SEA Group Quarterly Report. at March 31, 2014

Transcription

1 SEA Group Quarterly Report at March 31, 2014

2 SEA Group Quarterly Report at March 31, 2014 Contents General information 3 Corporate Boards 3 The SEA Group Group structure at March 31, Consolidated Financial Highlights 5 Significant events in the period 6 Market and regulatory overview: developments 7 Group performance and results 10 Group balance sheet and financial position 11 Subsequent events to the end of the period 13 Outlook 15 Transactions with Related Parties 16 Consolidated Financial Statements 17 Consolidated Balance Sheet 17 Consolidated Comprehensive Income Statement 18 Consolidated Cash Flow Statement 19 Statements of Changes in Consolidated Shareholders Equity 20 Explanatory notes 21 SEA - Società per Azioni Esercizi Aeroportuali Milan Linate Airport Segrate, Milan Tax Code and Milan Companies Registration Office No: Milan REA No.: Share Capital: Euro 27,500,000 fully paid-in

3 General information 3 General information Corporate Boards at March 31, 2014 Board of Directors (for the three-year period 2013/2015, appointed by the Shareholders Meeting of June 24, 2013) Chairman Pietro Vitale Modiano (1) (2) Directors Renato Ravasio (3) (5) Mario Anastasio Aspesi (2) (4) Salvatore Bragantini Mauro Maia (3) Susanna Stefani (3) Susanna Zucchelli (2) Board of Statutory Auditors (for the three-year period 2013/2015, appointed by the Shareholders Meeting of June 24, 2013) Chairman Rita Cicchiello Standing members Andrea Galli Paolo Giovanelli Antonio Passantino Ezio Maria Simonelli Alternate members Andrea Cioccarelli Ilaria Moretti Independent Audit Firm ((for the three-year period 2013/2015, appointed by the Shareholders Meeting of June 24, 2013) Deloitte & Touche SpA (1) Vice Chairman (2) Member of the Control and Risks Committee (3) Member of the Remuneration Committee (4) Member of the Ethics Committee (5) Member of the Supervisory Board

4 4 General information The SEA Group Group structure at March 31, 2014 SEA SpA Airport Utilities Commercial Other activities Handling management activities SACBO SEA Energia SpA Dufrital SpA Consorzio SEA Bergamo SpA 100% 40% Malpensa Handling SpA 30.98% Construction 100% 51% Aeropuertos Disma SpA SEA Consorzio Airport Argentina 18.75% Services Srl Milano Sistema Handling Srl 2000 SA (*) 30% in liquidation 100% 8.5% 10% Ali Trasporti Romairport Srl ATA Ali Servizi Aerei ATA SpA 0.23% SpA 98.34% (**) 98.34% (**) SITA Società Malpensa Cooperativa arl Logistica 1 quota Europa SpA 25% Railink Srl in liquidation 100% Key Controlling shareholding Associated company Investments in other companies (*) In relation to the holding of SEA in AA2000, on June 30, 2011 SEA SpA and Cedicor SA, in execution of the agreement of August 9, 2006, signed a contract concerning the sale by SEA of the above-stated investment in AA2000, subject to the approval of the Regulador del Sistema Nacional de Aeropuertos, which has not yet been issued at the approval date of the present Quarterly Report. (**) Company acquired on December 18, 2013.

5 General information 5 Introduction The present Quarterly Report at March 31, 2014 was prepared in accordance with International Accounting Standards ( IFRS ) issued by the International Accounting Standards Board ( IASB ) and approved by the European Union and according to IAS 34 Interim Reporting, applying the same accounting principles adopted in the preparation of the Consolidated Financial Statements at December 31, Consolidated Financial Highlights (in thousands of Euro) Q Q Change 2013 Revenues 169, ,394 4, ,080 EBITDA 34,556 28,877 5, ,778 EBIT 16,184 12,943 3,241 85,565 Pre-tax profit 12,644 9,496 3,148 64,952 Group Net profit 7,764 5,057 2,707 33,707 (in thousands of Euro) at March 31, 2014 at December 31, 2013 Change Fixed assets (A) 1,224,179 1,213,879 10,300 Working capital (B) (155,596) (174,496) 18,900 Provision for risks and charges (C) (188,434) (187,111) (1,323) Employee benefit provisions (D) (77,947) (77,155) (792) Net capital employed (A+B+C+D) 802, ,117 27,085 Group shareholders equity (292,686) (286,766) (5,920) Minority interest shareholders equity (609) (611) 2 Net debt (508,907) (487,740) (21,167) Total sources of financing (802,202) (775,117) (27,085) at March 31, 2014 at December 31, 2013 delta Investments in tangible and intangible assets 21,662 90,486 (68,824) Employees (at year-end) 4,977 4,986 (9) Leverage (net debt/ebitda) (1) (3.7) (3.0) (0.7) (1) The ratio at March 31, 2014 was calculated considering the annualised net financial debt and EBITDA.

6 6 Significant events in the period Significant events in the period SEA and APCOA Parking Italia awarded the parking rights for Bergamo Orio al Serio airport On January 3, 2014, SEA SpA and APCOA Parking Italia SpA as a Business Combination were awarded the tender last July by SACBO, for the management of parking at Bergamo Orio al Serio airport from February 1, 2014 to January 31, The consortium formed by SEA and APCOA, European leader in parking services and successfully partnering for over fifteen years with SEA in the operational management of parking at Milan Malpensa Terminal 1, manages over 7,000 parking spaces, serving the specific requirements of the Bergamo airport customer base. The SEA Group, with over 5,000 parking spaces at Milan Linate and over 10,000 at Milan Malpensa, manages therefore the largest parking system within the Lombardy airports.

