Group Overview

Chieti –September 2012

Agenda

2

1. TOTO Group Overview

2. BU Construction

3. BU Motorway Concessions

4. BU Aviation

5. BU Renewable

6. BU Rail Transport

7. Disclaimer

TOTO Group Overview Description

3

Construction

• The company has been growing in Italy since 1968 working, among others, with Autostrade, Strada dei Parchi and

ANAS.

• In the recent past Toto has been involved in some international initiatives, in particular in the Mediterranean and

Eastern Europe.

Aviation

• Starting 1995, Toto set up Air One S.p.A., a small regional air transport company which developed in a few years

to become the main competitor of Alitalia, the Italian national carrier

• Air One was sold in 2008 to CAI, a consortium set up for the restructuring of Alitalia, the national carrier

• Toto remained active in the aviation business investing the proceeds from the sale of Air One in the set up of an

Irish Company (Aircraft Purchase Fleet Ltd) which, under the terms of an agreement with Airbus and New Alitalia

is currently operating as exclusive leasing company for Alitalia’s new fleet.

Motorway

Concessions

• Moreover, the Group has been active since 2003 in the motorway concession business, jointly winning with

Autostrade per l’Italia (ASPI) the bid set up by ANAS (Italy’s public manager of the national road and motorway

network) for the concession and management of A24 Roma-L’Aquila and A25 Roma-Pescara motorways.

• In 2011, Toto Spa acquired an additional 58% of SDP from ASPI, thus entirely owning 98% of SdP (ASPI owns

the remaining 2%)

Renewable

• The company, after the sale of Air One decided for to enter the Renewable Energy business

• We are currently scouting for investments in Photovoltaic, Wind and Thermodynamic, in Italy and abroad.

• The first project realized to date is a 24MW photovoltaic plant committed by the Municipality of Salerno in the

Campania Region

• Established in the early 1960’s, Toto is a mid size Italian Group specialized in the construction of public works

(roads, viaducts, tunnels, railway systems, etc.), motorway concessions, civil aviation and renewable energy

• The Group is directly owned by Toto’s family

TOTO Group Overview Equity Story

4

1960

Establishment of

Toto S.p.A.

Bu

sin

es

s lin

es

Construction

Motorway

concessions

1995

Establishment of

Air One S.p.A.

2001

Winner of the

tender for the

A24/25 motorway

concession

2003

Establishment of

Strada dei Parchi

S.p.A.

2008

Sale of Air One –

acquisition of a 5%

interest in Alitalia S.p.A. –

incorporation of AP Fleet

2010

2011 continues on

the following page

Aviation

Renewables

Other

business*

The company

operates mainly as

contractor on public

infrastructure works

(motorways, bridges,

tunnels, railways) Ma

in e

ve

nts

Development of Air One,

from a small regional

airline company to the

main competitor of

Alitalia, Italy’s national

carrier

Sale of Air One to

Alitalia;

incorporation of

AP Fleet Ltd as an

aircraft leasing

company

Start of operations in motorway concessions

through a partnership with Autostrade per l’Italia;

Strada dei Parchi (ASPI 60%, Toto 40%) wins

the international ANAS tender and starts the

management of A24 Roma-L’Aquila and A25

Roma-Pescara motorways

* Rail One S.p.A. (railway transport company)

5

February

Financial close of

Euro 570,5 mln

project finance

lines

Bu

sin

ess l

ine

s

Construction

Motorway

concessions

March May June

Acquisition of the

remaning 58% of

SdP

July

Financial close Euro 60

mln project finance lines

Now

Aviation

Renewables

Other

business*

SdP closes a Euro

570,5 mln project

finance facilities

agreement to develop

the infrastructure Main

even

ts

SdP start its development

by assigning to Toto

Costruzioni a Euro 200

mln conctract relating to

the construction of 2

additional carriageways

on the Rome urban

stretch of the motorway

The 24MW PV

project SPV

closes a Euro 60

mln project

finance facilities

agreement to

refinance the

development of

the PV Plant

Toto acquires another

58% of SdP from ASPI,

thus consolidating the

control on the

concessionnaire reaching

an overall 98% stake in

the company

Start of “Complanari”

works

2011

Signing of Euro 200

mln “Complanari”

contract

Completion of the

24MW PV plant

“Monteboli”

Toto completes the

construction of a

24MW PV plant,

based on a

concession

agreement signed

with the Municipality

of Salerno Development of wind

business

Development of SdP

Development of “general

contractor” role in projects

Development of AP Fleet

TOTO Group Overview Equity Story (cont’d)

6

TOTO Group Overview Group Organization

TOTO Holding

Strada dei Parchi

Intermodale

Concession

AP Fleet

Alitalia

(5,31%)

Air One

Executive

Aviation

Rail One

Transportation

Infraengineering

Services

Toto Costruzioni

Generali

ALITEC

Construction

Others

Renexia

Renewable Energy

Monteboli Parchi Global

Services

TOTO Group Overview Ebitda Margin per BU

7

Services

-3

1

Transport

-1

0

Aviation

42 55

Energy

6 7

Concession

88

166

Construction

21

240

Ebitda

Ricavi

9% 53% 82% 76% n.s. n.s.

