SarlEspace Green Parc , Route de Villepècle, 91280 St. Pierre du Perray, FRANCE

€ 120.000 100% Line-by-line method

PRIMA POWER BENELUX NV Leenstraat 5, B-9810 Nazareth, BELGIUM € 400.000 100% Line-by-line method

BALAXMAN Oy Metallite 4, FI-62200 Kauhava, FINLAND € 2.523 100% Line-by-line method

PRIMA MACHINE SERVICES INDIA PVT. LTD. Mezzanine Floor, Poonam Plaza G94/2B Market Yard Road, Pune INDIA Rs. 7.000.000 99,99% Line-by-line method

PRIMA POWER NORTH AMERICA Inc. 555W Algonquin Rd., Arlington Heights, IL 60005, U.S.A. USD 10.000 100% Line-by-line method

PRIMA POWER LASERDYNE LLC 8600, 109th Av. North, Champlin, MN 55316, U.S.A. USD 200.000 100% Line-by-line method

PRIMA POWER CANADA Ltd. 390 Bay Street Suite 28000 Toronto, Ontario M5H 2Y2 Canada CAD 200 100% Line-by-line method

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PRIMA INDUSTRIE 7

SUBSIDIARIES

PRIMA ELECTRO REGISTERED OFFICE SHARE CAPITAL OWNERSHIP CONSOLIDATION METHOD

PRIMA ELECTRO S.p.A. Strada Carignano 48/2, 10024 Moncalieri, (TO) ITALY € 6.000.000 100% Line-by-line method

OSAI UK Ltd.Mount House - Bond Avenue, Bletchley,

MK1 1SF Milton Keynes, UNITED KINGDOMGBP 160.000 100% Line-by-line method

PRIMA ELECTRO NORTH AMERICA LLC. 711 East Main Street, Chicopee, MA 01020, U.S.A. USD 24.119.985 100% Line-by-line method

PRIMA ELECTRO (CHINA) Co.Ltd. 23G East Tower, Fuxing Shangmao n.163, Huangpu Avenue Tianhe District 510620

Guangzhou P.R. CHINA€ 100.000 100% Line-by-line method

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PRIMA INDUSTRIE 8

CHAPTER 2.

INTRODUCTION

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PRIMA INDUSTRIE 9

CHAPTER 2. INTRODUCTION

FOREWORD

The Interim Management Report at March 31, 2013 of the PRIMA INDUSTRIE Group was

prepared pursuant to article 154-ter of Leg. Decree 58/1998 and subsequent amendments, as

well as the issuer's Regulation issued by CONSOB.

This Interim Report has been prepared in accordance with the International Financial

Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB")

and recognized by the European Union and has been compiled in accordance with the IAS 34 -

Interim Balance Sheets.

Also note that, following the retrospective application 01/01/2013 Amendment to IAS 19, the

data for 2012 reported for comparison, where appropriate, have been restated as required by

IAS 1.

This Interim Management Statement has been approved by the Board of Directors on May 14,

2013, and has not been subject to an audit.

ALTERNATIVE PERFORMANCE INDICATORS

In this report, added to the conventional financial indicators required by the IFRS, some

alternative performance indicators are present in order to permit a better evaluation of the

progress of the economic-financial management.

Such indicators, which are also presented in the Interim report on management, on the

occasion of the other periodic statements, must not on the other hand be considered as a

substitute to the conventional ones required by the IFRS.

The Group uses these alternative performance indicators:

� the EBIT (which corresponds to the "Operational earnings"),

� the EBITDA ("Profits before interest, taxes and amortisation"), which is determined by

adding to the "Operational Earnings" resulting from the balance sheet either under the

item "Amortisation", or the item "Impairment and Devaluation".

Also mentioned furthermore:

� The "Value of Production" representing the algebraic sum of the items "Net income from

sales and services", "Other operational income", "Variations of the remains of unfinished

stock, finished products" and "Increment for internal work";

� the "Operational Working Capital" represents the algebraic sum of the "Stock in hand",

"Trade Receivables", "Trade Debtors" and "Accounts".

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PRIMA INDUSTRIE 10

EXCHANGE RATES

The exchange rates applied in the conversion of the balances in currencies different from the

Euro with the aim of consolidation are the following.

CURRENCY Mar. 31, 2013 Mar. 31, 2012 Mar. 31, 2013 Dec. 31, 2012

US DOLLAR 1,3204 1,3110 1,2805 1,3194

POUND STERLING 0,8517 0,8345 0,8456 0,8161

CHINESE RENMINBI 8,2193 8,2702 7,9600 8,2207

JAPANESE YEN 121,9102 103,9899 120,8700 113,6100

POLISH ZLOTY 4,1563 4,2322 4,1804 4,0740

CANADIAN DOLLAR 1,3317 1,3129 1,3021 1,3137

RUSSIAN RUBLE 40,1507 39,5477 39,7617 40,3295

BRAZILIAN REAL 2,6347 2,3162 2,5703 2,7036

INDIAN RUPEE 71,5212 65,8863 69,5666 72,5600

TURKISH LIRA 2,3578 2,3551 2,3212 2,3551

AVERAGE EXCHANGE RATE SPOT EXCHANGE RATE

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PRIMA INDUSTRIE 11

CHAPTER 3.

GROUP INTERIM MANAGEMENT REPORT

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PRIMA INDUSTRIE 12

CHAPTER 3. INTERIM REPORT ON THE MANAGEMENT OF THE GROUP

MACRO ECONOMIC CONTEXT

The first four months of 2013 began in an atmosphere of almost universal optimism about the

macro-economic prospects, but later the return to the foreground of some key issues has

progressively ruined this climate. While remaining on course for a gradual improvement, the

global economy continues to be exposed to the effects of fiscal tightening in the U.S., the

crisis in the Euro area and the delicate transition between models of growth occurring in the

emerging world.

A state of deep recession continues to weigh on Italy and, to a greater or lesser extent, on

other European Union countries.

The recession that hit the Euro area from the beginning of 2012 due to the efforts of fiscal

consolidation seems destined to last at least until the middle of the year.

In this mediocre context for the monetary union, it is only Germany that stands apart,

showing a growth momentum.

Italy's GDP, which fell by 3.7% annually in the last trimester of 2012, is expected to continue

to contract in both the first and the second trimesters of 2013, and is the only G7 country in

this situation; according to the OECD, in fact, the Italian GDP will fall 1.6% annually in the

first three months of this year, and 1% in the following three months. The structural reforms

implemented by Italy and other European countries can provide a solid basis for a recovery of

competitiveness and an increase in employment when demand will mark a turnaround.

According to the OECD in most Euro area countries the majority of the fiscal adjustments

necessary following the crisis have already been made. Within the Eurozone there is a

renewed divergence between growth in Germany - which will most likely start out strongly

again in the first two trimesters of 2013 - and that of other Countries, which will remain slow

or negative. The GDP of Berlin, the organization estimates, will mark +2.3% in the first

trimester and +2.6% in the second, while that of France, another Euro Country in the G7 along

with Italy, will record -0.6% and +0.5%, respectively. The Euro area seems to remain

vulnerable to the risk of sharp deterioration because the vicious circle between the fragility

of the banking system and public debt has not been entirely eliminated.

As for the U.S. economy, it grew by 2.5% in the first three months of 2013, against the

expectations of analysts who had expected an increase of 3.5%.

With regard to emerging economies, after the hint of improvement in the autumn of 2012, in

the winter the emerging economies saw their growth momentum stabilize at rates that are

often significantly lower than those of the last decade. It is the result of the transition from

the model of export-based growth, to that based on domestic demand.

In the first three months of 2013 according to UCIMU (the Italian association that brings

together manufacturers of machine tools), the index of machine tool orders saw a drop of

9.8% compared to the same period in 2012, with a decline in domestic orders of 35.9% (by

touching a record low for the industry) and orders to foreign countries of 4.6%.

In February 2013 the Association for Manufacturing Technology (AMT) in the USA recorded an

increase in orders of 5.7% compared to January, but a decrease of 10.6% compared to

February of 2012 and a progressive annual basis which is reduced by 11.9% compared to 2012,

in line with forecasts expecting a slight contraction of the market in the first two trimesters

of 2013, neutralized, on an annual basis, by a recovery in the second half of the year.

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PRIMA INDUSTRIE 13

In this context, the results achieved by the PRIMA INDUSTRIE Group are framed and reported

below.

REVENUES AND PROFITABILITY

The consolidated revenues at 31/03/2013 amount to 72,881 thousand Euro, a growth of 4%

(equal to 3,013 thousand Euro) compared with the corresponding period of the 2012 financial

year (69,868 thousand Euro). It should be noted, however, that the first four month period is

historically influenced by the seasonality of revenues.

The consolidated turnover is shown below on a geographic basis at 31/03/2013 compared with

the corresponding period for the previous financial year. Revenues

Euro thousand % Euro thousand %

Italy 8.970 12,3 9.778 14,0

Europe 27.174 37,3 26.704 38,2

North America 12.653 17,4 17.330 24,8

Asia and rest of the world 24.084 33,0 16.056 23,0

TOTAL 72.881 100,0 69.868 100,0

Mar. 31, 2013 Mar. 31, 2012

The sales per geographic area show a growing turnover in the markets of Asia and the Rest of

the World (+8,028 thousand Euro), with the revenue produced reaching 33% of consolidated

turnover. In Italy there was a decrease of 8.3% compared with the preceding financial year,

confirming the negative moment for the domestic market. Turnover in North America was

temporarily affected by the slowdown of acquisition of orders in autumn 2012, during the

U.S. pre-election period; against this, however, already in the first four months of 2013 the

collection of orders in this market was more than 30% higher compared to the same period for

the previous financial year.

The trend also continues, already registered in 2012, with sales made outside Europe (50.4%)

exceeding those made in Europe, including Italy (49.6%), confirming the movement of the

global economy's centre of gravity.