7 Market and regulatory overview: developments 7 Market and regulatory overview: developments Economic overview In the first quarter of 2014 the economic recovery, which continued in the fourth quarter of 2013, slightly weakened; according to the most recent IMF projections the global recovery however should pick up pace once again later in the year. Monetary policy remains expansive in the major advanced economies. Geopolitical tensions which have intensified in recent months - however present a risk. Within a sluggish and uneven economy, inflation in the Eurozone was confirmed as substantially below forecasts. In March it reduced to 0.5%, on the basis of both the core and more volatile components; in the Eurozone the lack of price stability may continue to have an impact until 2016, causing difficulties for the rebalancing of public finances and the debt levels of the countries of the Eurozone. In Italy, the industrial production performance and business surveys indicate that economic growth was moderate in the initial months of the year. The recovery is uneven among both sectors and regions, but is expected to broaden its reach: according to surveys the improvement in the outlook for larger industrial enterprises and those with an export focus will be accompanied by the first positive signs for the service sector. The situation in the southern regions remains weaker. In line with that seen in the Eurozone as a whole, harmonised inflation in Italy continued to reduce more than expected in the preceding months, reaching 0.3% in March. Core inflation - calculated excluding the more volatile components - was 0.9%, reaching therefore historic lows. The downward pressure principally reflects demand weakness; it is expected to remain low based on a reduction in production prices and the outlook expressed by businesses, which expect very moderate price revisions in the coming months. Air transport and airports Global air transport market performance in the first two months of 2014 In the first two months of 2014 global air traffic grew 5.2% in passenger terms, with growth also for the cargo segment, which saw a traffic increase of 2.9%. In particular, signs of recovery were seen across all regions - both for passenger traffic and for the cargo sector: Asia reported increases respectively of 7.1% and 4%, with Europe reporting growth respectively of 5.6% and 4.4%. The American continent reports strong performances: more contained for North America (1.6% passengers, 0.6% cargo), while more significant for Latin America (8.9% passenger, 3.5% cargo). The Middle East confirms the strong performance seen in the same quarter of the previous year, thanks to the continual international expansion of the region s airlines, with passenger growth of 9.7% and for cargo of 4.1%. European airport traffic performance in the first quarter of 2014 European air traffic increased on the first quarter of the previous year. In particular, the ACI Europe associated airports reported passenger growth (+3.5%), with an improvement also for cargo (+4.4%). In Italy, the airports managed by SEA reported passenger growth of 1.5% and 9.5% for cargo, while the Rome airport system reported +4.3% and -5.5% respectively. Milan Malpensa and Milan Linate airport traffic SEA Group airport traffic performance in the first quarter of 2014 Movements Passengers (1) Cargo (tonnes) (2) % % % Malpensa 35,949 36, % 3,866,832 3,833, % 108,782 98, % Linate 21,555 21, % 1,986,361 1,931, % 3,153 3, % Total commercial traffic 57,504 57, % 5,853,193 5,765, % 111, , % Aviazione Generale (3) 5,539 5, % 12,510 13, % Airport system managed by SEA Group 63,043 63, % 5,865,703 5,779, % 111, , % (1) Arriving+departing passengers (2) Cargo in transit non included (3) Deriving from the companies ATA Ali Servizi SpA and Ali Trasporti Aerei ATA SpA (Note 2.4)

8 8 Market and regulatory overview: developments In the first quarter of 2014 the airports managed by the SEA Group recorded 5,865,703 passengers, increasing 1.5% on Q1 2013, despite the slight contraction in movements (-0.4%). Passenger numbers increased 2.8% at Linate, with a slight recovery at Malpensa compared to the previous year (+0.9%). Passenger traffic on the Schengen routes reduced slightly (-0.8%) - however this figure was more than offset by the Non-Schengen routes (+6.4%) and the increase in traffic on the non-eu routes (+10%). Non-EU traffic reported very strong performances with North America (+59%), Central and South America (+21.9%), Europe (+14.5%) and the Middle East (+10.7%); traffic with the Far East (-6.6%) and Africa (-6.9%) reduced. Malpensa Passengers at Malpensa airport numbered 3.9 million, with a slight reduction in aircraft movements (-0.7%). Malpensa 1 Passenger traffic grew 1.8%, principally due to Emirates with the new flight to New York introduced in October following the extra-bilateral concession by ENAC, the new flight by American Airlines with Miami and airberlin which doubled the number of flights with Düsseldorf. Turkish Airlines contributed to the strong Terminal 1 traffic performance, thanks to the introduction of a flight with the new Istanbul airport. The leisure sector also reported strong performances, in particular with Central America (+38.5%). Malpensa 2 Passenger numbers reduced 1% to 1.3 million in the quarter. This principally stems from the Malpensa- Fiumicino route, on which easyjet since 2013 has gradually reduced the number of flights with the capital, following the introduction of the same service at Linate from March In particular, passenger numbers with Naples, Amsterdam and Madrid reduced, with the suspension of the service with the French destinations of Toulouse and Lyon. Compared to Q1 2013, the routes introduced during the previous summer season such as Sharm el-sheikh, Luxembourg and Larnaca increased; new connections were introduced with Belgrade and Tel Aviv. Milano Malpensa Cargo In the first quarter of 2014 Milan Malpensa Cargo reported significant growth of 10.3%, with thousand tonnes of cargo transported, thanks to the strong performances of the all-cargo airlines Qatar, Air Bridge and the Cargolux Group. Cargo traffic at Malpensa recorded strong growth, which in March was up 15% - the best performance in 2014 and in recent years. Linate At Linate passenger traffic reported considerable growth of 2.8%, principally based on the presence of easyjet on the Linate-Fiumicino route (start-up March 25, 2013) and the strong performance of the Alitalia Group which introduced, from winter season 2013, connections with Alghero and Vienna and additional flights with Cagliari and London City. Regulatory framework In the first quarter of 2014 a number of regulatory changes took place in the airport sector. Adjustments to regulated fees The new regulated fees for 2014 entered into force at the beginning of the year. The adjustment to fees took place in two phases: in January, only the fees concerning the take-off and landing rights at Malpensa and Linate were amended based on the Presidential Decree which changed the take-off and landing fees for each Manager operating under a Regulatory Agreement, whether ordinary or in derogation. This provision brought an end to the infraction procedure taken by the European Commission against Italy, which considered the differentiation between inter-eu and non-eu take-off and landing fees applied by Italy since 2001 based on the origin/destination of flights as illegal. Subsequently, from February 1, 2014 the new 2014 fees entered into force including new take-off and landing right fees, following the annual monitoring established under the ENAC-SEA Regulatory Agreement. The new fees were based on the terms established by the agreement: scheduled inflation, investments carried out and increased charges related to the entry into force of new regulatory provisions. For the 2014 fees, ENAC also permitted a further tariff increase of 0.6% as a bonus for the achievement of the qualitative and environmental protection objectives in 2012 at both airports managed by SEA.

