Giving shape to design. Frankfurt, November 14 th, 2000

Giving shape to design Frankfurt, November 14 th, 2000

1 Massimo PROSDOCIMI Banca Commerciale Italiana Giuseppe MORFINO President Offer structure Group Profile Luigi VISCONTI Managing Director Market and strategies Giorgio FASSIO Financial Manager Financial data Giuseppe MORFINO President Conclusions Agenda

2 Offer Structure Massimo PROSDOCIMI Banca Commerciale Italiana

3 Size of the offer 1,200,000 ordinary shares (25.5 % company capital post-offer) + greenshoe (120,000 shares) Shares offered 1,200,000 newly-issued shares greenshoe is put on the market by Mr. Morfino Listing Milan, Nuovo Mercato Tranches Private placement (Italian/foreign): max 65% Public offering (Italy only): min 35% Lock-up 12 months for current shareholders - 80% (in addition to further agreed commitments made by current shareholders to the Company and the Sponsor) Offer Structure

4 Pre-offering company share capital: 3.5 million shares Luigi Visconti 2.55% others 7.70% 70% Giuseppe Morfino 89.75% Pre-offering Shareholders

5 Post-offering company capital: 4.7 million shares others 5.75% market 25.53% 53% Luigi Visconti 1.89% Giuseppe Morfino 66.83% * pre-greenshoe, equal to 120,000 shares (10% of the Global offer) Post-offering Shareholders

6 November, 13-17 Roadshow (Italy + abroad) November, 20-21 Pubblic offering November, 13-21 Book building Period November, 22 Pricing and allocation November, 27 Allotment and payment Preliminary Timetable

7 Global co-ordinator BANCA COMMERCIALE ITALIANA Lead manager and Bookrunner for the private placement BANCA COMMERCIALE ITALIANA Lead manager, Sponsor and Specialist BANCA COMMERCIALE ITALIANA Members of the Consortium

8 Group Profile Giuseppe MORFINO President

9 The Fidia mission PHIDIAS Artemis, the Parthenon (detail) Acropolis Museum, Athens Giving shape to design

10 1974 Founded by Morfino for the production of CNC 80 70 figures in billions lira Turnover the 80s International expansion Subsidiaries in US, Germany, Spain and France 60 50 late 80s the 90s Development of the first high-speed milling system Acquisition of Cortini Development of CAM sw Subsidiaries in China C and Brasil Acquisition of SITRA Srl Acquisition ion of SIMAV SpA 1996 Certification ion UNI EN ISO 9001 Company milestones 40 30 20 10 0 1974 1976 1978 1980 1982 1984 1986 1988 1990 1992 1994 1996 1998 1999

11 1974-1982 1983-1990 1986-1998 1989-1998 dal 1997 dal 2000 Evolving history of the CNCs

12 esterday : copymilling machines

13 Today: high-speed milling systems

14 The Fidia Group is a world leader in the design, manufacturing and marketing of numerical control and high-speed milling systems for the production of complex forms mainly for the tools & dies and moulds industry. The company operates in three business lines: numerical controls for milling systems high-speed milling systems CAM software Computer Aided Manufacturing A strong background of technical competence allows the Group to offer customized solutions. Lines of development

17 FIDIA S.p.A. CORTINI SpA 100% 100% SIMAV SpA 73% SITRA AUTOMAZIONE Srl 27% FIDIA GmbH Germany FIDIA Co United States 100% 100% founder partners FIDIA Iberica Spain 99.99% FIDIA do Brasil Brazil 99.75% 6.81% FIDIA Sarl France 93.19% local partners 8% Beijing FIDIA China 92% Structure of the Group

18 Subsidiaries Agents Service centres The Fidia Group in Europe...

19 Subsidiaries Agents Service centres and in the world

20 Fidia main customers

23 Market and strategies Luigi VISCONTI Managing Director

24 The global moulds and dies market 70000 max forecast min forecast figures in billions lira 60000 50000 40000 CAGR = 8.7% CAGR = 4.4% 30000 1998 1999 2000 2001 2002 2003 Source: 1998 ISTMA data, 1999-2000 STEP model, 2001-2003 STEP forecasts The moulds and dies industry