Below, a subdivision of the proceeds by sector of the gross inter-sector transactions is shown

(for more detailed indications on the matter of operational segments of the Group, see the

note 6.28 - Sector Information). Revenues

Euro thousand % Euro thousand %

PRIMA POWER 60.833 83,5 59.635 85,4

PRIMA ELECTRO 15.888 21,8 14.407 20,6

Inter-sector revenues (3.840) (5,3) (4.174) (6,0)

TOTALE 72.881 100,0 69.868 100,0

Mar. 31, 2013 Mar. 31, 2012

To complete the information on the proceeds, the sub-division of the same is shown below

(net of the inter-sector transactions) per sector and per geographical area, both for the first

quarter of 2013 and for the first quarter of 2012.

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PRIMA INDUSTRIE 14

Revenues segment/area - March 31 2013 Italy Europe North AmericaAsia and rest of

the worldTOTAL

€/000

PRIMA POWER 6.291 19.664 12.077 22.787 60.819

PRIMA ELECTRO 2.679 7.510 576 1.297 12.062

TOTAL 8.970 27.174 12.653 24.084 72.881

Revenues segment/area - March 31 2012 Italy Europe North AmericaAsia and rest of

the worldTOTAL

€/000

PRIMA POWER 7.083 20.521 16.700 15.324 59.628

PRIMA ELECTRO 2.695 6.183 630 732 10.240

TOTAL 9.778 26.704 17.330 16.056 69.868

In the first quarter of 2013, the PRIMA POWER division records an overall increase in sales

(+2% compared to the corresponding period of 2012); the area driving this increase appears to

be Asia and Rest of the World, in particular, sales rose in China, Turkey, India, Taiwan, Japan

and the countries of south-east Asia. The division made 37.5% of its sales to Asia and Rest of

the world, 32.3% to Europe, 19.9% to North America, and 10.3% to Italy.

The PRIMA ELECTRO division, compared to the corresponding period of 2012, shows a

significant increase in sales (+1,822 thousand Euro), in particular in the countries of Europe

and Asia and the rest of the world. The division achieved 62.3% of sales in Europe (mainly

Spain) 22.2% in Italy, 10.8% in the Countries of Asia and the Rest of the World (mainly China)

and the remaining 4.7% in North America. The said values do not take into account the

turnover achieved by PRIMA ELECTRO towards the PRIMA POWER division.

The Value of production at 31/03/2013 is equal to 80,768 thousand Euro, a reduction of 4%

with respect to the corresponding period for 2012 (reduction of 3,319 thousand Euro).

In the value of the production of the period, increases for internal work are present, equal to

1,925 thousand Euro (1,399 thousand Euro at 31/03/2012); these costs principally refer to

investment in development activities.

Performance indicators

Euro thousand % on sales Euro thousand % on sales

EBITDA 4.642 6,4 4.113 5,9

EBIT 1.682 2,3 1.561 2,2

EBT (692) (0,9) (893) (1,3)

NET RESULT (803) (1,1) (1.752) (2,5)

Mar. 31, 2013 Mar. 31, 2012

The EBITDA of the Group amounted to 4,642 thousand Euro (6.4% of turnover); compared to

the first three months of 2012 there was an improvement of 529 thousand Euro.

The EBITDA of the group is shown below at 31/03/2013 and at 31/03/2012 subdivided by

sector (gross of the inter-sector transactions).

EBITDA

Euro thousand % Euro thousand %

PRIMA POWER 2.270 48,9 1.925 46,8

PRIMA ELECTRO 2.643 56,9 2.350 57,1

Inter sector items and eliminations (271) (5,8) (162) (3,9)

TOTAL 4.642 100,0 4.113 100,0

Mar. 31, 2012Mar. 31, 2013

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PRIMA INDUSTRIE 15

The consolidated EBIT at 31/03/2013 amounted to 1,682 thousand Euro and is an

improvement of 121 thousand Euro compared to the first three months of 2012 (amounting to

1,561 thousand Euro). The amortization of the tangible fixed assets influence this result to

the amount of 661 thousand Euro and intangible fixed assets to the amount of 2,299 thousand

Euro. With regard to the amortization of intangible fixed assets, the main items relate to the

amortization of development costs (1,244 thousand Euro) and the amortization related to

assets with a defined useful life recognized in the business merger of the FINN POWER Group

(brand and relations with customers - "customer list"), which amounted to 752 thousand Euro.

The EBITDA of the group is shown below at 31/03/2013 and 31/03/2012, subdivided by sector

gross of the inter-sector transactions. EBIT

€/000 % €/000 %

PRIMA POWER (191) (11,3) (203) (13,0)

PRIMA ELECTRO 2.145 127,5 1.923 123,2

Inter sector items and eliminations (272) (16,2) (159) (10,2)

TOTAL 1.682 100,0 1.561 100,0

Mar. 31, 2012Mar. 31, 2013

The consolidated EBT at 31/03/2013 amounts to -692 thousand Euro with an improvement of

201 thousand Euro compared to the same period for the previous financial year (equal to

-893 thousand Euro); please note that this value discounts net burdens arising from financial

management (including gains and losses on exchange rates) of 2,373 thousand Euro (at

31/03/2012 equal to 2,225 thousand Euro).

Financial results (€/000) Mar. 31, 2013 Mar. 31, 2012

FINPOLAR loan expenses (897) (1.223)

Derivates expenses (IRS) (631) (491)

Derivate expenses (CRS) (148) 30

Net exchange differences (63) (318)

Other financial expenses (634) (223)

TOTAL (2.373) (2.225)

Burdens are shown for the financing stipulated in 2008 for the acquisition of the FINN POWER

Group (hereafter for brevity "FINPOLAR financing") equal to 897 thousand Euro and net

financial burdens for derivative instruments (primarily connected to FINPOLAR financing) for

779 thousand Euro. To properly compare the data from the two trimesters, it should be noted

that the result of the financial management of the first trimester of 2012 was positively

impacted by non-recurring income amounting to 311 thousand Euro; net of this effect,

borrowing costs were substantially in line with those of 2012.

The decline of the charges relating to the FINPOLAR Financing is due to the decrease of

capital, both as a result of refunds made, and as a result of the decrease of the EURIBOR.

However, reduction of the EURIBOR has negatively affected the FINPOLAR derivative.

The exchange management results in the first four months of 2013 were negative to the tune

of 63 thousand Euro (negative to the tune of 318 thousand Euro on 31/03/2012).

The NET PROFIT at 31/03/2013 amounts to -803 thousand Euro (-1,752 thousand Euro at

31/03/2012). The taxes on income for the first three months of 2013 show a net negative

balance of 111 thousand Euro (of which IRAP (Regional income tax) is equal to 341 thousand

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PRIMA INDUSTRIE 16

Euro). The Group recorded a tax credit amounting to 1,048 thousand Euro following the

submission of claims for IRES refund (IRAP deductions for IRES purposes for the years 2007-

2011) in February 2013.

NET FINANCIAL POSITION

On 31/03/2013, the net financial position of the Group was negative at 131,038 thousand

Euro, an improvement compared with the corresponding period of the previous year of 10,950

thousand Euro (negative at 141,988 thousand Euro at 31/03/2012).

The negative variation of 4,759 thousand Euro compared to 31/12/2012 is due to the

absorption of financial resources required for the management of operational activities and

the need for working capital to cope with the expected increase in turnover of the

subsequent three-month periods.

The net financial position is shown as follows.

Value expressed in Euro thousand 31/03/2013 31/12/2012 31/03/2012

CASH & CASH EQUIVALENTS (18.515) (24.459) (17.158)

CURRENT FINANCIAL RECEIVABLES (450) (4.740) 0

CURRENT FINANCIAL LIABILITIES 57.052 56.513 54.980

NON CURRENT FINANCIAL LIABILITIES 92.951 98.965 104.166

NET FINANCIAL LIABILITIES 131.038 126.279 141.988

With the aim of supplying better information relating to the net consolidated financial

position on 31/03/2013, the following should be remembered:

� the FINPOLAR financing amounts to 121,941 thousand Euro and is subject to compliance

with regards to certain covenants measured on an annual and six monthly basis (for

further details, please refer to the indications in the financial statements at

31/12/2012);

� the payables due to leasing companies (almost exclusively of a property nature) amount

to 2,800 thousand Euro;

� bank debits include the negative fair value of some IRS for 6,269 thousand Euro; the

main IRS have been contracted by the Parent Company in partial cover of the risk of

interest rates on FINPOLAR Financing (the underwriting of these derivatives was

foreseen by the financing contract below).

It should be noted that 28,366 thousand Euro classified in short-term liabilities relate to

revolving credit lines, of which 19,946 thousand Euro is due at 31/01/2016 and 8,420

thousand Euro is due at 12/11/2014.

Please note that on 04/02/2013, the company correctly paid the debit due to the Finance

bank pool, relating to the FINPOLAR Financing, comprehensively equal to 7,468 thousand

Euro, subdivided as follows:

� Capital sum quotas A to C1 for 5,123 thousand Euro;

� Interests for quotas A, B and D for 1,306 thousand Euro;

� Differential on the derivative for 1,039 thousand Euro.

For greater detail on the subject of the net financial position to see the Illustrative Note

6.10.

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PRIMA INDUSTRIE 17

TRADE ASSETS AND ORDER PORTFOLIO

During the first four months of 2013 the acquisition of orders of the Group (including after-

sale service) amounted to 90.6 million Euro, an increase of 5% compared to 86.2 million Euro

at 31/03/2012. The acquisition of orders with the PRIMA POWER Section was equal to 82.5

million Euro; that relating to the PRIMA ELECTRO sector, only from clients external to the

Group, has been equal to 8.1 million Euro.

The consolidated order book (not including after-sale service) at 31/03/2013 amounted to

104.6 million Euro compared to 122.8 million Euro at 31/03/2012. The reasons for this

reduction are, on the one hand, an acquisition of orders for the last four months of 2012 that

was less than spectacular, and on the other hand, an enhanced ability of the Group to reduce

the time between the order from the customer and the recognition of related revenue.

The portfolio includes 95.5 million Euro relating to the PRIMA POWER sector and 9.1 million

Euro relating to the PRIMA ELECTRO sector.