9 Market and regulatory overview: developments 9 Full operability of the Transport Regulation Authority On January 15, 2014 the Transport Regulatory Authority (TRA) became fully operative. The Authority was set up in 2011 and the first Board was appointed in Subsequent to locating to the Turin offices in September 2013, the TRA declared the start up of activities at the beginning of Among the first acts of the Authority we highlight the launching of a survey on infrastructure access, with particular reference to rail and airport infrastructure. Based on the constituting provisions of the Authority the TRA is financed through a contribution paid by managers of infrastructure and regulated services in the amount of not greater than one thousandth of the preceding year s revenues. The amount of the contribution is established on an annual basis by the Authority through an instrument subject to the approval by the President of the Council of Ministers together with the Ministry for the Economy and Finance. Presidential Decree of February 12, 2014 approved the Authority s motion No. 10 of January 23, 2014 which reports the manner for contribution payment for 2014, to be paid in two tranches by April 30, and November 30, 2014 by parties operating in the transport sector. For 2014 a contribution of 0.4 per thousand of revenues from the last approved financial statements of enterprises operating in the transport sector is provided for. For the SEA Group, the 2014 contribution amounts to approx. Euro 255 thousand. Litigation Updated details on the procedure of the European Commission for State Aid to SEA Handling with indication of the judicial and extra-judicial initiatives. In relation to the case promoted by SEA Handling pending before the European Union Court for cancellation of the Decision of , the Court has not yet judged on the admissibility of the interventions of F2i (of May 10, 2013), the Municipality of Milan (of May 24, 2013) and SEA (of June 21, 2013). In relation to the discussions in progress with the Commission in order to identify an alternative means for the execution of the decision to monetary repayment, SEA submitted for the attention of the Commission services a Proposal for the execution of the decision which provides substantially for the ordered and transparent disposal of the current activities of SEA Handling (with subsequent liquidation and annullment) and a Pre-notification concerning the development of a new offer proposal of handling activities under financial discontinuity and based on fully ex novo assets and relations, through the start-up of Airport Handling. The execution Proposal and the Pre-notification was sent through the Representative of the relevant Commission offices on November 27, In order to assist the Commission in ascertaining the absence of financial continuity between SEA Handling and Airport Handling, on the proposal of the Italian Government, SEA evaluated the possibility to identify a third party, fully independent (e.g. a Trustee), who would be assigned the responsibility to manage and oversee both the disposal of SEA Handling and the start-up phase of Airport Handling. The setting up of a Trust within the disposal procedure of SEA Handling offers a supplementary guarantee that the liquidation of SEA Handling takes place at market values. However, a third party acting between SEA Handling and Airport Handling, appointed to manage the start-up on the market of this latter, would guarantee the financial discontinuity in relation to at least the following aspects (i) the procedure for the purchase of core assets of Airport Handling; (ii) the negotiation of labour contracts with the workers representative associations concerning new hires by Airport Handling; (iii) the negotiation of the contracts with airlines present at the airports in which Airport Handling offers services; (iv) implementation of the initial Airport Handling corporate strategy based on profit-centred principles. The proposal for the creation of The Milan Airport Handling Trust was delivered to the Services Unit of the Commission at the latest meeting held in Brussels of February 27, Following the meeting between Minister Lupi and Competition Commissioner Almunia on March 14, 2014, the Italian Government prepared a document which, in order to clear up any remaining uncertainties held by the Commission, in addition to the commitments already undertaken and that outlined in the subsequent letter of February 13, 2014, establishes for SEA the following new commitments: (i) amendment of the ownership structure of Airport Handling, (ii) setting up of a Trust, (iii) confirmation of non-participation in the tender which will be introduced by SEA Handling for the sale of its assets and (iv) the faculty for Airport Handling to undertake with SEA Handling a rental or leasing contract for assets, with a commitment for their maintenance and care, which will be undertaken for all those assets subject to sale under the tender.

