Investor Meeting. Dott. Renato Ravanelli. Milan, November 19 th Chief Executive Officer

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1 Investor Meeting Milan, November 19 th 2015 Dott. Renato Ravanelli Chief Executive Officer 1

2 Table of Contents 1. F2i SGR SpA Shareholding Structure and Governance Fund I and Fund II: Domestic and International Investors 2. The Portfolio Companies General Overview of the Portfolio Performance of the Funds over the Years 3. The Investment Strategy Value Approach and Economic Environment Active Portfolio Management: Selected Case Studies Add on Investments and New Opportunities 2

3 F2i SGR: the Management Company Shareholders Participation % Cassa Depositi e Prestiti 14.01% F2i SGR SpA I Total Amount: 1,85 bn End of investment period: Feb 2015 (1) Total amount invested: 1,79 bn II Total Amount: 1,24 bn End of investment period: Jul 2018 Total amount invested: 0,43 bn Intesa Sanpaolo 14.01% Unicredit 14.01% ASF Como LP (Ardian) 8.40% Fondazione Cariplo 7.28% CIC 6.72% NPS 6.72% Inarcassa 6.33% Cassa Geometri 5.04% Fondazione CR Torino 3.36% Compagnia San Paolo 3.35% Fondazione CR Cuneo 2.52% Fondazione CR Lucca 2.24% Ente CR Firenze 2.23% Fondazione Banco di Sardegna 2.07% Fondazione Padova e Rovigo 0.85% Fondazione CR Forlì 0.85% Total % 3 1) Extended to Feb 2017 for add-on investments

4 Governance - Alignment of Interests with Investors Governing Bodies involved in the Investment Process SGR Investment Committee Board of Directors Funds Unit-holders Meeting Advisory Committee 0 Conflict Committee External Controlling Entities 4

5 Fund I and Fund II Investors Breakdown Total of 59 Investors I + II 5 Investors with a Commitment higher than 100 mln Average Sponsors Commitment : 75 mln Average Investors (Non Sponsors) Commitment : 40 mln Fund I + Fund II: investors breakdown for categories* Fund I: Investors breakdown for nationality* Total Asset under Management (Fund I + Fund II) equal to bn Sovereign Funds / International Pension Funds 8% Insurance Companies 7% Asset Managers 18% Banks 17% Banking Foundations 21% Europe 20% Italy 80% Pension Funds 21% Institutional Investors 8% Fund II: Investors breakdown for nationality* Asia 19% The success achieved by the First Fund allowed the management to attract new capital from European and Extra European Countries for the Second Fund Europe 22% Italy 59% 5 * C Quotes not included

6 6 Fund I and Fund II Investment Portfolio

7 F2i Portfolio: Key Aggregated Data* 7,500 employees 12 Operating Companies Capex 400 mln Investments in 8 different infrastructure sectors Aggregated Ebitda 1.0 bn Aggregated Revenues 2.3 bn 7 * Referred to FY 2014

8 The presence of F2i on the Italian territory F2i has an extensive presence throughout all the Italian territory Higher concentration 8

9 High Quality Assets under Management in Key Infrastructure Sectors Company Fund I Fund II Highlights Gas 2i Rete Gas 2 nd largest player in Italy Airports SEA, Gesac, Sagat 1 st largest airport network by passengers Telecoms Metroweb 1 st dark fiber provider in Italy Renewable Energy Intangible Networks Waste to Energy Water Alerion e HFV Edison Energie Speciali SIA TRM Mediterranea delle Acque Solar: 2 nd largest player in Italy Wind: 2 nd largest player in Italy 1 st Italian operator and major player in Europe 4 th WTE plant in Italy Opportunity to consolidate a highly fragmented market Toll roads Infracis Entry-point in a core infrastructure sector 9