At 30/04/2013, the order book rose to 117.5 million Euro.

RESEARCH AND DEVELOPMENT

The research and development activity carried out by the group during the first four months

of 2013 has been comprehensively equal to 4,360 thousand Euro (of which 3,221 thousand

Euro in the PRIMA POWER sector and 1,139 thousand Euro in the PRIMA ELECTRO sector) equal

to 6% of turnover.

The capitalized share was equal to 1,824 thousand Euro (of which 1,325 thousand Euro in the

PRIMA POWER sector and 499 thousand Euro in the PRIMA ELECTRO sector).

The costs levels sustained in research and development activities for new products is

testimony to the Group's continued commitment to investing for the future and improving,

through the presence of products always in the technological forefront, its competitiveness

on the international markets.

For all the capitalized development activities, the technical feasibility has been verified as

well as the generation of probable future economic benefits.

OPERATIONS WITH RELATED PARTIES

In the reference period, no operations with co-related parties relevant within the meaning of

article 5, paragraph 8 of the regulation regarding dispositions on the subject of co-related

parties No. 17221 issued by Consob on 12/03/2010 have been undertaken.

For further details of the subject and of other operations carried out by the group with

related parties, refer to "Note 6.27 -INFORMATION ON RELATED PARTIES".

STOCK TREND AND TREASURY STOCK

During the first four months of 2013, the title PRIMA INDUSTRIE has passed from a unit value

of 9.305 Euro on 02/01/2013 to a value of 9.80 Euro in shares on 28/03/2013, with an

increase of 5.3%, reaching a maximum of 9.94 Euro per share in the period.

After 31/03/2013, the stock has remained at values ranging between 9.50 Euro and 10 Euro

per share, i.e. values still higher than the exercise price (set at 8.50 Euro) of the outstanding

warrants and expires on 16/12/2013.

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PRIMA INDUSTRIE 18

On 31/03/2013, also being the date of approval of this Report PRIMA INDUSTRIE SpA did not

hold nor holds any of its own shares, as there is no current resolution authorising the purchase

of its own chest.

SHAREHOLDING STRUCTURE

On 31/03/2013, the share capital of PRIMA INDUSTRIE SpA amounts to Euro 21,609,195.00

divided into 8,643,678 Ordinary shares at the nominal value of 2.50 Euro each. No classes of

shares or bonds have been issued other than ordinary shares. On the other hand, from

31/03/2013, no. 2,236,322 "PRIMA INDUSTRIE Warrants 2009-2013."

In the light of the results of the shareholders diary and from subsequent communications

carried out between the company or the overseeing authority, the most up-to-date share

structure is as follows:

STOCK OPTION PLANS

In the month of May 2011, the period of maturing (vesting period) of the stock option plan

approved by the PRIMA INDUSTRIE SpA of 29/04/2008 ended, originally destined for the

Executive Directors of the Parent Company, of PRIMA ELECTRO SpA and of FINN POWER OY, as

well as the Chief Executive of the PRIMA INDUSTRIE SpA and the Group Financial Director.

The beneficiaries have, furthermore, the facility to exercise the assigned options today

established at 28.68 Euro per share, from June 1, 2011, and within and not beyond June 30,

2014 (date of expiry of the plan), in the following two periods of each year until the expiry of

the plan:

� June 1 - June 30

� October 1 - October 30

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PRIMA INDUSTRIE 19

The beneficiaries of the plan at the date of reference of this interim Management Report are

the following.

LAST NAME AND FIRST NAME POSITION

CARBONATO Gianfranco PRIMA INDUSTRIE SpA President & CEO

BASSO Ezio PRIMA INDUSTRIE SpA General Manager and Managing Director

PEIRETTI Domenico PRIMA ELECTRO SpA Managing Director and

PRIMA INDUSTRIE SpA Managing Director

RATTI Massimo PRIMA INDUSTRIE Group CFO

For further information on the subject of the stock option plan, attention is drawn to the publication on the company web-site:

www.primaindustrie.com.

As is evident from the current prices of PRIMA INDUSTRIE shares (see paragraph "STOCK

TREND AND TREASURY STOCK"), the options are largely out of the money.

FORESEENABLE DEVELOPMENTS OF MANAGEMENT

Despite the general unfavourable economic situation in most of Europe, the progress in the

collection of orders continues to grow due to the Group's increased direct commercial

presence, which is allowing it to take advantage of the opportunities offered by markets

outside Europe. Indebtedness also shows encouraging signs since over the last twelve months

it has been reduced by almost 11 million Euro. Against this background, expectations for the

financial year 2013 are for the achievement of both revenue and profitability in growth and a

further reduction of debt.

EVENTS WHICH TOOK PLACE AFTER THE END OF THE QUARTER

RENEWAL OF THE BOARD OF STATUTORY AUDITORS

The Shareholders' Meeting of April 24, 2013, appointed the new Board of Statutory Auditors,

appointing as statutory auditors Messrs. Franco Nada, as Chairman, Roberto Petrignani and

Paola Borracchini and as alternate auditors Messrs. Roberto Coda and Gaetana Laselva. The

Board will remain in office until approval of the financial statements at December 31, 2015.

ESTABLISHMENT OF A BRANCH IN AUSTRALIA

During the month of April PRIMA INDUSTRIE SpA formed the company PRIMA POWER

Australasia Pty Ltd, of which owns 100%. The Group, which was already operating in the

Australian and New Zealand market through a distributor, decided to proceed with the

opening of this company in order to best oversee these markets through direct commercial

presence and after-sales service for the customer; this is part of the strategy to strengthen

the Group's commercial network, which has led to a significant strengthening of its presence

in distant markets.

ATYPICAL AND UNUSUAL TRANSACTIONS

Within the meaning of the Consob Communication of 28/07/2006 No. DEM/6064296, it is

specified that, in the reference period, the Group has not undertaken atypical and unusual

transactions, as defined in the Communication itself.

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PRIMA INDUSTRIE 20

CHAPTER 4.

ECONOMIC PERFORMANCE BY SEGMENT

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PRIMA INDUSTRIE 21

CHAPTER 4. ECONOMIC PERFORMANCE BY SEGMENT

The Group operates with an organizational structure based on the concentration of its

activities into two divisions: the PRIMA POWER division and PRIMA ELECTRO division.

The PRIMA POWER division includes designing, manufacturing and marketing of:

� cutting, welding and drilling machines for three dimensional (3D) and two dimensional

(2D) metal components and

� the machines for processing plate through the use of mechanical tools (punching

machines, integrated systems for punching and shearing, integrated systems for

punching and laser cutting, panelling machines and automation systems).

The PRIMA ELECTRO division includes the development, manufacturing and marketing of

electronic power and control components as well as high power laser sources for industrial

applications, destined for the Group's machines and third party clients.

Shown here below, is a summary table of the economic progress for the two sectors in which

the Group currently operates.

Values in Euro thousand Revenues EBITDA % on Revenues EBIT % on Revenues

PRIMA POWER 60.833 2.270 3,7% (191) -0,3%

PRIMA ELECTRO 15.888 2.643 16,6% 2.145 13,5%

CONSOLIDATION (3.840) (271) 7,1% (272) 7,1%

GROUP 72.881 4.642 6,4% 1.682 2,3%

March 31, 2013

Values in Euro thousand Revenues EBITDA % on Revenues EBIT % on Revenues

PRIMA POWER 59.635 1.925 3,2% (203) -0,3%

PRIMA ELECTRO 14.407 2.350 16,3% 1.923 13,3%

CONSOLIDATION (4.174) (162) 3,9% (159) 3,8%

GROUP 69.868 4.113 5,9% 1.561 2,2%

March 31, 2012

PRIMA POWER

The revenues for the first quarter of 2013 of the PRIMA POWER sector are greater by 2%

compared with the corresponding period of the previous financial year. The best results in

terms of turnover were recorded in the markets of Asia and the Rest of the World, this being

a geographical area that continues to grow, which supports the increasing levels of turnover

of the division.

In the face of an increasing level of revenues, the EBITDA for the sector amounted to 2,270

thousand Euro, an increase both in absolute value (+345 thousand Euro), and in percentage

terms (from 3.2% to 3.7%), confirming a greater level of efficiency achieved by the division.

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PRIMA INDUSTRIE 22

PRIMA ELECTRO

The revenues for the first four months of 2013 of the PRIMA ELECTRO sector are greater than

the 10% compared with the previous financial year. The business of the PRIMA ELECTRO

sector, after a slight decline in 2012, has started to grow at double-digit rates.

With an EBITDA of 2,643 thousand Euro, the level of profitability of the PRIMA ELECTRO sector

amounted to 16.6%, confirming the good profitability of this business.

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PRIMA INDUSTRIE 23

CHAPTER 5.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS OF

PRIMA INDUSTRIE GROUP AS OF 31/03/2013

ACCOUNTING TABLES (*)

(*) Following the retrospective application on 01/01/2013 of the Amendment to IAS 19, the data relating to 2012 reported for comparative purposes in the financial statements have been restated, where appropriate, as

required by IAS 1.