10 10 Group performance and results Group performance and results First Quarter Change % (in thousands of Euro) 2014 % 2013 % 2014/2013 Operating revenues 153, % 149, % 2.7% Revenues for works on assets under concession 16, % 16, % 2.4% Total revenues 169, % 165, % 2.7% Operating costs Personnel costs 65, % 63, % 3.9% Consumable materials 12, % 16, % -24.8% Other operating costs 40, % 39, % 3.7% Provisions & write-downs % 2, % -73.0% Costs for works on assets under concession 15, % 14, % 3.0% Total operating costs 135, % 136, % -0.9% Gross Operating Margin / EBITDA 34, % 28, % 19.7% Restoration and replacement provision 4, % 3, % 32.5% Amortisation & depreciation 13, % 12, % 10.6% EBIT 16, % 12, % 25.0% Investment income (charges) 1, % 1, % -11.3% Financial charges (5,176) -3.0% (5,267) -3.2% -1.7% Financial income % % -2.7% Pre-tax profit 12, % 9, % 33.2% Income taxes 4, % 4, % 10.0% Net profit 7, % 5, % 53.5% Minority interest profit (2) n.s. 1 n.s. n.s. Group net profit 7, % 5, % 53.5% Group revenues (operating revenues and revenues from works on assets under concession) amounted to Euro 169,786 thousand in Q1 2014, compared to Euro 165,394 thousand in the first quarter of the previous year, increasing therefore by Euro 4,392 thousand (+2.7%). Operating revenues totaled Euro 153,386 thousand, increasing 2.7% on Q (Euro 149,374 thousand). Operating revenues include Aviation revenues of Euro 81,087 thousand, Non-Aviation revenues of Euro 43,195 thousand, Handling revenues of Euro 21,335 thousand, Energy revenues of Euro 3,996 thousand and General Aviation revenues of Euro 3,773 thousand. Revenues for works on assets under concession increased from Euro 16,020 thousand in the first quarter of 2013 to Euro 16,400 thousand in Q (+2.4%). EBITDA amounted to Euro 34,556 thousand, compared to Euro 28,877 thousand in the first quarter of 2013 (+19.7%). Group EBIT totaled Euro 16,184 thousand in Q1 2014, compared to Euro 12,943 thousand in Q1 2013, an increase of Euro 3,241 thousand (+25%). Net financial charges, including the results of associates, amounted to Euro 3,540 thousand in Q and Euro 3,447 thousand in Q Income taxes of Euro 4,882 thousand in the first quarter of 2014 and of Euro 4,438 thousand in the first quarter of 2013, estimated on the assessable base at period-end, result in a tax rate respectively of 38.6% and 46.7%. The Net profit in the first quarter of 2014 amounts to Euro 7,762 thousand compared to Euro 5,058 thousand in the first three months of 2013.

11 Group balance sheet and financial position 11 Group balance sheet and financial position Reclassified balance sheet (in thousands of Euro) at March 31, 2014 at December 31, 2013 Change Fixed assets (A) 1,224,179 1,213,879 10,300 Working capital (B) (155,596) (174,496) 18,900 Provision for risks and charges (C) (188,434) (187,111) (1,323) Employee benefit provisions (D) (77,947) (77,155) (792) Net capital employed (A+B+C+D) 802, ,117 27,085 Group shareholders equity (292,686) (286,766) (5,920) Minority interest shareholders equity (609) (611) 2 Net debt (508,907) (487,740) (21,167) Total sources of financing (802,202) (775,117) (27,085) Net capital employed at March 31, 2014 amounted to Euro 802,202 thousand, an increase of Euro 27,085 thousand on December 31, At March 31, 2014, fixed assets, amounting to Euro 1,224,179 thousand, include investments in tangible and intangible fixed assets of Euro 1,150,008 thousand, investments in associated companies of Euro 41,838 thousand, deferred tax assets of Euro 31,854 thousand and other receivables of Euro 479 thousand. Fixed assets increased by Euro 10,300 thousand compared to December 31, 2013, principally due to the net investments in the period of Euro 21,662 thousand (partially absorbed by amortisation/depreciation in the period of Euro 13,872 thousand) and the increase in financial fixed assets following the measurement at equity of the investments in associated companies for Euro 1,383 thousand. Working capital amounted to Euro -155,596 thousand, increasing by Euro 18,900 thousand compared to December 31, 2013, principally due to the following: the reduction in trade payables of Euro 18,010 thousand; the increase in income tax payables of Euro 5,114 thousand due to the calculation of taxes for Q1 2014; the reduction in other payables for Euro 4,050 thousand, principally due to: i) lower payables to the State for the concession fee for Euro 6,268 thousand (whose balance at December 31, 2013 was fully paid in January 2014, as the second installment for the 2013 amount due); ii) the reduction for Euro 2,736 thousand of payables to social security institutions, which at December 31, 2013 included the withholding tax payables on the thirteenth month paid in January 2014; iii) increased payables to employees for vacation days matured but not taken for Euro 2,416 thousand; iv) increased payables for the fire prevention service at the airports for Euro 1,544 thousand; the reduction in trade receivables of Euro 2,224 thousand. The following table illustrates the principle components of Net Working Capital. (in thousands of Euro) at March 31, 2014 at December 31, 2013 Change Inventories 6,659 6,716 (57) Trade receivables 115, ,095 (2,224) Trade payables (147,857) (165,867) 18,010 Other receivables/(payables) (130,270) (133,441) 3,171 Total net working capital (155,596) (174,496) 18,900 Net Financial Position At March 31, 2014, the net debt amounted to Euro 508,907 thousand, compared to Euro 487,740 thousand at December 31, In the first three months of 2014 the SEA Group absorbed financial resources for a total of Euro 21,167 thousand.