Toto S.p.a.

Costruzioni

Generali

Strada Dei Parchi

Renexia

Moteboli

AP Fleet

AP Fleet 2

AirOne Exec.

RailOne

Parchi Global

Services

Infraengineering

BU Construction

8

• On going Projects: 16

• Order Backlog: 790 € Mio

Business

Development

• TOTO S.p.a. Costruzioni Generali is a general contractor company

• Its main business is infrastructures’ construction with core competencies in tunnels and viaducts, both in

Italy and abroad

Toto S.p.a.

Costruzioni

Generali

• Shareholder’s equity Toto Costruzioni: 71 € Mio

• PNF: 112 € Mio

• Turnover: 247 € Mio

• Net Invested capital: 218 € Mio

Key Financials

2011

(Expected)

Customers &

Markets

• ANAS – Italian national road network authority

• Società Autostrade per l'Italia SpA – Italian Toll Motorways Concessionaire

• Ferrovie dello Stato SpA, Italferr SpA – Italian Railways company

• Strada dei Parchi S.p.a. – Italian Toll Motorways Concessionaire

• Public Bodies

Organization • Staff: 639

• Subsidiaries: 10

Mission • Focus on complex infrastructural construction projects technologically sophisticated

BU Construction Main Projects in Progress

Category: Motorway

Client: Ente Nazionale per le

Strade

Total Amount: 117 euro mio

% Toto: 35%

Status: 0% Completed

La Quercia

Lotti 6/7

Category: Motorway

Client: ASPI S.p.a.

Total Amount: 428 euro mio

% Toto : 100%

Status: 43% Completed

Cefalù

Category: Railway

Client: Italferr S.p.a.

Total Amount: 338 euro mio

% Toto: 75%

Status: 0% Completed

Barberino di Mugello

Lotto 13

Category: Motorway

Client: ASPI S.p.a.

Total Amount: 270 euro mio

% Toto: 100%

Status: 89% Completed

Roma Est

Category: Motorway

Client: Anas Spa

Total Amount: 198 euro mio

% Toto: 100%

Status: 31% Completed

Colle Tenda

Maintenance

Extraordinary Maintenance

Category: Motorway

Client: ASPI S.p.a.

Total Amount: 146 euro mio Current: 46 euro mio On-going: 100 euro mio

% Toto: 100%

Status: 89% Completed

BU Construction Internationalization

Libya

GDP: 96 USD mld

GDPGrowth: 3,3 %

SACERisk: H3

Inflat.: 2,5 %

Qatar

GDP: 151 USD

mld

GDPGrowth: 14%

SACERisk: L3

Inflat.: -2,4 %

Iran

GDP: 820 USD

mld

GDPGrowth: 2%

SACERisk: H3

Inflat.: 21,0 %

Turkey

GDP: 960 USD mld

GDPGrowth: 8,9 %

SACERisk: M2

Inflat.: 8,6 %

Oman

GDP: 78 USD mld

GDPGrowth: 4,1 %

SACERisk: L3

Inflat.: 3,4 %

Kuwait

GDP: 137 USD

mld

GDPGrowth: 2,7%

SACERisk: M1

Inflat.: 4,0 %

Iraq

GDP: 105 USD

mio

GDPGrowth: 9,4 %

SACERisk: H3

Inflat.: 2,4 %

UAE

GDP: 181 USD

mld

GDPGrowth: 2,6%

SACERisk: M1

Inflat.: 1,7%

East Europe

GDP: 9,8 USD mld

GDPGrowth: 3,5 %

SACERisk: H3

Inflat.: 3,4 %

11

€ 570,5 mln

project finance

lines

Toto S.p.A.

Costruzioni

Generali

Strada dei

Parchi

S.p.A.

Toto

Holding

S.p.A.

100%

93%

5%

Autostrade

per l’Italia

S.p.A.