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PRIMA INDUSTRIE 24

CHAPTER 5. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF PRIMA INDUSTRIE GROUP

AS OF 31/03/2013

CONSOLIDATED FINANCIAL BALANCE SHEET

01/01/2012 Values in Euro Notes 31/03/2013 31/12/2012

24.472.946 Property, plant and equipment 6.1 24.242.192 24.343.935

152.629.950 Intangible assets 6.2 151.166.653 151.395.283

8.961.044 Investments accounted for using the equity method - -

1.076.998 Other investments 6.3 578.074 567.149

- Non current financial assets 6.4 110.300 83.700

6.648.479 Deferred tax assets 6.5 7.083.336 6.605.259

25.518 Other non current assets 6.8 25.260 25.183

193.814.935 NON CURRENT ASSETS 183.205.815 183.020.509

84.249.605 Inventories 6.6 89.185.062 81.083.768

88.282.812 Trade receivables 6.7 66.200.848 70.702.422

6.406.214 Other receivables 6.8 8.624.853 7.516.732

5.592.470 Current tax receivables 6.9 5.710.329 3.839.898

- Derivatives 6.10 - 69.655

528.637 Financial assets 6.10 449.794 4.671.135

25.179.041 Cash and cash equivalents 6.10 18.514.538 24.458.666

210.238.779 CURRENT ASSETS 188.685.424 192.342.276 0

1.012.201 ASSETS HELD FOR SALE 6.11 4.238.910 4.129.852 0

405.065.915 TOTAL ASSETS 376.130.149 379.492.637

21.601.740 Capital stock 6.12 21.609.195 21.606.553

4.320.069 Legal reserve 6.12 4.320.069 4.320.069

54.326.182 Other capital reserves 6.12 53.808.844 53.215.933

1.331.310 Currency translation reserve 6.12 288.290 (524.506)

(3.597.028) Retained earnings 6.12 4.935.837 (370.776)

1.932.659 Net result 6.12 (802.757) 5.306.613

79.914.932 Stockholders' equity of the Group 84.159.478 83.553.886

Minority interest - -

79.914.932 STOCKHOLDERS' EQUITY 84.159.478 83.553.886

102.350.641 Interest-bearing loans and borrowings 6.10 86.681.169 91.702.909

7.077.491 Employee benefit liabilities 6.13 7.598.797 7.629.302

9.737.709 Deferred tax liabilities 6.14 10.014.153 9.296.512

124.009 Provisions 6.15 128.619 133.403

7.611.171 Derivatives 6.10 6.269.173 7.262.196

126.901.021 NON CURRENT LIABILITIES 110.691.911 116.024.322

79.797.117 Trade payables 6.16 68.764.731 72.403.779

32.355.143 Advance payments 6.16 21.109.056 16.991.891

17.539.790 Other payables 6.16 18.996.739 17.665.682

52.031.067 Interest-bearing loans and borrowings 6.10 56.747.781 56.513.455

6.404.295 Current tax payables 6.17 4.908.116 4.909.673

10.022.786 Provisions 6.15 10.447.943 11.429.949

99.764 Derivatives 6.10 304.394 -

198.249.962 CURRENT LIABILITIES 181.278.760 179.914.429

405.065.915 TOTAL STOCKHOLDERS' EQUITY AND LIABILITIES 376.130.149 379.492.637

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PRIMA INDUSTRIE 25

CONSOLIDATED INCOME STATEMENT

Values in Euro Notes 31/03/2013 31/03/2012

Net revenues 6.18 72.880.537 69.867.908

Other income 6.19 803.127 616.351

Change in inventories of finished goods and WIP 5.159.273 12.203.899

Increases in fixed assets for internal work 6.20 1.925.001 1.398.785

Use of raw materials, consumables, supplies and goods (35.830.104) (39.995.417)

Personnel cost 6.21 (22.919.350) (22.561.561)

Depreciation 6.22 (2.960.003) (2.551.972)

Impairment 6.22 - -

Other operating expenses 6.23 (17.376.845) (17.417.225)

OPERATING PROFIT 1.681.636 1.560.768

Financial income 6.24 155.100 41.853

Financial expenses 6.24 (2.465.416) (1.948.707)

Net exchange differences 6.24 (62.892) (318.239)

Net result of investments not fully consolidated (666) (228.283)

RESULT BEFORE TAXES (692.238) (892.608)

Taxes 6.25 (110.519) (859.889)

NET RESULT (802.757) (1.752.497)

- Attributable to Group shareholders (802.757) (1.752.497)

- Attributable to minority shareholders - -

RESULT PER SHARE - BASIC (in euro) 6.26 (0,09) (0,20)

RESULT PER SHARE - DILUTED (in euro) 6.26 (0,09) (0,20)

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PRIMA INDUSTRIE 26

TOTAL CONSOLIDATED INCOME STATEMENT

Values in Euro Notes 31/03/2013 31/03/2012

NET RESULT (A) (802.757) (1.752.497)

Profit /(Losses) on cash flow hedges 6.12 584.784 166.826

Profit /(Losses) deriving for foreign companies balance sheet 6.12 812.796 (1.056.613)

TOTAL OTHER PROFIT /(LOSSES) (B) 1.397.580 (889.787)

NET RESULT OF THE PERIOD (A) + (B) 594.823 (2.642.284)

- of which attributable to Group shareholders 594.823 (2.642.284)

- of which attributable to minority shareholders - -

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PRIMA INDUSTRIE 27

STATEMENT OF CHANGES IN CONSOLIDATED STOCKHOLDERS’ EQUITY from January 1st, 2012 to March 31st, 2012

Values in Euro 31/12/11

Effects deriving from

the application of

amended IAS19

01/01/12

Change of

consolidation

area

Capital increase

Allocation of

prior year

profits

Distribution of

dividends to

stakeholders

Net Result Other

movements31/03/2012

Capital stock 21.601.740 - 21.601.740 - - - - - - 21.601.740

Additional paid-in capital 46.451.069 - 46.451.069 - - - - - - 46.451.069

Legal reserve 4.320.069 - 4.320.069 - - - - - - 4.320.069

Capital increase - expenses (1.286.154) - (1.286.154) - - - - - - (1.286.154)

Stock option reserve 1.295.506 - 1.295.506 - - - - - - 1.295.506

Change in the FV of hedging derivatives (5.550.334) - (5.550.334) - - - - 166.826 - (5.383.508)

Other reserves 13.416.095 - 13.416.095 - - - - - - 13.416.095

Currency translation reserve 1.331.310 - 1.331.310 - - - - (1.056.613) - 274.697

Retained earnings (3.390.665) (206.363) (3.597.028) - - 1.932.659 - - - (1.664.369)

Net result 1.932.659 - 1.932.659 - - (1.932.659) - (1.752.497) - (1.752.497)

Stockholders' equity of the Group 80.121.295 (206.363) 79.914.932 - - - - (2.642.284) - 77.272.648

Minority interest - - - - - - - - - -

STOCKHOLDERS' EQUITY 80.121.295 (206.363) 79.914.932 - - - - (2.642.284) - 77.272.648

from January 1st, 2013 to March 31st, 2013

Values in Euro 31/12/12

Effects deriving from

the application of

amended IAS19

01/01/13

Change of

consolidation

area

Capital increase

Allocation of

prior year

profits

Distribution of

dividends to

stakeholders

Net ResultOther

movements31/03/2013

Capital stock 21.606.553 - 21.606.553 - 2.642 - - - - 21.609.195

Subscrubed Capital Unpaid (1.785) - (1.785) - 1.785 - - - - -

Additional paid-in capital 46.462.619 - 46.462.619 - 6.342 - - - - 46.468.961

Legal reserve 4.320.069 - 4.320.069 - - - - - - 4.320.069

Capital increase - expenses (1.286.154) - (1.286.154) - - - - - - (1.286.154)

Stock option reserve 1.295.506 - 1.295.506 - - - - - - 1.295.506

Change in the FV of hedging derivatives (5.187.680) - (5.187.680) - - - - 584.784 - (4.602.896)

Other reserves 11.933.427 - 11.933.427 - - - - - - 11.933.427

Currency translation reserve (524.506) - (524.506) - - - - 812.796 - 288.290

Retained earnings 24.662 (395.438) (370.776) - - 5.306.613 - - - 4.935.837

Net result 5.306.613 - 5.306.613 - - (5.306.613) - (802.757) - (802.757)

Stockholders' equity of the Group 83.949.324 (395.438) 83.553.886 - 10.769 - - 594.823 - 84.159.478

Minority interest - - - - - - - - - -

STOCKHOLDERS' EQUITY 83.949.324 (395.438) 83.553.886 - 10.769 - - 594.823 - 84.159.478

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PRIMA INDUSTRIE 28

CONSOLIDATED CASH FLOW STATEMENT

VALUES IN EURO 31/03/2013 31/03/2012

Net result (802.757) (1.752.497)

Adjustments (sub-total) (2.588.460) (1.341.523)

Depreciation and impairment 2.960.003 2.551.972

Net change in deferred tax assets and liabilities 239.564 (426.616)

Change in employee benefits (30.505) (88.250)

Change in inventories (8.101.294) (16.069.192)

Change in trade receivables 4.501.574 14.067.183

Change in trade payables 478.117 (1.100.962)

Net change in other receivables/payables and other assets/liabilities (2.635.919) (275.658)

CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES (A) (3.391.217) (3.094.020)

Cash flow from investments

Acquisition of tangible fixed assets (*) (577.988) (952.764)

Acquisition of intangible fixed assets (66.201) (234.113)

Capitalization of development costs (1.824.205) (1.326.267)

Net disposal of fixed assets and investment properties (*) 95.314 102.186

Net result of JV investments (**) 666 228.283

Disposal/(Purchase) of other investments (10.925) 72.718

CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES (B) (2.383.339) (2.109.957)

Cash flow from financing activities

Change in other financial assets/liabilities and other minor items (**) 3.931.231 497.114

Increases in loans and borrowings (including bank overdrafts) 227.620 666.953

Repayment of loans and borrowings (including bank overdrafts) (5.148.827) (2.879.336)

Increases/(repayments) in financial lease liabilities (3.161) (45.043)

Capital increase 10.769 -

Other changes (**) 812.796 (1.056.612)

CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES (C) (169.572) (2.816.924)

Net change in cash and equivalents (D=A+B+C) (5.944.128) (8.020.901)

Cash and equivalents beginning of period (E) 24.458.666 25.179.041

Cash and equivalents end of period (F=D+E) 18.514.538 17.158.140

Additional information to the Consolidated cash-flow statement March 31st, 2013 March 31st, 2012

Values in Euro

Income Taxes (110.519) (859.889)

Financial Income 155.100 41.853

Financial costs (2.465.416) (1.948.707)

(*) included assets held for sale

(**) items to be reclassified in respect to March 31st, 2012

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PRIMA INDUSTRIE 29

CHAPTER 6.