12 12 Group balance sheet and financial position Cash flow statement (in thousands of Euro) at March 31, 2014 at December 31, 2013 Cash flow generated from operating activities 7, ,257 Cash flow generated from investing activities (21,151) (79,650) Cash flow generated from financing activities 8,963 (20,657) Cash flow from acquisition of ATA 0 (21,570) Increase/(decrease) of cash & cash equivalents (4,619) 6,381 Cash & cash equivalents at beginning of period 60,720 54,339 Cash & cash equivalents at end of period 56,101 60,720 The principle factors impacting the cash flows in Q are illustrated below. Net cash flow from operating activities Operating activities generated liquidity of Euro 7,570 thousand in the first three months of Specifically, operating activities before changes in working capital generated cash of Euro 29,832 thousand, principally due to the pre-tax profit of Euro 12,644 thousand, adjusted for non-cash items, principally amortisation and depreciation of Euro 13,872 thousand. The changes in working capital on the other hand absorbed cash of Euro 22,262 thousand as a result of the combined effect of the increase in trade payables and other payables, adjusted by non cash changes for Euro 20,503 thousand and the increase in trade receivables and other receivables, also adjusted for non cash items of Euro 1,832 thousand. Net cash flow from investing activities Cash flow absorbed from investing activities amounted to Euro 21,151 thousand at March 31, 2014, of which Euro 17,631 thousand for capital expenditure, net of mark-ups on leasehold improvements and financial charges capitalised and Euro 3,520 thousand for increases of intangible assets. Net cash flow from financing activities The financing activities in the first three months of 2014, in preparation for the redefinition of the SEA Group financial structure concluded in April 2014, concerned the further increase in the use of short-term credit lines for Euro 25,644 thousand compared to the end of 2013 (reaching overall Euro 98,349 thousand) and the repayment of the EIB lines for Euro 8,206 thousand. This debt structure has enabled the covering of interest payments on loans for the first quarter of 2014 for Euro 7,083 thousand.

13 Subsequent events to the end of the period 13 Subsequent events to the end of the period SEA Group airport traffic performance in the first four months of 2014 The first four months of 2014 of the airports managed by the SEA Group report an increase in passenger traffic compared to the same period of the previous year of 2.9% to 8.2 million passengers, with a substantially similar number of movements (+0.2%). The increased number of passengers relates to both airports - in fact Malpensa and Linate reported similar results, with a passenger growth of 2.9% and in line in the first four months of 2013 in terms of movements (+0.2%). Malpensa For Malpensa, the increased passenger traffic relates mainly to passengers on the intercontinental routes (+11.5%) and the European routes (+4.8%), despite a significant reduction in domestic traffic (-14.1%) Emirates, Meridiana Fly and American Airlines are the principal airlines behind these results. Respectively, the airlines reported growth on the previous year of 39.7%, 76.7% (leisure with Central America) and 101.6% (Miami). The Alitalia Group, compared to the first four months of 2013, reported a passenger reduction of 28.5%; in April, the first month of the 2014 summer season, this loss was largely contained, reducing from a 30% average for the first quarter to 23% for the month. easyjet reported an increase in the four month period (+1.7%). Following a significant contraction in the first two months, a significant recovery took hold from March, with increases in March and April respectively of 6.1% and 8.2%. Linate In terms of passengers transported, Linate grew 9%; this result exclusively relates to the strong domestic traffic performance (+4.8%), particularly with Rome Fiumicino (+13.9%) and with the % load factor increasing from 51% in 2013 to 59%. At Linate, the Alitalia Group reported growth both in terms of passengers served (+2.9%) and movements (+1.3%). The new routes introduced from the summer season with Varsavia and Praga are noted, with the Vienna route added from the winter season. The airline easyjet in the period reported strong passenger traffic results (+39.7%) as in the same period of the previous year the company was not yet operative on the Milan-Rome route (start-up March 25, 2013). Milano Malpensa Cargo In the first four months of 2014 Milan Malpensa Cargo continued to report significant growth (+10.7%), handling thousand tonnes of cargo, thanks to the strong performances of Qatar (+68.7%), Air Bridges (+51.2%), Cargolux (+9.5%), Emirates (+26.6%), Korean (+40%) and Etihad (+28.7%). Aerologic anticipated the transfer of the flight from Bergamo due to the maintenance of the runway scheduled for May, handling to date 1,400 tonnes. Redefinition of the Group debt structure In mid-april 2014, the SEA Group concluded the redefinition of the financial debt structure through (i) subscription to a five-year revolving credit line for Euro 260 million and (ii) the issue of a Bond for Euro 300 million, in order to achieve the following objectives: guarantee the SEA Group the availability of credit lines to improve the coverage of financial needs in the coming years; lengthen the debt maturity, minimising the relative cost of debt; ensure coverage of the SEA Group financial commitments, particularly significant in the period, in which over Euro 213 million of medium-term loans will mature, in addition to the refinancing of nearly Euro 73 million of short-term lines (opened at the end of 2013) and of a further Euro 100 million of committed lines, unutilised and maturing in the coming two-year period; enable a high level of financial flexibility for the SEA Group in terms of the accessing of lines according to best European market practices and at a particularly low cost in relation to the duration of the corresponding debt.

14 14 Subsequent events to the end of the period The bond issued by SEA on April 17, 2014 called SEA 1/ was the most successful by an officially non-rated Italian issuer, guaranteeing the Group a 7 year loan at a fixed annual cost of 3.125%, with a highly successful uptake and subscriber demand nearly four times greater than the Euro 300 million value offered. The revolving credit line undertaken by SEA guarantees a differentiation of sourcing, lengthening the debt maturity and reducing the cost on these extensions.

