D&R S.r.l. Business Consultants

D&R S.r.l. Business Consultants

D&R scope of services D&R S.r.l. helps its clients to generate measurable results that increase their revenues and profits by developing winning strategies, driving growth, innovation and profitability. D&R provides the highest quality advice, counsel and marketing services. Our years of assistance to major aerospace companies, airlines, oil & energy corporations and multi-utility companies allow us to match the high standards required and exceed them. D&R s broad scope of services help its customers to define and implement the guidelines for their growth by means of: the expertise of its partners the execution capabilities of its management its network of connections with industries best practices to define marketing, product and organizational strategy development. 2

About D&R D&R Business Consultants was founded in 2010 through incorporatiing Aerbiz S.r.l. a consulting company founded in 2005 - with the intent to provide support to International aerospace, financial companies and multiutilities willing to explore new business opportunities in the Italian market. In three years, D&Rs staff on the lagacy pf Aerbiz - has created the basis to allow the company to expand its range of activities in other businesses by providing cutting-edge decision support services that help its clients make critical decisions with greater speed, insight and accuracy. With a wide range of successful consulting engagements, D&R has established a strong track record of supporting clients in multiple growth phases and in different industries: Aerospace & defence Oil & energy Transportation & automotive Marketing & communication 3

D&R business platform D&R s current organization is based on one area of general management consulting, along with two units specifically dedicated to support its multiutilities and oil/energy clients. For each consulting project, D&R creates a project team with an appropriate mix between technical and business professionals, with various skills and qualifications (senior level consultants and analysts, industry experts etc.), on the principle that our clients are best served by a team of carefully selected and devoted professionals. Under this team building philosophy, each professional consultant provide a mature set of skills to the assigned project. Management consulting Marketing & communication Multiutilities D&R Oil & energy 4

D&R business practice D&R management combines capabilities and expertise of reputed professionals with long experience and in-depth knowledge of International business practice. D&R provides a range of business strategy consulting services which help its clients achieve market leadership positions for their core products and services. We have developed the unique expertise to guide clients in identifying, exploiting and implementing potential market strategy, market leadership strategies and product assessment. We deliver business intelligence to senior level executives, by providing them a full spectrum of custom-tailored services: Market Analysis Capital Investment Opportunity Screening Risk Assessment Growth Strategy Organization consulting Value Management 5

Market analysis D&R provides its customers with accurate and timely information to support their decisions in determining new market opportunities, penetration strategies and development by means of its: Knowledge Relationship Partnership Experience Critical to success in the market is knowledge of its trends, product mix shifts, customer needs and effective market strategies. Our continuous networking with customers, suppliers and competitors creates complete visibility across the whole value chain of business thus helping our customers make confident critical decisions. By means of our market analysis technique, we carefully define the size of a particular industry and describe its historic profitability; we provide information about the stage of products life cycle (i.e. rapid growth, mature, etc.) advising on barriers to entry/easy of similar products. In addition, we support our clients to identify the dominant players in the industry, assess the relevant market share and provide data on current price levels of competitive products. 6

Capital investment analysis Capital investment analysis involving new opportunities in a capital intensive business is the most important decision undertaken by the managers. These decisions involve the commitment of large sums of money, and they will affect the business over a number of years. Furthermore, the funding of capital items usually occur in a relatively short time, whereas the income or benefits accrue over time. Because the benefits are based on future events and the ability to foresee the future is imperfect, D&R helps its clients to make to evaluate investment alternatives as thoroughly as possible. D&R helps its clients to select investments that will improve the financial performance of the business involving two fundamental tasks: Economic profitability To assess whether the investment will contribute to the long run profits of the business Financial feasibility To assess whether the investment will generate sufficient cash income to make the payments on borrowed funds 7

Opportunity screening Developing a sufficiently detailed understanding of which markets offer the greatest opportunity and whether that opportunity is sustainable can be a complex task. Many factors must be considered, such as product constraints, market size, market potential and competition. Additionally, shifting trends which open or close potential market opportunities must be fully assessed. D&R has developed models and market assessment tools to support screening, evaluation and prioritization processes able to identify the best opportunities by conducting the following analysis: Industry analysis Dynamics, problems, and opportunities driving the industry Product delivery Marketplace analysis Description of the products and/or services currently being sold in the industry Understanding the dynamics, problems, and opportunities driving the marketplace 8

Risk assessment In a capital intensive and highly competitive business given the amount of investment required - some decisions are more significant than others and can make the difference between a successful program and one which only reaches a limited number of customers. When introducing new products there are four primary risks to be considered: Product risk Market risk Business risk Financial risk D&R can help its clients to face questions regarding product, investment, management and risk by identifying and developing plans to reduce or eliminate operation s uncertainties in global marketplace. 9