EXPLANATORY NOTES

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PRIMA INDUSTRIE 30

CHAPTER 6. EXPLANATORY NOTES

FORM AND CONTENT

The abbreviated consolidated balance sheet of the PRIMA INDUSTRIE Group on 31/03/2013 has

been drawn up on the assumption of the company continuing trading (for greater detail see the

note "accounting principles") and in regard to the International Financial Reporting Standards

issued by the International Accounting Standards Board and recognised by the European Union

(defined as "IFRS"), as well as the legislative and regulatory directions in force in Italy (with

particular reference to Leg. Decree 58/1998 and subsequent amendments, as well as the issuer's

Regulation issued by CONSOB). "IFRS" Is also meant as the International Accounting Standard

(IAS) still in force, as well as all the interpretive documents issued by the International Financial

Reporting Interpretations Committee ("IFRIC") previously called the Standing Interpretations

Committee ("SIC").

The abbreviated consolidated balance sheet on 31/03/2013 has been laid out in abbreviated

form, in conformity with IAS 34 "Interim balances", and does not include therefore all the

information required in the annual balance sheet and must be read together with the annual

balance sheet prepared for the closed financial year at 31/12/2012, to which attention is drawn

for greater detail.

The abbreviated consolidated balance on 31/03/2013 of the PRIMA INDUSTRIE Group is presented

in a Euro which is also the currency of the economies in which the Group mainly operates.

The foreign subsidiaries are included in the abbreviated consolidated balance sheet on

31/03/2013 according to the principles described in the "accounting principle" Note of the

consolidated balance on 31/12/2012, to which attention is drawn.

For purposes of comparison, the balance sheet data on 31/12/2012 have been presented as well

as the data of the profit and loss account and the financial statement relating to 31/03/2012

with the movements of net assets of the first three months of 2012 as well, as required by IAS 1.

It should be noted once again that, following the retrospective application on 01/01/2013 of the

amendment to IAS 19, the data relating to 2012 reported for the purpose of comparison, have

been restated, where appropriate, as required by IAS 1.

ACCOUNTING PRINCIPLES

On-going concern

The abbreviated consolidated balance sheet at 31/03/2013 has been set out on the assumption

of the company continuing trading in that it is reasonably expected that PRIMA INDUSTRIE will

continue with its operational activities in the foreseeable future.

Accounting criteria and principles of consolidation

The accounting criteria and principles of consolidation adopted for setting out the abbreviated

consolidated balance sheet at 31/03/2013 are compatible with those used for the consolidated

annual balance sheet at 31/12/2012, to which reference is made subject to the new

standards/interpretations adopted by the Group starting from January 1, 2013, as well as the

adjustments required by the nature of the interim findings. In this regard it is noted that the

IASB issued an amendment to "IAS 19 - Benefits to Employees" which will be applicable

retrospectively from the financial year beginning on 01/01/2013. The amendment modifies the

rules for the recognition of defined benefit plans and termination benefits. The main changes

concern the recognition in the asset - financial situation of the surplus or deficit of the plan, the

introduction net financial charge and the classification of net finance charges. In accordance

with the transition rules in paragraph 173 of IAS 19, the Group has applied this amendment to

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PRIMA INDUSTRIE 31

IAS 19 retrospectively starting from 01/01/2013, adjusting, where necessary, the comparative

data for the year 2012, as if the amendment had always been applied.

Use of accounting estimates

The drawing up of an interim balance sheet requires the carrying out of estimates and

assumptions which have effect on the values of revenues, costs, assets and liabilities of the

balance sheet and on the information report relating to the potential assets and liabilities on the

date of the interim balance sheet. If in the future, such estimates and assumptions which are

based on the best evaluation by management, should differ through effective circumstances,

they will be modified in an appropriate manner in the period in which the circumstance

themselves vary. In particular, with regard to the abbreviated consolidated balance sheet of

31/03/2013, the taxes on income for the period of the individual consolidated companies are

determined on the basis of the best estimate possible in relation to the available information,

and on a reasonable forecast of the progress of the financial year up to the end of the tax

period.

FINANCIAL STATEMENTS

With regard to the financial statements, the group has adopted the choice of using the

statements described below:

� with regard to the Consolidated assets – financial situation, the scheme which presents

the assets and liabilities distinguishing them between "current" (or in other words able to

be liquidated/payable within 12 months) and "non-current" (or in other words able to be

liquidated/payable beyond 12 months);

� with regard to the consolidated profit and loss account, the scheme adopted foresees the

distribution of costs in kind; the comprehensive consolidated profit and loss account

includes, in addition to the profit for the period, as a consolidated profit and loss

account, the other variations of the movement of net assets different from those with

the shareholders;

� with regards to the statement of the variation of net assets, the scheme adopted to

reconcile the opening and closure of each assets item whether for the current period or

for the preceding one;

� with regard to the Financial Report the so-called "indirect" method has been chosen,

which determines the net financial flow from operating activities by adjusting the profit

and loss for the effects;

� non-monetary elements such as amortizing, devaluations, unrealized profits and

losses on associate companies;

� of the variation of the stock in hand, the receivables and payables generated by

the operational activity;

� of the other elements whose financial fluctuations are generated by the activities

of investment and financing.

This Interim Management Report was authorized for publication by the Board of Directors on

14/05/2013.

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PRIMA INDUSTRIE 32

EXPLANATORY NOTES

The data shown in the explanatory notes, if not shown otherwise, are expressed in Euro.

NOTE 6.1 – TANGIBLE FIXED ASSETS

The tangible fixed assets on 31/03/2013 are equal to 24,242 thousand Euro, a reduction of 102

thousand Euro compared with 31/12/2012.

For greater detail on the subject, see the table below.

Tangible Fixed Assets Land, Building and

constructions

Plants and

Machinery

Industrial and

commercial Equipment

Other tangible

fixed assets

Constructions

in progress TOTAL

Net value as of December 31, 2012 17.263.455 2.123.655 1.856.009 2.454.004 646.811 24.343.934

2013 1st quarter's movements

Increases - 122.214 124.733 299.009 32.032 577.988

Disinvestments - (2.177.022) (5.681) (18.613) - (2.201.316)

Utilization of accumulated depreciation 2.082.478 5.681 17.843 - 2.106.002

Depreciation (138.161) (128.396) (176.136) (218.250) - (660.943)

Tangible fixed assets reclassifications - 16.750 - 10.088 (26.838) -

Differences on exchange rates 43.274 1.967 18.622 12.561 102 76.526

Net value as of March 31, 2013 17.168.568 2.041.645 1.823.229 2.556.642 652.107 24.242.192

NOTE 6.2 – INTANGIBLE FIXED ASSETS

The intangible fixed assets on 31/03/2013 are equal to 151,167 thousand Euro, a reduction of

229 thousand Euro compared with 31/12/2012.

For greater detail on the subject, see the table below. Intagible Assets Goodwill Development costs Other intagible assets TOTAL

Net Value as at December 31 ,2012 102.679.896 22.049.397 26.665.990 151.395.283

2012 1' Q's Movements

Increases/(decreases) - 1.824.205 66.201 1.890.406

Reclassification with Tangible fixed assets - - - -

Depreciation - (1.244.478) (1.054.583) (2.299.061)

Impairment - - - -

Differences on exchanges rates 70.240 99.458 10.326 180.025

Net Value at March 31, 2013 102.750.136 22.728.583 25.687.934 151.166.653 The most significant item is represented by Goodwill, which on 31/03/2013 is equal to 102,750

thousand Euro. All goodwill written into the balance sheet refers to the larger value paid with

respect to the fair value of the assets acquired.

The table below shows the book value of the goodwill allocated to each of the units generating

financial flow.

UNIT GENERATOR OF CASH FLOWS BOOK VALUE GOODWILL

March 31st, 2013

BOOK VALUE GOODWILL

March 31, 2012

PRIMA POWER 97.533 97.489

OSAI (Service) 4.125 4.125

PRIMA ELECTRO NORTH AMERICA 901 875

MLTA 154 154

OSAI UK 37 37

TOTAL 102.750 102.680

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PRIMA INDUSTRIE 33

Goodwill (being an asset with an undefined life) is not subject to amortization and is subject to

verification at least annually of the reduction of value(impairment test). At 31/12/2012 the

Group carried out the impairment test on the value the main elements of goodwill (PRIMA

POWER, OSAI-Service and PRIMA ELECTRO NORTH AMERICA), for which attention is drawn to the

Consolidated Financial Statements at 31/12/2012. Regarding the above mentioned goodwill, as

no indicators of loss in value have appeared compared with the balance sheet closed on

31/12/2012, it was not considered necessary to update the related impairment tests.

NOTE 6.3 – OTHER SHAREHOLDINGS

The value of other Shareholdings on 31/03/2013 amounted to 578 thousand Euro.

Compared to 31/12/2012 the only change was the increase of 11 thousand Euro for a new 19%

stake held by PRIMA INDUSTRIE SpA in the company Lamiera Servizi Srl.

This heading on 31/03/2013 is composed of:

� Electro Power Systems (420 thousand Euro);

� Caretek (42 thousand Euro);

� Fimecc OY (50 thousand Euro);

� Härmämedi Oy (25 thousand Euro)

� Lamiera Servizi Srl (11 thousand Euro)

� other minor shareholdings (30 thousand Euro).

The shareholding in Electro Power Systems and in Caretek are held by PRIMA ELECTRO SpA and

are respectively equal to 2.36% and 15.5%, while the shareholding in Fimecc OY and Härmämedi

Oy are held by FINN POWER OY respectively at 2.4% and 8.33%.

NOTE 6.4 – NON CURRENT FINANCIAL ACTIVITIES

This heading at 31/03/2013 is equal to 110 thousand Euro and is composed as follows:

� A financing arrangement issued by PRIMA ELECTRO SpA to the Caretek company equal to

51 thousand Euro;

� a convertible bond underwritten by PRIMA ELECTRO SpA issued by the affiliated company

Electro Power Systems for 59 thousand Euro; this loan will end on 31/12/2016.