15 Outlook 15 Outlook The slight economic recovery and the latest IATA (International Air Transport Association) estimates concerning the global air transport sector indicate signs of improvement for 2014, although reducing on the December forecasts. The increased price of oil has had an impact. The IATA however expects that these increases will be offset by strong demand - in particular from the cargo sector. In Italy, the air transport sector, as in the other southern European countries, is significantly exposed to general economic factors, in addition to the crisis within the Alitalia Group which can no longer guarantee an extensive presence on the Italian airport network, while the low-cost airlines have benefitted and with increasing competition coming from high speed trains on a number of important domestic routes. The SEA Group, despite the uncertainties remaining within the sector, confirms its commitment to the development of the business areas managed, in order to achieve further efficiencies and develop the capacity of traffic, passengers and cargo managed. Group results may continue to improve therefore also in 2014, providing that the outlook for the domestic and international economy does not alter significantly. In particular, the SEA Group intends to continue to operate in the airport handling business which is considered synergetic with its core business in the hope that in 2014 the process in place with the European Community reaches a positive conclusion.

16 16 Transactions with Related Parties Transactions with Related Parties The transactions with related parties are not atypical or unusual and form part of the ordinary business activities of the companies of the Group. These operations are regulated at market conditions and take account of the characteristics of the goods and services provided. For further details, reference should be made to paragraph 6 Transactions with related parties in the Explanatory notes.

17 Consolidated Financial Statements 17 Consolidated Financial Statements Consolidated Balance Sheet at March 31 of which at December 31 of which (in thousands of Euro) Note 2014 related parties 2013 related parties ASSETS Intangible assets , ,987 Property, plant & equipment , ,495 Property investments 4.3 3,415 3,416 Invesments in associated companies ,812 40,429 Available-for-sale investments Deferred tax assets ,854 30,031 Other receivables Total non-current assets 1,224,179 1,213,879 Inventories 4.8 6,659 6,716 Trade receivables ,871 7, ,095 6,212 Income tax receivables ,497 17,809 Other receivables ,287 17,740 Cash and cash equivalents ,101 60,720 Total current assets 218,415 7, ,080 6,212 Assets held-for-sale 0 0 TOTAL ASSETS 1,442,594 7,281 1,434,959 6,212 LIABILITIES Share capital ,500 27,500 Other reserves , ,559 Net profit ,764 33,707 Group Shareholders equity 292, ,766 Minority interest Shareholders equity Group & minority interest Shareholders equity 293, ,377 Provision for risks & charges , ,111 Employee provisions ,947 77,155 Non-current financial liabilities , ,361 Total non-current liabilities 661, ,627 Trade payables , ,867 2,952 Income tax payables ,821 57,707 Other payables , ,282 Current financial liabilities , ,099 Total current liabilities 487, ,955 2,952 Liabilities related to assets held-for-sale 0 0 TOTAL LIABILITIES 1,149, ,147,582 2,952 TOTAL LIABILITIES & SHAREHOLDERS EQUITY 1,442, ,434,959 2,952

18 18 Consolidated Financial Statements Consolidated Comprehensive Income Statement of which of which (in thousands of Euro) Note Q related parties Q related parties Operating revenues ,386 5, ,374 7,558 Revenues for works on assets under concession ,400 16,020 Total revenues 169,786 5, ,394 7,558 Operating costs Personnel costs 5.3 (65,839) (63,338) Consumable materials 5.4 (12,650) (16,823) Other operating costs 5.5 (40,738) (39,289) Provisions & write-downs 5.6 (561) (2,077) Costs for works on assets under concession 5.7 (15,442) (14,990) Total operating costs (135,230) (437) (136,517) (453) Gross Operating Margin / EBITDA 34,556 5,489 28,877 7,105 Restoration and replacement provision 5.8 (4,500) (3,397) Amortisation & depreciation 5.9 (13,872) (12,537) EBIT 16,184 5,489 12,943 7,105 Investment income (charges) ,383 1,383 1,560 1,560 Financial charges 5.11 (5,176) (5,267) Financial income Pre-tax profit 12,644 6,872 9,496 8,665 Income taxes 5.12 (4,882) (4,438) Continuing operations profit 7,762 6,872 5,058 8,665 Discontinued operations profit Minority interest profit (2) 1 Group net profit 7,764 6,872 5,057 8,665 - Items reclassifiable in subsequent periods to the net result Fair value measurement of derivative financial instruments (1,284) (1,698) Tax effect from fair value measurement of derivative financial instruments Total items reclassifiable in subsequent periods to the net result (931) (1,231) - Items which may not be reclassified in subsequent periods to the net result Actuarial Profit/(loss) on post-employment benefits (1,313) Tax effect from Actuarial Profit/(loss) on post-employment benefits 400 Total items which may not be reclassified net of the tax effect (913) 0 Total other comprehensive income items (1,844) (1,231) Total comprehensive profit for the period 5,918 3,827 Attributable to: - Parent Company Shareho 5, Minority interest (2) 1

19 Consolidated Financial Statements 19 Consolidated Cash Flow Statement at March 31 of which at December 31 of which (in thousands of Euro) 2014 related parties 2013 related parties Pre-tax profit 12,645 64,952 Adjustments: Amortisation & depreciation of tangible & intangible assets 13,872 49,919 Net provisions (including employee provision) ,773 Net financial charges 4,923 21,120 Investment income (1,383) (507) Other non-cash items (328) (1,108) Cash flow generated from operating activities before changes in working capital 29, ,149 Change in inventories 57 1,159 Change in trade receivables & other receivables (1,832) (1,069) 34,176 (2,313) Change in other non-current assets 16 (2,243) Change in trade payables & other payables (20,503) (2,012) (28,356) 2,079 Cash flow generated from changes in working capital (22,262) (3,080) 4,736 (234) Income taxes paid 0 (38,627) Cash flow generated from operating activities 7,570 (3,080) 128,257 (234) Investment in fixed assets: - intangible (17,631) (69,218) - tangible (3,520) (12,149) Dividends received 0 0 1,717 1,717 Cash flow generated from financing activities (21,151) 0 (79,650) 1,717 Inventories - (116) Trade receivables & other current assets - (6,504) Trade payables & other current liabilities - 9,026 Risks and post-employment benefit provisions - 3,341 Intangible assets - (2,455) Tangible assets - (29,633) Non-current assets net of non-current liabilities - 37 Deferred tax liabilities - 2,394 Financial debt - 1,915 Minority interest shareholders equity Cash flow generated from acquisition of Ali Trasporti Aerei ATA SpA 0 (21,570) Change in gross financial debt - increases/(decreases) in short-term and medium/long-term debt 17,438 81,895 - increases/(decreases) in advances on State grants 0 0 Decreases/(increases) in receivables from State grants 0 (28) Increases in share capital & shareholders equity reserves 0 0 Net increases/(decreases) in other financial liabilities (1,392) 2,581 Dividends distributed (88,966) Interest paid (7,083) (16,139) Cash flow generated from financing activities 8,963 (20,657) Increase/(decrease) in cash and cash equivalents (4,619) (3,080) 6,381 1,483 Cash and cash equivalents at beginning of period 60,720 54,339 Cash and cash equivalents at end of period 56,101 60,720