2%

Pool of

banks

€ 200 mln

“Complanari”

contract

Rome

14km urban

stretch

During 2011

• SdP has signed a € 570,5 mln project finance credit facilities agreement,

to finance its development, with a pool of 9 Italian and European banks;

• Toto has obtained the full control of the concessionnaire (currently

owning 98% of its share capital);

• SdP has signed with its shareholder Toto a ~ € 200 mln lump sum EPC

contract, for the construction of two additional carriageways running in

parallel to the urban stretch of the Motorway of 14 km (so called

“Complanari”); the works are part of the investments envisaged by the 2010-

2030 Concession Agreement signed between ANAS (the Italian Motorway

Concessions Authority) and SdP itself.

• This contract increases BU Construction’s backlog, providing good

margins and stable cash flows for the next 3 years (works expected to end by

half 2014).

Overview

Corporate structure and contractual

framework

Location

Expected revenue stream from

“Complanari” contract (€ mln)

2011 2012 2013 2014

32 100 52 9 199

Total 2010

6

BU Construction Focus: Complanari Works

12

• In 2000 ASPI and TOTO S.p.A. jointly won the European tender for the concession of A24/A25 motorways

• The concession agreement foresees the management of the motorways and the construction of:

Second carriageway of the Villa Vomano-Teramo stretch

“Complanari” connection carriageways between Palmiro Togliatti road and Rome East barrier

• In 2011, Toto Spa acquired an additional 58% of SDP; so Toto Spa currently owns 98% of SdP (ASPI owns the

remaining 2%)

Turnover (€ M) EBITDA (€ M) Net Debt (€ M)

Strada dei

Parchi S.p.a.

Key Financials

BU Motorway Concessions

155166

153

135

2012E 2011 2010 2009

65

76

6770

2010 2009 2012E 2011

348

259

186209

2010 2009 2012E 2011

EBIT (€ M)

30

45

3842

2012E 2011 2010 2009

13

2 Regions

concerned 4 Provinces

concerned 262 Municipalities

concerned 23 M vehicles

in 2010

28

1 Motorway

Km

56

2 Carriage-

ways Km 54 Tunnels 27 Network

accesses

BU Motorway Concessions A24 – A25 the motorway network

14

• New Alitalia (Compagnia Aerea Italiana) was set up at the end of 2008 to acquire the former Alitalia aviation

going concern. New Alitalia also acquired 100% of AirOne S.p.A from TOTO S.p.A., thus consolidating the Italian

air transport market in a single large private player

• Toto Group maintained the contract signed with Airbus for the acquisition of # 90 A320 and # 12 A330 and set

up Aircraft Purchase Fleet Ltd, an aircraft lessor established under Irish law, 100% owned by Toto

• At the same time, a 12-years contract was signed between APFL and New Alitalia, with the first committed to

supply and the latter to take in operating lease the new aircrafts to be acquired by APFL

• Shareholder’s Equity APFL: 147

euro M

• Turnover: ≈ 48 euro M

• EBITDA: ≈ 42 euro M

Aircraft

Purchase Fleet

Ltd

Key Financials

2011

Fleet evolution (# aircraft)

Business model

BU Aviation

2012 2013 2011 2014 2015 2016

15

3

12

18

6

12

23

6

17

28

6

22

36

6

30

45

6

39

A319

A320

15

BU Renewable Renexia S.p.a.

In January 2012 Renexia SpA was established, with the main purpose to invest in renewable energy plants. Toto

Holding and Toto Family are the owners of the Company respectively with the 80,10% and the 19,90%.

MISSION - Develop a diversified portfolio of renewable energy production plants assuming continued

growth and maximizing profitability

Renewable Energy

Wind On-shore Wind Off-shore Solar CSP Geothermal

Te

ch

no

log

y

Ta

rget

Co

un

try

Italy

North Africa

Middle East

Germany

USA

Italy

Italy

USA

North Africa

Middle East

Italy

North Africa

Middle East

Italy

Middle East

Hydroelectric

Italy

Bosnia

16

BU Renewables Renexia Business model

The Renexia Business Model is designed with the aim of preserving the highest possible created value within the Group.

In fact, in every single project we try to maximize the synergies of the various expertise held by the single Group entities.