NOTE 6.5 – TAX ASSETS FOR ANTICIPATED TAXES

The tax assets for anticipated taxes are equal to 7,083 thousand Euro, an increase compared

with the preceding financial year of 478 thousand Euro.

This asset has mainly been generated by the temporary difference in the stock in hand, in the

provisions for liabilities and charges and in trade receivables. The accounting statement of the

anticipated taxes has been carried out, only where suppositions of recoverability exist.

With regard to the recoverability of these taxes it should be noted that the Parent Company and

PRIMA ELECTRO have historically realized positive taxable incomes, both for IRES and IRAP

purposes and expect to earn positive taxable incomes in the following financial years also. The

valuation on the recoverability of anticipated taxes take into account the expected profits in

future financial years and furthermore, is supported by the fact that the anticipated taxes

mainly refer to adjusted asset funds and to provisions for risks and charges, for which there is no

expiry. The anticipated taxes on the accumulated claimable losses have been recognised in the

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PRIMA INDUSTRIE 34

measure at which it is probable that a future taxable income against which they might be

recovered.

In the light of what has been illustrated, elements such as to modify the preceding valuations

regarding the recoverability of the anticipated taxes have not been experienced.

NOTE 6.6 – INVENTORIES

The following table shows the composition of the stock in hand at 31/03/2013 and at

31/12/2012.

INVENTORIES March 31, 2013 December 31, 2012

Raw materials 27.340.179 24.859.168

Semifinished goods 18.725.479 12.864.798

Finished goods 49.167.830 49.128.450

(Inventories provisions) (6.048.427) (5.768.648)

TOTAL 89.185.062 81.083.768

The stock in hand at 31/03/2013 amounts to 89,185 thousand Euro, net of the warehouse

devaluation fund for totals of 6,048 thousand Euro. The net value of the warehouse stock in

hand on 31/03/2013 shows and increase equal to 8,101 thousand Euro compared with

31/12/2012.

NOTE 6.7 – TRADE RECEIVABLES

The trade receivables on 31/03/2013 amounted to 66,201 thousand Euro and compared to the

previous financial year a decrease was experienced of 4,502 thousand Euro.

Trade Receivables March 31st , 2013 December 31st, 2012

Trade receivalbes from customers 70.168.811 74.827.697

Provisions for bad debts (3.967.963) (4.125.275)

Total Trade Receivables 66.200.848 70.702.422

The decrease in trade receivables between 31/03/2013 and 31/12/2012 reflects the seasonality

of sales and therefore of income. With reference to the bad debt provision no significant

variations are noted in that it was considered that the credit risk was adequately covered by the

assigned fund.

NOTE 6.8 - OTHER RECEIVABLES

The other current receivables on 31/03/2013 are equal to 8,625 thousand Euro and are increased

in comparison with 31/12/2012 by 1,108 thousand Euro and are subdivided as shown in the

following table.

Other Receivables March 31, 2013 December 31 , 2012

Accruals and deferred charges 3.482.662 2.887.901

Ministry Contribution to be received for R&D projects 2.559.685 2.482.773

Advances payments to suppliers 2.044.199 1.386.119

Other receivables 224.500 467.719

Advances to employeEs 313.807 292.220

TOTAL 8.624.853 7.516.732

The other non-current receivables are equal to 25 thousand Euro.

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PRIMA INDUSTRIE 35

NOTE 6.9 – OTHER TAX ASSETS

The heading amounts to 5,710 thousand Euro as against 3,840 thousand Euro on 31/12/2012. Tax

assets are represented by VAT credits of 3,908 thousand Euro, a tax credit amounting to 1,048

thousand Euro following the submission of claims for IRES reimbursement (IRAP deductions for

IRES purposes for the years 2007-2011), advances from direct taxes of 509 thousand Euro,

receivables entered by U.S. subsidiaries and German on losses incurred in previous financial

years for 80 thousand Euro and other receivables for minor tax assets for 165 thousand Euro.

With reference to the credit on tax losses in the U.S. and in Germany it should be noted that

both the American and German tax law provide that a company, if it has a loss in the financial

year, can request a refund (full or partial) of taxes paid in previous years (five financial years for

U.S. law). In the face of such a request it is not necessary to create positive fiscal results in the

future, it is only necessary to send the claim for reimbursement to the tax authorities.

Therefore, this item was included under the heading of "Other tax assets".

NOTE 6.10 – NET FINANCIAL POSITION

On 31/03/2013, the net financial position of the Group was negative at 131,038 thousand Euro, a

reduction of 4,759 thousand Euro compared with 31/12/2012 (negative at 126,279 thousand

Euro). For a better understanding of the variation in the net financial position achieved during

the first three months of 2013, refer to the financial report for the period.

As required by the Consob communication No. DEM/6064293 of 28/07/2006, the net financial

debt at 31/03/2013 and 31/12/2012 is shown in the following table, determined with the

indicated criteria in the CESR (Committee of European Securities Regulators) Recommendations

of 10/02/2005 "Recommendations for the uniform activation of the European Commission

Regulation on Information Sheets" and quoted by Consob itself.

March 31, 2013 December 31, 2012 Variations

A CASH 18.515 24.459 (5.944)

B OTHER CASH ON HAND - - -

C SECURITIES HELD FOR NEGOTIATION - - -

D CASH ON HAND (A+B+C) 18.515 24.459 (5.944)

E CURRENT FINANCIAL RECEIVABLES 450 4.740 (4.290)

F CURRENT BANK PAYABLES 17.347 15.981 1.366

G CURRENT PART OF NON-CURRENT INDEBTEDNESS 38.895 39.574 (679)

H OTHER CURRENT FINANCIAL PAYABLES 810 958 (148)

I CURRENT FINANCIAL INDEBTEDNESS (F+G+H) 57.052 56.513 539

J NET CURRENT FINANCIAL INDEBTEDNESS (I-D-E) 38.087 27.314 10.773

K NON-CURRENT BANK PAYABLES 90.457 96.471 (6.014)

L BOND ISSUED - - -

M OTHER NON-CURRENT FINANCIAL PAYABLES 2.494 2.494 -

N NON-CURRENT FINANCIAL INDEBTEDNESS (K+L+M) 92.951 98.965 (6.014)

O NET FINANCIAL INDEBTEDNESS (J+N) 131.038 126.279 4.759

Values expressed in thousand Euro

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PRIMA INDUSTRIE 36

LIQUIDITY

For more detail on the related liquid availability, see the Consolidated Financial Report.

CURRENT FINANCIAL RECEIVABLES

Other Financial Receivables amounted to 450 thousand Euro and refer to the outstanding

receivables from the majority shareholder of WUHAN HUAGONG UNITY of the JV Chinese SUP for

the sale of the 20% stake held by PRIMA INDUSTRIE SpA in JV Chinese, this credit is secured by an

escrow account.

BANK DEBT

The main debt included in the bank debt is the FINPOLAR Financing. This financing, which at

31/03/2013 amounts comprehensively to 121,941 thousand Euro, is subdivided as follows:

� Quota A: medium/long term financing of 20,907 thousand Euro (expiring in February 2015

with a six monthly payment at a constant percentage of capital);

� Quota B: medium/long term financing of 63,272 thousand Euro (expiring in February 2016

with a "bullet" repayment on expiry);

� Quota C1: medium/long term financing of 9,077 thousand Euro (expiring in February 2015

with a six monthly payment at a constant percentage of capital);

� Quota C2: Credit line for anticipated invoices (revolving) used on 31 March 2013 for 8,390

thousand Euro (the credit line is usable for a maximum comprehensive sum of 12,200

thousand Euro for the Group working capital requirements);

� Quota D: credit line for cash of 19,846 thousand Euro (of a maximum capital sum of 20

million Euro);

� on 31/03/2013 matured interest was recorded and not yet liquidated on all the quotas of

the FINPOLAR financing for a comprehensive sum on 449 thousand Euro.

The FINPOLAR financing is for 83,324 thousand Euro expiring beyond 12 months.

Please note that on 04/02/2013, the company has correctly paid the expiring instalment elating

to the FINPOLAR Financing equal to 7,468 thousand Euro, subdivided as follows:

� Capital sum quotas A to C1 for 5,123 thousand Euro;

� Interests for quotas A, B and D for 1,306 thousand Euro;

� Differential on the derivative for 1,039 thousand Euro.

Included in the non-current bank debits are also other bank financing for 864 thousand Euro and

the negative fair value of some derivative financial instruments (IRS - Interest Rate Swap) which

amount comprehensively to 6,269 thousand Euro. The main contracts are those stipulated by

PRIMA INDUSTRIE SpA, in partial cover for the risk of interest rates on the above mentioned

FINPOLAR Financing. The effectiveness test carried out on the covering derivative contracts

highlighted, on 31/03/2013, a report of substantial effectiveness and therefore, as even the

other requirements required by IAS 39 were complied with, they are accounted for using the

"hedge accounting" criterion. The financial instruments, for which the effectiveness test was not

carried out, considering their characteristics, were accounted for through the allocation of the

related fair value variations allocation in the profit and loss account.

Encompassed into the current bank debt (also considering the current part of the non-current

debt) are the FINPOLAR Financing for 38,617 thousand Euro, bank overdrafts for 15,058 thousand

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PRIMA INDUSTRIE 37

Euro, other bank financing for 2,263 thousand Euro and financial derivative instruments covering

the exchange risk (Currency Rate Swap) for 304 thousand Euro.

OTHER FINANCIAL PAYABLES

The Other financial payables amount comprehensively to 3,304 thousand Euro (of which 810

thousand are current).

The other financial payables encompass:

� payables for financial leasing for a sum equal to 2,800 thousand Euro (of which 541

thousand Euro are current);

� other financial payables for 504 thousand Euro (of which 269 thousand Euro are current);

these payables refer principally to subsidized ministerial loans.

MOVEMENT OF PAYABLES DUE TO BANKS AND FINANCING

The payables due to banks and the financing of the PRIMA INDUSTRIE Group on 31/03/2013 (not

including the derivatives fair value) are equal to 143,429 thousand Euro and during the first four

months of 2013, they have moved as shown in the following table.