20 20 Consolidated Financial Statements Statements of Changes in Consolidated Shareholders Equity Group & Derivative minority Other Actuarial contracts Minority interest reserves & profit / hedge Consolidated interest consolidated Share Legal retained (losses) acctg. share capital & share capital reserve earnings reserve reserve Net profit equity reserves equity Balance at 31/12/ ,500 5, ,795 (2,254) (10,297) 64, , ,332 Allocation of 2012 net profit 64,003 (64,003) 0 0 Dividends distributed (26,700) (26,700) (26,700) Other movements 0 Change in consol. scope (100) (100) Other comprehensive items result (1,013) 3,625 2,612 2,612 Reclassification (512) Net profit 33,707 33, ,710 Balance at 31/12/ ,500 5, ,486 (2,755) (6,672) 33, , ,377 Group & Derivative minority Other Actuarial contracts Minority interest reserves & profit / hedge Consolidated interest consolidated Share Legal retained (losses) acctg. share capital & share capital reserve earnings reserve reserve Net profit equity reserves equity Balance at 31/12/ ,500 5, ,486 (2,755) (6,672) 33, , ,377 Allocation of 2013 net profit 33,707 (33,707) 0 0 Dividends distributed 0 0 Other movements 0 Change in consol. scope Other comprehensive items result (913) (931) (1,844) (1,844) Reclassification 0 Net profit 7,764 7,764 (2) 7,762 Balance at 31/03/ ,500 5, ,193 (3,668) (7,603) 7, , ,295

21 Explanatory notes 21 Explanatory notes 1. General information Società per Azioni Esercizi Aeroportuali SEA is a limited liability company, incorporated and domiciled in Italy according to Italian Law (the Company ). The Company s headquarters are located at Milan Linate Airport in Segrate (Milan). The Company and its subsidiaries (jointly the Group or the SEA Group ) manage Milan Malpensa Airport and Milan Linate Airport under the 2001 Agreement signed between SEA and ENAC with a forty year duration (renewing the previous concession of May 7, 1962). SEA and the Group companies, in the running of the airports, are involved in the management, development and maintenance of the infrastructure and plant at the airports and offer customers all flight related services and activities, such as the landing and departure of aircraft and the airport security services (aviation business); these companies in addition provide a wide and specialised range of commercial services for passengers, operators and visitors, both managed directly and outsourced (non-aviation business). Through SEA Handling, a subsidiary of SEA, the SEA Group provides also land-side assistance services for aircraft, passengers, luggage, cargo and mail (handling business). In addition, the SEA Group, through the company SEA Energia, produces electric and thermal energy both to serve the requirements of its airports and for sale on the external market (energy activities). Following the acquisition on December 18, 2013 of Ali Trasporti Aerei ATA SpA, the Group manages the General Aviation Airport of Milan Linate Ovest and through the indirect subsidiary ATA Ali Servizi SpA (held 100% by Ali Trasporti Aerei ATA) has become a General Aviation handler, operating on a competitive basis at the airports of Linate Ovest, Ciampino, Venice, Catania and Malpensa. At the preparation date of the present document, the shareholder structure was as follows: Shareholders Municipality of Milan* 54.81% F2i Fondi italiani per le infrastrutture 44.34% Others 0.85% (*) Holder of Class A shares Public shareholders n. 12 entities/comp. Municipality of Milan 54.81% Province of Varese 0.64% Municipality of Busto Arsizio 0.06% Other public shareholders 0.11% Total 55.62% Private shareholders F2i Fondi italiani per le infrastrutture 44.34% Other private shareholders 0.04% Total 44.38% 2. Summary of accounting principles adopted The main accounting principles adopted in the preparation of the Quarterly Report are outlined below. The Report was prepared in thousands of Euro, as were the tables in the Explanatory Notes. 2.1 Basis of preparation The present Condensed Consolidated Quarterly Report at March 31, 2014 ( Quarterly Report ) is prepared in accordance with IAS 34 Interim Reporting. IAS 34 permits the preparation of the interim financial statements in condensed format - that is based on a minimum level of information significantly lower than that required by International Financial Reporting Standards, issued by the International Accounting Standards Board and adopted by the European Union (IFRS), where information has already been published in the complete financial statements prepared in accordance with IFRS. The Quarterly Report was prepared in condensed form and must therefore be read jointly with the 2013 Annual Accounts. The Quarterly Report includes the consolidated balance sheet at March 31, 2014 and at December 31, 2013, the comprehensive consolidated income statement, the consolidated cash flow statement, the statement of changes in the consolidated shareholders equity at March 31, 2014 and 2013 and the relative explanatory notes. In relation to the presentation method of the financial statements the current/non-current criterion was adopted for the balance sheet while the classification by nature was utilised for the comprehensive income statement and the indirect method for the cash flow statement.