TOTO Heavy Construction

RENEXIA

Infraengineering

SPV – Owner of the project Plant

Equity - €

Management

EPC Contractor

O&M Contractor

Financial Institution

Funding

Toto

Gro

up

Syn

ergi

es

Project / Engineering

Loan Reimbursement

BU Renewables Pipeline & Future Development

Projects Type MW Productions Authorization Construction Operation

Wind Farm Foggia Wind 24 - 27,2 2.300 - 2.202 h III Q 2012 IV Q 2012 II Q 2013

Wind Farm Casalduni Wind 44,2 2.357 h III Q 2012 III Q 2012 II Q 2013

Wind Farm Santa Croce

Wind 40,8 2.018 h III Q 2012 III Q 2012 II Q 2013

TOTALE Wind 112,2 2.196 h

Wind Farm Castelfranco

Wind 37,4 2.309 h I Q 2013 II Q 2013 I Q 2014

Wind Farm Alberona Wind 44,2 2.396 h I Q 2013 II Q 2013 I Q 2014

TOTALE Wind 193,8 2.244 h

Wind Farm Troia Wind 64 2.280 h Under Authorization Process

Wind Farm Lucera Wind 24 2.160 h Under Authorization Process

PV Manoppello Terra PV Plant 4 1.425 h June 2012 Luglio 2012 October 2012

Intersun PV Plant 3,71 + 0,6 1.272 h Authorized June 2012 –

November 2012 October 2012 – January 2013

Wind Farm Tunisia Wind 178 Monitoring TBD TBD TBD

17

BU Renewable Focus: Wind Foggia

Foggia

• Foggia Wind Project is a wind farm developed by Toto Group of 24

- 27.2MW.

• The project will be realized on a 72ha area currently under

acquisition; the farm will be made up of 8 turbines, 3.0 / 3.4MW each.

• The authorization process is at its final stage; the release of

«Autorizzazione Unica» by Puglia Region is expected within end of

March 2012; the approval process has already been positively

concluded.

• Toto SpA Costruzioni Generali will act as the EPC and O&M

contractor while Renexia SpA will be the sponsor and the owner of

the project

•The farm will benefit from Italian FIT scheme for wind projects (so-

called “certificati verdi”).

Overview Location

Project 27,2MW

(8 turbines - 3.4MW)

Production 59.900 MWh

2.202 h eq.

Project

Duration 25 anni

Estimated

Investment

~ 40,8 mln € -

€ 43,5 mln

Estimated Feed

In Tariff 110 € /MWh

Duration 20 years

Construction

Operation

IV Q 2012

II Q 2013

Key data Structure

Toto Family

Toto S.p.A.

Costruzioni

Generali

Renexia S.pA

Foggia

Project SPV

100%

100%

19,90%

Toto Holding

S.p.A.

100%

80,10%

EPC – O&M

contractor

CAPEX x MW 1,5 mln € – 1,6 mln €

Toto Group won on July 8th, 2010 the tender launched by Salerno Municipality to award a 20-years concession for the construction and management of a 24MW photovoltaic plant in Salerno (divided in 3 lots, 8MW each), on an overall land extension of 42 ha.

Toto SpA Costruzioni Generali will be the EPC and O&M contractor with the concessionaire SPV (Monteboli S.p.A.).

Toto ended construction and connected the first 2 lots in April 2011; the 3rd lot has been completed at May 2011 and sells energy on the basis of the new public granted tariff scheme (the first 2 lots 2011 = 333 €/MWh; the last one 2011 = 311 €/MWh)

Incentives for the electricity production from renewable sources, in Italy, are very interesting, with an expiry after 20 years of operations.

This concession has provided us the possibility to built one of the most important PV Plant in Italy, in a very sunny land with a great production of electricity

Total CAPEX amount is 74.5 € M; following there is a description of the concession structure:

Monteboli SpA

TOTO Group

Open market Salerno Municipality

GSE

Concession agreement

100%

EPC + O&M Agreement

Public granted tariffs agreement Energy sale

(public granted tariffs)

Energy sale

Fixed annual fee (grant of land lease + economic exploitation)

Modules

Inverters

Lot # 3 8 MW

Lot # 2 8 MW

Lot # 1 8 MW

19

BU Renewable Solar Plant Monteboli

20

BU Renewable Solar Plant Monteboli

• TOTO was appointed (after MONTEBOLI SpA takeover) to plan, buil and manage for 20 years a solar Plant of about 24 MWp of

power in the Municipality of Eboli;

• Grantor: Municipality of Salerno.

• Operational planning completed

• Financing contract closed (MPS, Unicredit, ING)

• Operation: 2 Lots 29 April 2011, 1 Lot May 2011.