PAYABLES TO BANKS AND BORROWINGS Euro thousand

Payables to banks and borrowings - current portion (December 31, 2012) 56.513

Payables to banks and borrowings - non current portion (December 31, 2012) 91.703

TOTAL TO BANKS AND BORROWINGS as at December 31, 2012 148.216

Change in consolidation area -

Stipulation of loans and borrowings (including banks overdrafts ) 228

Repayment of loans and borrowings (including bank overdrafts) (5.149)

Issuance/(repayment)of financial leases (3)

Exchange rate effect 137

TOTAL DEBTS Vs. BANKS AND BORROWINGS as at March 31, 2013 143.429

of which

Payables to banks and borrowings - current portion (March 31, 2013) 56.748

Payables to banks and borrowings - non-current portion (March 31, 2013) 86.681

TOTAL PAYABLES TO BANKS AND BORROWINGS as at March 31, 2013 143.429

NOTE 6.11 - NON CURRENT ASSETS DESTINED FOR WIND-UP

On 31/03/2013, the value of the non-current assets destined for wind-up is equal to 4,239

thousand Euro.

Non- current assets intended for disinvestment SUP Investments SNK Investments Real Property

Rivalta sul MincioTOTAL

Value at December 31, 2012 3.503.352 83.500 543.000 4.129.852

Currency adjustment 114.739 (5.681) - 109.058

Value at March 31, 2013 3.618.091 77.819 543.000 4.238.910

NOTE 6.12 – NET ASSETS

The net assets of the PRIMA INDUSTRIE Group are increased in comparison to the end of the

previous financial year by 606 thousand Euro. For more detail on the subject, see the movement

of net assets statement.

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NOTE 6.13 – BENEFITS TO EMPLOYEES

The heading Benefits to employees includes: � the Severance Indemnity (TFR) recognized by Italian companies for employees;

� a loyalty premium recognized by the Parent Company and by PRIMA ELECTRO for their

own employees;

� a pension fund recognized by PRIMA POWER GMBH and PRIMA POWER FRANCE Sarl for

their employees.

The table below compares the items in question, noting that starting from 01/01/2013 the

amended IAS 19 enters into force, to be applied retroactively (for more details, please see the

methodological note in the previous paragraph "ACCOUNTING STANDARDS")

Employees benefits December 31, 2012 Effects deriving from the

application of amended IAS 19

December 31, 2012

restated

Severance indemnity fund 5.677.403 359.257 6.036.660

Fidelity premium 1.399.821 192.821 1.592.642

TOTAL 7.077.224 552.078 7.629.302

Employees benefits March 31, 2013 December 31, 2012 restated

Severance indemnity fund 5.962.605 6.036.660

Fidelity premium 1.636.192 1.592.642

TOTAL 7.598.797 7.629.302

NOTE 6.14 – FISCAL LIABILITIES FOR DEFERRED TAXES

The fiscal liabilities for deferred taxes are equal to 10,014 thousand Euro, an increase compared

with the preceding financial year of 718 thousand Euro. It is noted that this heading includes

also fiscal liabilities for deferred taxes on the trademark, on relationships with clients and the

Cologna Veneta real estate deriving from the company merger of the FINN-POWER Group equal

to 6,402 thousand Euro.

NOTE 6.15 – PROVISIONS FOR LIABILITIES AND CHARGES

The provisions for liabilities and charges are equal to 10,577 thousand Euro and are decreased

compared with 31/12/2012 by 987 thousand Euro.

The most significant type is that relating to the Product Guarantee Fund. The guarantee fund

relates to the provisions for technical guarantee interventions on the group's products and is

considered appropriate in comparison to the guarantee costs which have to be provided for.

The non-current risks funds refer exclusively to the agent client indemnity fund and amount

comprehensively to 129 thousand Euro. The current risks funds mainly relate to product

warranties (8,545 thousand Euro, a decrease of 1,029 thousand Euro compared to 31/12/2012).

The other funds refer to legal procedures and other disputes; these funds represent the best

estimate by management of the liabilities which must be accounted for with reference to legal

proceedings occasioned during normal operational activity with regard to resellers, clients,

suppliers or public authorities and also legal proceedings relating to disputes with former

employees.

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PRIMA INDUSTRIE 39

NOTE 6.16 – TRADE RECEIVABLES, ACCOUNTS AND OTHER RECEIVABLES

The value of these payables has increased compared with 31/12/2012 by 1,809 thousand Euro. It

is recalled that the client accounts heading contains both the accounts on orders relating to

machines which have not yet been consigned, as well as those generated by the application of

the IAS 18 accounting principle relating to machines already consigned, but not yet accepted by

the end client and therefore not written into revenue. The Other payables heading encompasses

social security and welfare payables, payables due to employees, accruals and deferrals and

other minor payables.

For greater detail on the subject, see the table below.

Trade payables, advances and other payables March 31, 2013 December 31, 2012

Trade payables 68.764.731 72.403.779

Advances 21.109.056 16.991.891

Other payables 18.996.739 17.665.682

TOTAL 108.870.525 107.061.351

NOTE 6.17 – FISCAL LIABILITIES FOR CURRENT TAXES

The fiscal liabilities for current taxes on 31/03/2013 are equal to 4,908 thousand Euro, a

reduction of 2 thousand Euro compared with 31/12/2012.

NOTE 6.18 – NET INCOME FROM SALE OF SERVICES

The income from the sale of services have been increased and commented on at chapter 3 of

this document "Interim Report on Management" in the paragraph "Income and Profitability".

NOTE 6.19 – OTHER OPERATIONAL INCOME

The other operational income amounts to 803 Thousand Euro and refers principally to

contributions for research and development activity received by public bodies or following

cooperation with other industrial companies.

NOTE 6.20 – INCREASES DUE TO INTERNAL WORK

The increase is due to internal work on 31/03/2013 amount to 1,925 thousand Euro and refer

mainly to the capitalisation of new project development activity (1,824 thousand Euro), of which

the technical feasibility has been verified and the generation of probable future economic

benefits. The capitalised development activity has been carried out by the Parent Company, by

FINN-POWER OY, by FINN-POWER ITALIA, by PRIMA POWER LASERDYNE, by PRIMA ELECTRO SpA,

and by PRIMA ELECTRO NORTH AMERICA.

NOTE 6.21 – PERSONNEL COSTS

The personnel costs at 31/03/2013 is equal to 22,919 thousand Euro and shows an increase

compared with the corresponding period of the previous financial year of 358 thousand Euro.

NOTE 6.22 – AMMORTIZATION

The amortisation at 31/03/2013 is equal to 2,960 thousand Euro (of which 2,299 thousand Euro

are related to intangible fixed assets). It is opportune to highlight that the amortisation relating

to the trademark and relationships with clients ("customers list") amount to a comprehensive 752

thousand Euro, while those relating to development costs are equal to 1,244 thousand Euro.

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PRIMA INDUSTRIE 40

NOTE 6.23 – OTHER OPERATIONAL COSTS

The other operating costs for the first three months of 2013 amounted to 17,377 thousand Euro

compared with 17,417 thousand Euro at 31/03/2012.

NOTE 6.24 – FINANCIAL INCOME AND CHARGES

The financial management of the first three months of 2013 shows a negative result of 2,373

thousand Euro.

Financial Management March 31, 2013 March 31, 2012

Financial income 155.100 41.853

Financial costs (2.465.416) (1.948.707)

Net result deriving from transctions in foreign currency (62.892) (318.239)

TOTAL (2.373.208) (2.225.093)

The financial burdens relating to the FINPOLAR Financing sustained by PRIMA INDUSTRIE are

equal to 897 thousand Euro, while the financial burdens on the derivatives stipulated by the

group are equal to 779 thousand Euro.

NOTE 6.25 – CURRENT AND DEFERRED TAXES

The taxes on income for the first three months of 2013 show a net negative balance of 111

thousand Euro (of which IRAP (Regional income tax) is equal to 341 thousand Euro). The Group

recorded a tax credit amounting to 1,048 thousand Euro following the submission of claims for

IRES refund (IRAP deductions for IRES purposes for the years 2007-2011) in February 2013.

NOTE 6.26 – EARNINGS PER SHARE

(a) Earnings per share

The earnings per share is determined by dividing the profits attributable to the shareholders

from the Parent Company by the average number of shares in circulation during the period,

excluding ordinary shares bought by the Parent Company, held as own shares in portfolio.

During the first three months of 2013, the average shares in circulation is equal to 8,643,190;

therefore the earnings per share in the first three months of 2013 amounted to a loss of 0.09 per

share (as against a loss of 0.20 Euro per share compared with the first three months of 2012).

BASIC PROFIT PER SHARE March 31, 2013 March 31, 2012

Profit due to shareholders (Euro/000) (803) (1.752)

Weighted average number of ordinary shares 8.643.190 8.640.696

Basic profit per share (Euro) (0,09) (0,20)

(b) Diluted profits per share

The diluted profits per share is calculated by dividing the profits attributable to the shareholders

of the Parent Company by the considered average of shares in circulation, adjusted to take into

account the effects of all potential ordinary shares with dilutive effect.

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PRIMA INDUSTRIE 41

DILUTED RESULT PER SHARE March 31, 2013 March 31, 2012

Profit due to shareholders (Euro/000) (803) (1.752)

Weighted average number of ordinary shares 8.643.190 8.640.696

Corrected average number of ordinary shares 10.981.512 10.982.000

Diluted result per share (0,07) (0,16)

Those shares attached to stock option plans and to warrants which might be taken up before 16

December 2013 were considered as potential ordinary shares with dilutive effect.

In relation to the stock option plan, see the paragraph in this document specifically dedicated to

this topic.

The diluted profit per share reported in the financial statements is the same as the base profit,

as per IAS/IFRS accounting principles in the event that a situation of anti-dilution occurs (i.e.,

the loss arising from the dilutive calculation is less than the base loss).