25 Mould and die production offers sustained rates of growth for the following reasons: increasing range of industrial products manufactured with moulds, tools & dies a progressive reduction of product life the strong development in China, Brazil and Mexico ed others emerging market places Sustained growth is also encouraged by industrial diversification which lessens the impact of instabilities tied to the economic cycle High growth rates

26 leadership in the higher added value segment of the value chain a consolidated presence in a market niche with high barriers to entry sophisticated, taylor-made and verticallyintegrated systems: CAM, CNC, HSC revenues from every stage of the product s life cycle (training, maintenance, retrofitting) average prices considerably higher than the market average Market position of the group

27 Market estimate 2000 20% CAGR High-speed milling systems 17% 10% high-speed milling systems 10% 13% 15,000 20,000 billions lira 2000 2003 Source: STEP model, Turin, July 2000 Fidia market

28 The high growth-rate of high-speed milling systems is explained by... ECONOMIC REASONS reduced production time for mould finishing: Time To Market reduction significant savings on labour costs for manual finishing operations product quality increase with reduction of mistakes and modifications HIGH-SPEED MILLING RESULTS FROM TECHNOLOGY AND BUSINESS OPPORTUNITIES Growth of the HIGH-SPEED milling market

29 The high growth-rate of high-speed milling systems is explained by... TECHNICAL FACTORS the availability of high-revolution and reliable electrospindles the availability of high-frequency and high-performance converters high-speed and extremely accurate numerical controls high-precision gauging equipment for tool checking HIGH-SPEED MILLING RESULTS FROM TECHNOLOGY AND BUSINESS OPPORTUNITIES Growth of the HIGH-SPEED milling market

30 Fidia success points: one of the first companies to introduce highspeed milling complete product range fully-integrated technology customized solutions 45 40 35 30 25 20 15 10 5 0 figures in billions lira 35.1 28.3 CAGR = 18% 1997 1998 1999 valori in milioni di lire ed in % 39.2 The increase of milling system turnover

31 figures in billions lira 1997 1998 1999 30 25 20 15 10 5 0 ITALY D SP/P F/B RPC BR USA/C others eographical sales breakdown

32 The Group consistently invests in R&D activities: Value in million lira 1998 1999 1 st Half 2000 Sales 66,958 72,694 37,533 R&S costs 4,958 5,594 2,882 % 7.4 7.7 7.7 in addition to researchers and external consultants, a team of over 40- people is full-time engaged over R&D collaborating with European Research Centres and leading industrial companies, the Group is engaged in: 12 projects financed by European Community ESPRIT, BRITE-EURAM, GROWTH Programs 4 projects financed by MURST Ministero dell Università e della Ricerca Scientifica e Tecnologica Continuous investments in R&D

33 Market and strategies Luigi VISCONTI Managing Director

34 Acquisitions of small- and medium-sized companies, with a view to strengthening the group s structures and increasing its presence in international markets Expansion of the group s product lines to offer customers a wider range of software products Continuous expansion in foreign markets, particularly in those regarded as high-growth markets such as the US and Canada, China and Brazil Further development of sales channels, by strengthening overseas offices and supporting the agent network Continuing significant investment in Research & Development, and partnerships with national and foreign research centres Market and strategies