10 Strong track record of F2i I I Delivering 4-6% annual dividend yield and 12-15% expected gross returns (IRR) Distributions enabled the offset of management fees since 2010 Portfolio returns at 1.6x of the total amount drawn As of 30/06/2015 ( mln) Dividend yield Year Gross Net x % 10.9% 1.8% 4.8% 4.1% Only from disposals % 4.5% % 6.0% % 4.9% Total Capitale amount richiamato drawn (1) Total Total Value Value (2) Drawn-downs for investments in portfolio Drawn-downs for investments disposed Fair Value of investments in portfolio Dividends Proceeds from disposals 10 (1) Drawn-downs (excluding transaction costs, management fees and other costs) for all the investments (in portfolio and disposed) (2) «Proceeds from disposals» includes the sale of 49% of F2i Aeroporti, as well as the sale of Interporto Rivalta Scrivia and Enel Stoccaggi

11 F2i II: quick start and good results II Management fees already covered by dividend stream from portfolio companies First dividend distribution to the investors in August 2015 Portfolio returns at 1.4x of the total amount drawn Fair Value of some participated companies still considered equal to the historical cost As of 30/06/2015 ( mln) x Dividend yield Year Gross Net % n.a % 3.9% Total Capitale amount richiamato drawn (1) Total Total Value Value Drawn-downs for investments in portfolio Fair value of investments in portfolio Dividends 11 (1) Drawn-downs (excluding transaction costs, management fees and other costs) for all the investments (in portfolio and disposed)

12 Well Positioned in Favorable Economic Environment Political effort to privatize and consolidate key infrastructure sectors, including transport, electricity, gas, waste management, water and sewage Stability of tariff systems granted by Italian Authority for Electricity, Gas and Water, highly regarded internationally Current F2i portfolio as consolidated platform for new add-on investments in core infrastructure segments Interesting investment opportunities expected to come up shortly in other core infrastructure sectors 12

13 Value Approach in a Focused Investment Strategy F2i s goals and objectives Undertaken activities Deliver stable yield with inflation protection Selected Investments High-quality brownfield Regulated or quasi-regulated sectors Cash positive assets Active strategic guidance for value creation Portfolio Management Consolidation of fragmented sectors Maximize efficiency, service quality, financial performance and growth 13

14 Active Portfolio Management: 2iReteGas 2009 First acquisition 2.2 million of clients 2010 Second acquisition +0.6 million of clients 2 nd largest player in Italy N. 3.8 million clients 57,237 km pipeline network Third acquisition +1.0 million of clients ENEL Rete Gas E.ON Rete G6 Rete Gas Merger and reorganisation of 3 companies Credit rating and bond re-financing Value Creation Track Record (Fund I & Fund II) Amount Drawn to Investors 469 mln Dividends paid 289 mln Fair 764 mln Value Creation to Date 584 mln (+ 124%) 14

15 Active Portfolio Management: 2i Aeroporti 2010 and 2011 First acquisition (Naples) 4.4 mln pax per year TOR MXP BER LIN BOL 2011 and 2012 Second acquisition (Milan Qualified Minority) 36 mln pax per year First airport network in Italy Ca. 50 mln pax per year NAP 2013 and 2014 Majority stake Third acquisition (Turin) 9.5 mln pax per year Qualified minority stake Minority stake 2014 Value Creation Track Record (Fund I & Fund II) 2014 and 2015 Re-organisation of 3 companies under F2i Aeroporti and sale of 49% stake Amount Drawn to Investors Dividends paid Sale of 49% of F2i Aeroporti Fair 688 mln 59 mln 400 mln 573 mln Value Creation to Date 344 mln (+ 50%) 15

16 F2i Strategy: Add Ons and New Investment Opportunities Key Drivers New Sector of Interest for F2i Consolidation of the operators Infrastructure Development Privatizations Unbundling / Sector Restructuring Gas Distribution Integrated Water System Renewables Airports TLC Dark Fiber TLC Broadcasting Towers Toll Roads Local Utilities Healthcare: Infrastructures and Services Payment Services 16

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