22 22 Explanatory notes The Quarterly Report was prepared in accordance with the historical cost convention, except for the measurement of financial assets and liabilities, including derivative instruments, where the obligatory application of the fair value criterion is required. The present Report was prepared in accordance with the going concern concept, as the directors verified the non-existence of financial, operational or other indicators which could indicate difficulties in the capacity of the Group to meet its obligations in the foreseeable future and in particular in the next 12 months. 2.2 Recently issued accounting standards Accounting standards and interpretations whose application is mandatory from January 1, 2014 did not have any impact on the Group Quarterly Report, as concerning non-applicable circumstances or with an immaterial impact. 2.3 Accounting policies and consolidation methods The consolidation criteria and methods for the Quarterly Report are in line with those used for the 2013 Annual Accounts, to which reference should be made. 2.4 Consolidation scope and changes in the year The registered office and the share capital (at March 31, 2014) of the companies included in the consolidation scope at March 31, 2014 under the full consolidation method and equity method are reported below: Share capital Share capital at 31/03/ /12/2013 Company Registered Office (Euro) (Euro) SEA Handling SpA Malpensa Airport - Terminal 2 - Somma Lombardo (VA) 38,050,394 38,050,394 SEA Energia SpA Milan Linate Airport - Segrate (MI) 5,200,000 5,200,000 Railink Srl (in liquidation) Milan Linate Airport - Segrate (MI) 10,000 10,000 Airport Handling Srl Malpensa Airport - Terminal 2 - Somma Lombardo (VA) 90,000 50,000 Ali Trasporti Aerei ATA SpA Viale dell Aviazione, 65 - Milan 2,976,000 2,976,000 Ata Ali Servizi SpA Viale dell Aviazione, 65 - Milan 420, ,000 Consorzio Malpensa Construction Via del Vecchio Politecnico, 8 - Milan 51,646 51,646 Dufrital SpA Via Lancetti, 43 - Milan 466, ,250 SACBO SpA Via Orio al Serio, 49/51 - Grassobbio (BG) 17,010,000 17,010,000 SEA Services Srl Via Caldera, 21 - Milan 105, ,000 Malpensa Logistica Europa SpA Milan Linate Airport - Segrate (MI) 6,000,000 6,000,000 Disma SpA Milan Linate Airport - Segrate (MI) 2,600,000 2,600,000 The companies included in the consolidation scope at March 31, 2014 and the respective consolidation methods are reported below: Consolidated method % Held at % Held at Company at 31/03/ /03/ /12/2013 SEA Handling SpA Line-by-line 100% 100% SEA Energia SpA Line-by-line 100% 100% Railink Srl (in liquidation) Line-by-line 100% 100% Airport Handling Srl Line-by-line 100% 100% Ali Trasporti Aerei ATA SpA Line-by-line 98.34% 98.34% Ata Ali Servizi SpA (*) Line-by-line (*) 98.34% (*) 98.34% Consorzio Malpensa Construction Line-by-line 51% 51% Dufrital SpA Equity 40% 40% SACBO SpA Equity % % SEA Services Srl Equity 30% 30% Malpensa Logistica Europa SpA Equity 25% 25% Disma SpA Equity 19% 19% (*) Indirectly through Ali Trasporti Aerei ATA SpA.

23 Explanatory notes Estimates and assumptions For an outline of accounting estimates utilised, reference should be made to the 2013 Annual Accounts. 4. Notes to the Statements of Financial Position 4.1 Intangible assets The following table summarises the movements in intangible fixed assets between December 31, 2013 and March 31, Destruction/ at December 31, Increase Business Reclass./ obsolete/ at March31, (in thousands of Euro) 2013 in the period combinations transfers sale Amortisation 2014 Gross value Assets under concession 1,268,919 1,102 (948) 1,269,073 Concessions in progress & advances 41,037 16,284 (1,102) 56,219 Industrial patents and intellectual property rights 42,658 42,658 Assets in progress and advances 8,014 1,760 9,774 Other 17,551 17,551 Gross value 1,378,180 18,044 0 (948) 1,395,276 Accumulated amortisation Assets under concession (384,490) 366 (8,119) (392,243) Concessions in progress & advances Industrial patents and intellectual property rights (35,441) (1,015) (36,456) Assets in progress and advances Other (15,262) (15,262) Accumulated amortisation (435,193) 366 (9,134) (443,961) Net value Assets under concession 884,429 1,102 (582) (8,119) 876,830 Concessions in progress & advances 41,037 16,284 (1,102) 56,219 Industrial patents and intellectual property rights 7,217 (1,015) 6,202 Assets in progress and advances 8,014 1,760 9,774 Other 2,289 2,289 Intangible assets (net value) 942,987 18,044 0 (582) (9,134) 951,315 As per IFRIC 12, rights on assets under concession amount to Euro 876,830 thousand at March 31, 2014 and to Euro 884,429 thousand at December 31, These rights are amortised on a straight-line basis over the duration of the concession from the State. Amortisation in the first three months of 2014 amounted to Euro 8,119 thousand. On these assets, as per IFRIC 12, the SEA Group does not hold control, but has the obligation to record a restoration and replacement provision. The investments related to the application of IFRIC 12, which are classified as assets under concession and concessions in progress, principally related to the completion of works at the third satellite of Malpensa. The intellectual property rights, amounting to Euro 6,202 thousand at March 31, 2014, relate to company software licenses concerning both airport and operational management and to the purchase of software components. The amortisation amounts to Euro 1,015 thousand.