35 New acquisitions Capital Expenditure Product Development Sales Network Development Use of proceeds

36 Financial Data Giorgio FASSIO Finance Director

37 1997 1998 1999 1st half 1999 1st half 2000 figures Proceeds of sale Production value billions lira % billions lira % billions lira % billions lira % billions lira 60.5 97.2 67.0 95.7 72.7 94.2 33.9 90.4 37.5 89.7 62.3 100 69.9 100 77.2 100 37.5 100 41.8 100 % EBITDA 3.9 6.2 7.0 10.0 12.8 16.6 5.5 14.7 8.1 19.3 Operating result Pre-tax profits 1.6 2.6 4.4 6.3 9.0 11.7 4.0 10.7 6.5 15.5 0.4 0.7 2.1 3.0 8.3 10.8 3.5 9.3 7.2 17.1 Net profits 0.09 0.1 0.2 0.3 4.4 5.7 1.9* 5.0 3.9* 9.3 * calculated on the basis of a tax rate of 46% Profit & loss statement

38 billions lira 90 80 70 60 50 40 30 20 10 0 77,198 69,949 62,314 CAGR = 11.3% 37,454 41,786 CAGR = 11.6% 1997 1998 1999 1st half 1999 1st half 2000 Increasing production value

39 billions lira evolution of EBITDA 14 19.3% 12 10 16.6% 14.6% 8 10.1% 6 4 2 6.3% CAGR = 82% CAGR = 48% 0 1997 1998 1999 1st half CAGR 1997/1999 = 82% 1999 1st half 2000 Income data

40 billions lira 10 9 8 evolution of EBIT 15.5% 7 6 11.7% 10.6% 5 4 3 6.4% 2 1 2.6% CAGR = 134% CAGR = 63% 0 1997 1998 1999 CAGR 1997/1999 = 134% 1st half 1999 1st half 2000 Income data

41 billions lira 9 8 7 evolution of pre-tax profits 17.1% 6 5 4 10.8% 9.4% 3 2 3.0% CAGR = 106% 1 0 0.7% CAGR = 356% 1997 1998 1999 * net profits are calculated on the basis of a tax rate of 46% 1st Half 1st Half 1999 2000 CAGR 1997/1999 = 356% Income data

42 billions lira 9 8 evolution of Cash Flow 13.3% 7 10.7% 6 9.1% 5 4 3 2 1 0 3.7% CAGR = 89% 4.0% CAGR = 62% 1997 1998 1999 1st half * net profits are calculated on the basis of a tax rate of 46% 1999 (*) 1st half 2000 (*) CAGR 1997/1999 = 89% Income data

43 figures in billions lira 1997 1998 1999 1st half 1999 1st half 2000 Net fixed assets 7.8 7.3 7.3 7.5 7.5 Net working capital 25.4 23.1 17.9 22.3 19.8 Other assets 0.2 0.4 0.4 0.4 0.4 TOTAL NET ASSETS 33.5 30.8 25.6 30.2 27.7 Net financial indebtedment Other liabilities & staff leaving indemnities 18.2 17.1 6.0 13.9 3.6 6.4 4.9 5.6 5.4 5.7 Net equity 8.9 8.8 14.0 10.9* 18.4* TOTAL LIABILITIES & NET EQUITY Average number of group employees 33.5 30.8 25.6 30.2 27.7 267 267 270 270 275 * profits are calculated on the basis of a tax rate of 46% Balance sheet

44 Growth with low working capital losses: reduction in lead time increase in contractual power 120 124 106 107 110 124 146 80 85 79 71 73 collection time payment terms inventory turnover 1997 1998 1999 June 2000 Working capital policy

45 Conclusions Giuseppe MORFINO President

46 RESEARCH &DEVELOPMENT MARGINS PRODUCT INNOVATION TRADE MARK CUSTOMER BASE INTERNATIONAL IONAL MARKETS Fidia success loop

47 to become the Number 1 in the production of systems for milling of complex forms to use a stock option plan in order to attract and motivate key-personnel to grow by generating cash and keeping a tight control on the working capital Targets

48 Fidia is listing itself to grow, mainly in software and electronic products Fidia operates in a high-tech niche market which offers rates of growth over the next three years of between 13-17% per annum On the 30 th June 2000, EBITDA was close to 20% of the value of production Fidia relies on more than 5,000 installed systems and 2,500 customers Conclusions

49 Giving shape to design Frankfurt, November 14 th, 2000