SIGNIFICANT EVENTS IN THE 2022 FINANCIAL YEAR

2022 was marked by geopolitical factors that increased the market volatility that began during the year 2021.

Inflation is a global phenomenon, brought about by supply chain disruptions and the impact of the Russia-Ukraine conflict on the prices of food, energy and raw materials among others, with consequences for economies around the world. Note that the Group has no significant exposure in the areas affected by the conflict, as further detailed in Section 2.6.7.

Demand has been particularly strong, especially in the Agriculture sector where the Group holds a position of note. This context has forced everyone to approach situations differently, to ask some new questions and to question the status quo in order to adapt to the new context.

In 2022, actions aimed at integrating Comer Industries and Walterscheid Powertrain Group (hereinafter "WPG") began and are still ongoing. The two companies have long histories – 50 years for Comer, 100 for Walterscheid – and, as a result, established traditions need to be brought back to a common vision, respecting cultural differences.

On July 28, 2022 the deed of merger of the subsidiary WPG Holdco B.V. (non-operating parent company of WPG) into Comer Industries S.p.A. was signed, which had already been resolved by the Shareholders' Meeting of April 27, 2022. The transaction took effect on August 2, 2022 upon the registration of the deed of Merger with the relevant company register of Reggio Emilia. Moreover, this transaction did not have any accounting impact on the consolidated financial statements.

On December 6, 2022 the parent company Comer Industries S.p.A. purchased the shares representing 100% of the share capital of Walterscheid Monguelfo S.p.A. owned by the subsidiary Powertrain Services UK Ltd at a price of 19 million euros in order to pursue the goal of integrating and simplifying the entire Comer Industries Group (hereinafter the "Group") after the acquisition of WPG. This transaction did not have any accounting impact on the consolidated financial statements.