NOTE 6.27 – INFORMATION SHEET ON CO-RELATED PARTIES

Transactions with co-related parties concern the relationships with strategic management and

the Board of Auditors.

OPERATIONS WITH ASSOCIATES STRATEGIC MANAGEMENT BOARD OF STATUTORY AUDITORS TOTAL

RECEIVABLES AS OF AL 01/01/2013 487.474 105.000 592.474

PAYABLES AS OF 31/03/2013 309.958 131.250 441.208

COSTS 01/01/2013 - 31/03/2013 332.689 26.250 358.939

VARIATIONS IN PAYABLES

01/01/2013 - 31/03/2013 (177.516) 26.250 (151.266) NOTE 6.28 – SECTOR INFORMATION SHEET

Attention is drawn to the fact that not all the data shown below are directly comparable with

those presented in chapters "3 – Interim Report on the Management of the Group" and "4 –

Economical Progress by Sector", given that the latter are expressed as gross of the inter-sector

parties.

Information sheet by sector of activity

The inter-sector returns have been determined on the basis of market prices.

The operational sectors of the group are the following two:

- PRIMA POWER

- PRIMA ELECTRO

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PRIMA INDUSTRIE 42

The principal sector details are supplied below.

Profit for segment March 31, 2013 PRIMA POWER PRIMA ELECTRO Not allocated items TOTAL

Total revenues for segment 60.833 15.888 - 76.721

(Inter-sectorial revenues) (14) (3.826) - (3.840)

Revenues 60.819 12.062 - 72.881

EBITDA 2.223 2.419 - 4.642

EBIT (239) 1.921 - 1.682

Net financial cost/income (2.179) (194) - (2.373)

Income/costs from affiliates and joint venture (1) - - (1)

Profit before taxes - - - (692)

Taxes - - (111) (111)

Net result - - - (803)

The EBIT and EBITDA values represented here are not directly reconcilable with those shown in Chapter 4 -

ECONOMICAL PROGRESS BY SECTOR, as they are presented net of inter-sector items.

Assets and liabilities for segment March 31, 2013 PRIMA POWER PRIMA ELECTRO Not allocated items TOTAL

Assets 277.800 62.188 31.868 371.856

Affiliates, J/V and other equity invesments(*)

3.812 462 - 4.274

Total Assets 281.612 62.650 31.868 376.130

Liabilities 109.935 17.111 164.925 291.971

Profits for segment March 31st, 2012 PRIMA POWER PRIMA ELECTRO Not allocated items TOTAL

Total revenues for segment 59.635 14.407 - 74.042

(Inter-sectorial revenues) (7) (4.167) - (4.174)

Ricavi 59.628 10.240 - 69.868

EBITDA 1.921 2.192 - 4.113

EBIT (204) 1.765 - 1.561

Net financial cost/income (1.843) (382) - (2.225)

Income/costs from affiliates and joint ventures (228) - - (228)

Profit before taxes - - - (892)

Taxes - - (860) (860)

Net Profit - - - (1.752)

Assets and liabilities for segment March 31st, 2012 PRIMA POWER PRIMA ELECTRO Not allocated items TOTAL

Assets 300.271 60.050 28.026 388.347

Affiliates, J/V and other equity investments 8.629 848 - 9.477

Total assets 308.900 60.898 28.026 397.824

Liabilities 124.473 21.000 174.872 320.345

Information sheet by geographic area

For details regarding the information on returns subdivided by geographical area, see the

information shown in chapter 3 "Interim Report on Management of the Group", in the paragraph

"Income and Profitability".

NOTE 6.29 – MANAGEMENT OF FINANCIAL RISKS

The financial instruments of the Group, aimed at financing the operational activity, include the

bank financing, the financial leasing contracts and factoring, the cash and short term bank

deposits. There are then other financial instruments, such as commercial payables and

receivables, deriving from the operational activity.

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PRIMA INDUSTRIE 43

The group has also carried out operations in derivatives, primarily "Interest Rate Swap – IRS"

contracts. The aim of these instruments is to manage the interest rate risks generated by the

Group operations and from their sources of financing.

The PRIMA INDUSTRIE Group is mainly exposed to the following categories of risk:

� Interest rate risk

� Exchange rate risk

� Credit risk

� Liquidity risk

The Group has adopted a specific policy with the aims of correctly managing the risks

mentioned, in order to safeguard its own activity and capacity to create value for shareholders

and for all the stakeholders. The objectives and politics of the Group for the management of

risks described above is detailed below.

Interest rate risk

The debit position towards the credit system and capital markets can be negotiated at a fixed or

variable rate.

Variations of interest rate in the market generate the following categories of risk:

� an increase in market interest rates exposes to the risk of greater financial burdens to be

paid on the quota of variable interest rate debits;

� a decrease in market interest rates exposes to the risk of excessive financial burdens to

be paid on the quota of fixed interest rate debits.

In particular, the strategies adopted by the Group to confront these risks are as follows:

� Interest Rate Management/Hedging

Exposure to interest rates is by nature structural, in that the net financial position generates net

financial burdens subject to the volatility of interest rates, according to the contractual

conditions established with the financing party.

Consequently, the identified strategy is of Management/Hedging and is confirmed by:

� Continuous monitoring to the exposure to interest rate risks;

� Hedging activity through derivative financial instruments.

Exchange rate risk

The debit position towards the banking system and the capital market, as well as towards other

creditors, can be expressed in one's own account currency (Euro), or in other currencies on

account.

In this case, the financial burden of the debit in currency is subject to the interest rate risks, not

of the European market, but of the market of the chosen currency.

The attitude and strategy to follow with regards to risk factors are determined by the plurality

of elements which concerned both the characteristics of the reference market and their impact

on the company balance sheet results.

Indeed, four possible strategic and distinctive areas for the operational management of

individual risk factors can be identified:

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� "Avoid" strategy (Avoidance)

� Acceptance

� Management/Hedging

� "Market intelligence" (Speculation)

In particular, the strategies primarily adopted by the Group to confront these risks are as

follows:

� Exchange Rate Management/Hedging

Exposure to exchange rate risks deriving from financial factors is currently contained, in that the

company does not take on financing in currency different from the Europe, with the exception of

some financing of the U.S. subsidiaries, for which the U.S. dollar is the reference currency.

In relation to the commercial transactions on the other hand, at Group level there exists a

certain exposure to exchange rate risk, in that the fluctuations of purchase in U.S. dollars

(substantially the only relevant accounting currency different from the Euro) of the Parent

Company PRIMA INDUSTRIE SpA, of FINN-POWER OY and of PRIMA ELECTRO SpA are not sufficient

to balance the fluctuations of sales carried out in U.S. dollars.

Nevertheless, the Group carries out monitoring to reduce such exchange risks even through the

use of covering instruments.

With regard to account currencies different from the U.S. dollar, which concern almost

exclusively some of the subsidiary companies which carry out sales and after sales service

activities, the risk management strategy is rather one of acceptance, both because they

normally deal with sums of modest value, and because of the difficulty of finding suitable

covering instruments.

Credit risk

The Group only deals with noted and trustworthy clients; furthermore, the amount of credit is

monitored during the financial year so that the sum exposed to losses is not significant.

To this end, with regards to PRIMA INDUSTRIE, a function of Group of credit management has

recently been put in place.

It is noted that part of the credit towards clients are transferred through factoring operations.

There are no significant concentrations of credit risk within the Group.

The financial activities are shown in the balance sheet net of the devaluation calculated on the

basis of risk of non-fulfilment by the counter party, determined in consideration of the

information available on the solvency of the client and eventually considering historical data.

In compliance with the CONSOB DEM/RM 11070007 communication of August 5, 2011, we inform

that the PRIMA INDUSTRIE Group Holds no bonds issued by central and local governments nor by

government bodies, and has certainly not granted loans to these institutions.

Liquidity risk

The liquidity risk represents the risk that the financial resources are not sufficient to fund the

financial and commercial obligations within the pre-established periods and due dates.

The risk of liquidity to which the group is subject may emerge from late payments on its sales

and more generally from the difficulty of obtaining financing to support operational activities in

the time necessary. The cash flows, the financing needs and the liquidity of the group companies

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PRIMA INDUSTRIE 45

are monitored or managed centrally under the control of the Group Treasury, with the aims of

guaranteeing effective and efficient management of financial resources.

The Group operates with the aims of carrying out collection operations on the various financial

markets with varied techniques, with the aims of guaranteeing a correct level of liquidity

whether current or prospective. The strategic aim is to ensure that at any moment of the group

has sufficient credit lines to service financial due dates over the following twelve months.

The current difficult market environment whether operational or financial requires particular

attention to the management of liquidity risks and, in this sense, particular attention is given to

those actions aimed at generating financial resources through operational management and the

maintenance of an adequate level of available liquidity.

Therefore, the group has arranged to confront the requirements emerging from financial payable

due dates and from the investments, through the fluctuations caused by operational

management, available liquidity, use of credit lines, the renewing of bank loans and eventual

recourse to other forms of provision of a non-ordinary nature.

NOTE 6.30 – SUBSEQUENT EVENTS

Factors subsequent to the reference date of the Interim Management Report which, if not

previously noted, would have incurred an adjustment to the relevant values, have not been

noticed.

Signature of the authorized governing body

_____________________________

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PRIMA INDUSTRIE 46

CERTIFICATION OF THE CONSOLIDATED FINANCIAL STATEMENTS AT 31/03/2013

Declaration pursuant to article 154-bis, paragraph 2 of Part IV, Title III, Chapter II, Section

V bis of Legislative Decree of February 24, 1998, no. 58: Consolidated Law on Financial

Intermediation, pursuant to Articles 8 and 21 of the Law of February 6, 1996, No. 52.

The manager responsible for preparing the company accounting documents of the PRIMA

INDUSTRIE Group, Massimo Ratti, declares, in accordance with the provisions of the second

paragraph of Art. 154 bis, Part IV, Title III, Chapter II, Section V bis of Legislative Decree of

February 24, 1998, No. 58, that the accounting information contained in this Interim Financial

Report corresponds to the document results, books and accounting records.