Growth strategy D&R supports customers to create basis for growth, providing clear understanding of added value, market forces, competitive landscaping and industry attractiveness. We conduct indipendent evaluations of the current market conditions and need for new products within their potential markets. As result of our researches, we provide strategic insights and road map for success and sustained growth in the potential markets. We help our customer answer the following strategic questions: What will be your winning strategies? What strategic capabilities you can leverage? What will be your competitive differentiation required to enter into a new market? Do you have the technology or infrastructure to reach customers? 10

Organization consulting D&R provides professional service that assists its clients in evaluating and possibly restructuring their current organization in order to design and establish a corporate working structure that is likely to support the goals of the company. D&R s philosophy on organization consulting is to make the best use of all resources available, by organizing them in the most logical and advantageous structural organization, ultimately coming up with a plan to improve the function of the company. The process can address the overall operations of the business (i.e. policies and procedures that govern and support functions of the organization) or focus on specific aspects (i.e. evaluations of the management team and its effectiveness); in all cases, D&R will attempt to identify strengths within the system while also uncovering any inherent weaknesses in the current operation of the corporation. D&R approach to organization consulting develops along the following path: Assessment of current organization Identification of design improvements Talent review and new organization design Human resources capability building 11

Value based management Value Based Management is the management approach that enables and supports maximum value creation in organizations. Building on its industry and market knowledge, extensive industry database and familiarity with key industry players, D&R assists clients in understanding the dynamics and underlying forces in the markets to provide business intelligence that allows clients to accurately assess their competitive position and formulate strategic options that will create increased value. We are able to uniquely offer benchmarked analysis that provides clients with clear insights and support in the development of their value maximizing strategy in the industry: Creating value How the company can increase or generate maximum future value Managing for value Governance, change management, organizational culture, communication, leadership Measuring value Corporate purpose can either be economic (Shareholder Value) or aimed at other constituents (Stakeholder Value) 12

D&R project accomplishments Since its inception, D&R has supported, protected the interest and provided industrial assistance to many demanding international customers. Here are a few glowing examples of Advisory and consulting projects we executed: Customer A: Italian blue chip multi-utility. D&R has been appointed as sole advisor for setting up the agreement with the world leader company in energy production and trading, aiming to break up a seven year old joint venture. D&R set up the industrial frame of the agreement and successfully closed the deal. Customer B: International jet aircraft manufacturer. D&R supported this important client in supplying information regarding prospective customers as well as in identifying new business opportunities aimed to enlarge its commercial and industrial activities in Italy. To such extent, D&R has assisted in understanding possible evolutions of airlines fleet planning and acquisitions, recapitalizations, merges and alliances. 13

Customer C: Italian oil company. D&R has assisted this client in the definition of a strategic industrial plan aimed to create the conditions for a swift turnaround of its current market and financial situation as well as to pave the way to new business opportunities and market openings. The range of activities also comprised the definition of a new organization and a revised business model. Customer D: International European airline. D&R assisted this airline in its attempt to renew part of its fleet with modern equipment. At such purpose, it was requested to enter in direct negotiations with major aircraft manufacturers for the acquisitions of a certain number of regional jets. Customer E: blue chip Italian multiutility. D&R has provided consulting services to this client by conducting plant assessment, financial and value chain analysis to identify new market opportunities and enlarge its customers base. Customer F: regional jet manufacturer. D&R has provided support to this client in assessing market potentiality for derivatives of existing types and possible design improvements required by financial institutions and airlines. 14

Customer G: blue chip investment bank. D&R assisted the client in mastering a business plan for the turnaround of an incumbent industry, in light of a possible purchase by a group of investors. The project included the assessment of the required capital, the acquisition of the relevant resources and the definition of the company business plan Customer H: management consulting company. D&R helped this client in verifying that the criteria applied by a third party to assess if the asset value of an incumbent company was righteous and fair. At such purpose, D&R reviewed also samples of technical records of the company assets to established that they were kept in accordance with industry standard and provided a market estimate of each single asset. Customer I: International leasing company. D&R assisted its client in acquiring some regional jet aircraft directly from the manufacturer for further lease to an airline. The consulting works also extended to the assessment of the best debt/equity ratio and to the search of equity. Customer J: venture capital fund. D&R assisted its client in the acquisition of ten 150 seater aircraft for subsequent sale and lease back, and helped to negotiate the relevant financial and technical terms. 15