• The plant is fully in operation

Plant Features:

• Land surface occupied: about 42 Ha

• Power plant: 24 MWp

• Number of installed modules: about 105.000

• Number of installed Inverters: 69

• Number of installed transformers: 24

• Estimated power production: 32.160 MWh/year

20

BU Renewable Off-Shore Wind Project in Germany

¹ Gross of availability and distribution loss

Project 1,200 MW

(200 turbines 6 MW each)

Estimated yearly

production 4,320 GWh Duration 25 years

Capex / MW ~ € 3.000.000 - € 3.200.000 / MW

Gross annual equivalent

wind hours¹ 3,600 hrs

• Since March 2010, Toto Group is evaluating acquisitions of Licenses, Permits, Authorizations in Germany relating to design, construction, operation and maintenance of Offshore Wind Farms in the North Sea at a distance of 120 -140 km from the German coast (North Sea Project).

• Toto Group drafted a preliminary business plan in order to verify the economic and financial sustainability of the project.

• Europe continues to be one of the world’s strongest markets for wind energy development with several "positive external effects" such as reducing dependence on imports and increasing security of supply, approaching the target envisaged by the Kyoto Protocol on reducing greenhouse gas emissions

• Furthermore, green energy production systems can be an important driver to survive the current economic crisis

Background

Key data

Location

Corporate structure

Toto Holding

Toto S.p.A. Costruzioni

Generali Renexia S.pA

German Project SPV Owner of the Projects

100% Location North Sea - Germany Distance to

Shore 140 km

EPC

21

• Toto Group in 2010 has established Med Wind Sarl, the Tunisian development company with the goal to scout investment opportunities in the Maghreb Area.

• The Company is currently developing around 130 MW of On Shore wind plants in Northern part of Tunisia

• We are in contact with the local authorities and central Government in order to obtain all the necessary authorization

• There are two Met Masts in place and land agreements in negotiation phase

• Furthermore, we are still involved in a scouting process in order to select other land for on shore wind, solar and thermodynamic plants.

Tunisia – North Africa Location

• Toto Group in 2011 has established US Wind Inc, the development company with the goal to scout investment opportunities and participate to the tender issued in the US Area.

• Over 1.500 MW of off shore projects applied for competitive bidding phase in MA and NJ . We already obtained Pre-Qualification award .

• Furthermore, we are still involved in a scouting process in order to select other on shore wind, solar and off shore wind projects.

USA Location

22

BU Renewable Projects Abroad

23

BU Rail Transport

• Start-up of the activities in Cargo and Passenger

(long haul) businesses

• Fund raising of medium/long term resources to

support the investment plan

Strategic

Objectives

Rail Transport

•Rail One S.p.A is a railway company , totally owned by

Toto Holding S.p.A., which aims at getting the

opportunity to operate in an increasingly dynamic

sector, following the winning record tracks of Air One.

•The company plans to reach strong performances,

offering high quality and dedicated services,

characterized by a turnkey offer which includes all the

logistics activities, counting on partnership with the

main logistic providers.

•Starting from Cargo, at a later step, the company aims

at exploring the passenger transport.

414K

TO

GE

RC

BA

LE

SR

PE

CZ

CT

FG

TA

PZ

SA

ME

627 K

PI

VE

BO

FIAN

VR

TS

UDBZ

RN

GR

PG

RM

PA

NA

CE

AG

Direttrici di traffico

MI

CA

SS

Number System Type Manufacturer Manufactured year

1 electric BR 189 (ES64 F4) VARIANT F E 474 Siemens 2006

1 electric BR 189 (ES64 F4) VARIANT F E 474 Siemens 2006

1 electric BR 189 (ES64 F4) VARIANT F E 474 Siemens 2006

1 diesel G 2000 - 2BB Vossloh 2006

Fleet

24

Toto Group (“TOTO”) makes no representation or warranty, express or implied, as to the accuracy or

completeness of the information contained in this document, and nothing contained herein is, or shall be

relied upon, as a promise or a representation, whether as to the past, the present, or the future.

Additionally, this document does not represent legal advice of any kind. Future results or values could be

materially different from any forecast or estimate contained in these analyses.

This report is solely for internal use. No part of it may be circulated, quoted, or reproduced for distribution

outside the organization, without prior written approval from TOTO.

It is not intended to, and may not be, relied upon by any person or entity and, therefore, any person or

entity who receives this document or the information contained herein, with TOTO’s permission or

otherwise, is hereby put on notice that (i) they are responsible for their own analyses and may not rely on

any information contained herein, and (ii) TOTO makes no representations or warranties, including with

respect to the accuracy or completeness of the information contained herein or any other written or oral

communication transmitted or made available to the third party, and expressly disclaims any and all

liabilities based on such information or on omissions therefore.

Disclaimer

Thank You