Tisg, ‘Uncertainties regarding the company’s ability to continue as a going concern’

According to The Italian Sea Group, ‘significant uncertainties remain regarding the company’s ability to continue as a going concern, the resolution of which also depends on factors beyond the directors’ control, such as the success of the various initiatives underpinning the recovery plan. The directors, however, believe there is a reasonable expectation that the company will continue as a going concern for at least twelve months and have therefore prepared the consolidated financial statements as at 31 December 2025 on a going concern basis’. This is stated in the 2025 annual report, approved by the TISG board of directors late on Sunday evening.

The document also contains, ahead of the shareholders’ meeting scheduled for 30 September, a proposal to authorise the board to increase the share capital by 140 million euros through the issue of ordinary shares without a stated nominal value, with the power to resolve on thethe capital increase to be carried out by way of a rights issue to shareholders, or with the exclusion or restriction of subscription rights, including through contributions in kind, such as the conversion of receivables due from the company into capital; as well as a proposal to issue participatory financial instruments not constituting share capital, up to a maximum total value of 150 million, ‘in return for contributions in cash, in kind or in the form of receivables, including under agreements with creditors, excluding the granting of voting rights at the general meeting of shareholders’.

The group led by Giovanni Costantino is therefore attempting to tackle the serious crisis that struck it in 2026, making it clear, amongst other things, that at the time of the approval of the financial statements, it is engaged in ‘drawing up an economicand identifying the crisis management tool deemed most appropriate’ and that, nevertheless, this project ‘is still under development and it is therefore not possible to make definitive assessments regarding its content, the timing of its implementation and its ability to achieve the objectives pursued’. Consequently, the company ‘does not have sufficient information to make precise and reasonably reliable forecasts regarding the medium-term performance of its operations’.

The figures set out in black and white by Tisg – which the company attributes to ‘additional costs incurred in connection with work on ongoing contracts, partly due to operational inefficiencies and partly to misconduct on the part of managers who have left the company’ – are extremely negative. Total revenue stands at €295.1 million, down 27% from the €404.4 million recorded in 2024; EBITDA stands at -€99.2 million, down from €70.3 million as at 31 December 2024, “implying a negative profitability margin compared with 17.4 per cent in the previous financial year” and “all direct costs related to the production of vessels and refits” amounted to 393 million, an increase of 59 million compared with the previous financial year”.

EBIT stands at -141.2 million, compared with 57.7 million in the previous financial year, representing a negative margin on revenue, due to depreciation, impairment losses, provisions and capital losses totalling 42 million, which include the write-down of trade receivables of approximately 10 million and the write-down of the Perini brand for approximately 22 million; net profit stands at -170.9 million, down from 33.9 million in 2024. The net financial position is negative by 129.6 million, compared with that as at 31 December 2024, which was negative by 12.5 million.