Customer K: Irish leasing company. D&R has officially represented this client in Italy from January 2006 through December 2008. During this period, D&R has protected its client s interests with regard to the leased asset by continuously monitoring the obligations of the customers with respect to the contracts in place (payment of rentals and MR s, regular maintenance, etc ) and providing timely reports on its financial/organizational status. Customer L: regional airline. D&R assisted in the acquisition of some aircraft - by negotiating the most favourable terms and conditions - and in the development of the airline s strategic plan. Customer M: blue chip aerospace leasing company. D&R provided continuous assistance in monitoring the aviation market in Europe through regular written reports which provided information on the company s portfolio risks and opportunities. D&R support also included the collection of technical records relevant to aircraft owned by the customer and grounded by lessees in as is conditions following events of bankruptcy. Customer N: blue chip consulting company. D&R assessed selection criteria of the regional jet market arena aiming to establish design parameters of a new 100 seat aircraft (including its operating performance, cabin dimensions, after sale product support, in flight reliability etc.). 16

D&R executive team Valentino D Addario - Partner Valentino earned a degree in Economics and a major at the IMF. He started his career as a journalist at the Italian financial newspaper Milano Finanza, later becoming its bureau manager in Rome. In 1993 he moved to Il Mattino as its correspondent in Washington, D.C. In 1995 he joins the cabinet of the Italian Ministry of Finance and in 1996 AirOne as its Managing Director. In such position, he establishes the Irish lessor company Challey Limited, becoming its Managing Director. In 2005 he is CEO of Camuzzi Editoriale SpA. In 2006 he becomes partner of MBS Consulting in charge of M&A and Corporate Strategies. Paolo Rubino Partner Paolo started his career at the University of Florence as Assistant Professor of International Law of Economic Organizations. In 1987 he joined Alitalia and became Director of Marketing in 1991. From 1995 to 1998 he moved to AirOne and was in charge of the overall start of the new airline. Back to Alitalia in 1999, he was appointed Managing Director for North America and based in New York. From 2001 to 2004 he held the position of Managing Director of the Passenger Division. 17

Gennaro Tocci Advisor Gennaro owns a degree in Aerospace Engineering and started his career at Alenia. In 1989 he joined the Aircraft Evaluation and Fleet Planning team of Alitalia. In 1999 he became VP Fleet Management, in charge of the identification of aircraft for investment by the company and relevant projects of structured finance. He negotiated acquisition and sales of aircraft as long as sale and lease back transactions of many of them. In 2008 he joined Aergo Capital as VP Marketing and from 2009 to end 2010 was a consultant for Superjet International with responsibility of sales in Europe. In 2011-2012 he worked on projects with the Italian multiutility company ACEA S.p.A. and in the turnaround plan of Compagnia Italpetroli. He s current a consultant with the US leasing company Pearl Aircraft Corporation. Vladimiro Voinich Advisor Vladimiro owns a degree in Economics and started his career as a financial analyst at Autostrade SpA. In 1990 he joined the financial department of Alitalia with the responsibility of medium/long term debt and hedging. In 2000 he was appointed VP Finance and served in this position until January 2009. He has a sound experience in leasing, secured loans, credit cards contracts and hedging of financial risks (currency, interest and fuel) along with the management of a central multicurrency treasury department. During his career with the airline he has financed a large part of the carrier s fleet, advised about the most appropriate debt/equity ratio and dealt with financial institutions and ECAs. 18

Vincenzo Moccia Advisor Vincenzo owns a degree in Economics and started his career in 1982 as a financial analyst at Kinetics Technology International SpA. In 1985 he joined the financial department of Engelhard Spa. as responsible for treasure. In 1987 he was appointed CFO of Mercedes Benz Finanziaria and served in this position until 1991. From 1991 to 1996 He held several position at American Express. In 1996 he moved to Bulgari Spa where he covered the role of Strategic Business Planning Director, Supply Chain Senior Director and General Manager. In 2001 He was appointed Italy District Manager at Gucci Spa and later General Manager at Dior Italia. In 2005 he started his experience in the yachting business as Sales & Marketing and Communication Director at Baglietto Group. In 2007 He moved to Azimut Benetti Group as Sales & Marketing and Communication Director and later became CEO of Leopard Yachts in late 2009. In 2012 he started his own company MV Yachting Srl 19

Riccardo Santoro Advisor Riccardo owns a degree in Economics earned at University of Rome Tor Vergata. In 2004 he established his own business as a certified accountant, gaining a particular experience in the field of firms evaluations. From early 2006 to mid 2008 he worked for Vilmar srl, a company active in the management of hotel resorts, acting in the field of financial planning and general administration and accounting. In 2008 he joined the start up airline Air Bee SpA, with the responsability of management control and fuel purchasing. In 2009 he moved to Aerbiz, with the purpose to enlarge Aerbiz' skills in the management of industrial processes. Since then, he has proficiently worked on key customers projects, namely the Italian multiutility company Acea S.p.A. in Rome and three private owned oil and gas ventures in the USA, (Texas, Oklahoma and Kentucky). 20

D&R s.r.l. 26, Piazza di Pietra 00186 Rome (Italy) 21