27 February 2012 Update on Recent T r T ansactions r

Transcription

1 27 February 2012 Update on Recent Transactions

2 Recent Developments Atlantia to acquire interests in Autostrade Sud America (ASA) held by SIAS and Mediobanca ASA fully owns Grupo Costanera, holding company that manages 5 Chilean motorway operators responsible for a total of 188km of network, including 90 km in the capital, Santiago The acquisition will result in consolidation of the acquired companies in the Group s accounts Atlantia intends to seek out partners interested in acquiring stakes in Grupo Costanera A number of primary international investors have already unsolicitedly expressed interest in acquiring up to 49% of the company SIAS granted option to acquire Atlantia s 99.98% interest in Autostrada Torino Savona Atlantia to sell its 33% interest in IGLI (1) to Argofin at an equivalent 3.65 Impregilo share price (1) The special purpose vehicle that controls 29.96% of Impregilo Update on Recent Transactions 27 February

3 Financial Considerations The completion of all the envisaged transactions guarantees a positive impact on Group s key credit metrics Change in Change in Net Debt 2012 Ebitda 2012 ( m) Net Debt 2012 EBITDA 2012 Autostrade Sud America Purchase price for 54.2% interest Full consolidation Sale of 49% interest Call Option on Autostrada Torino Savona ~800 Purchase price (including FY2011 dividend) (234) Deconsolidation (35) (30) Sale of 33% interest in IGLI (88) Total ~ ~3.0x Net Debt/EBITDA 173 Update on Recent Transactions 27 February

4 Concession Portfolio 90.0 km 21.5 km 10.0 km (1) 42.5 km 23.5 km (1) AMB has 2.3 km in operation and 7.7 km to be constructed. Update on Recent Transactions 27 February

5 Asset Details ( m*) Remaining Status Lenght Traffic Ebitda (1) Concession E (years) (km) Growth Growth ( m) ( m) ( m) ( m) 22 Operating 42,5 7.2% 5.3% E (2) Operating 23,5 10.2% 9.6% E (3) Operating Ramp up (6) 21,5 62.3% 14.5% E (3) Operating Section to be Constructed (6) (4) 10,0 9.2% 13.4% Operating 90,0 1.4% 9.3% Total Concession Business (5) 22,4 187, (1) EBITDA adjusted for IFRIC 12 accounting treatment to reflect more closely cash revenue and cash EBITDA. (*) CLP /EUR exchange rate ate as of 24 February (2) The concession may be extended by up to 8 years as compensation for the receivable from MOP related to supplemental agreement #1 ( CC1 ). (3) Reflects expected end of concession due to the Valor Presente de los Ingresos mechanism. (4) AMB has 7.7 km to be constructed and 2.3 km in operation. (5) Average concession years remaining weighted on adjusted EBITDA. (6) No significant committed capex other than: (i) the new North connection for AMB (UF 0.7 m in ); (ii) extension of MontegordoTunnel for Nororiente (about UF 0.75 m by 2032) Update on Recent Transactions 27 February

6 Corporate Structure Currently, 50% of Vespucio Sur, Litoral Central and Operalia is indirectly owned by a wholly-owned subsidiary of Atlantia, with the remaining 50% indirectly owned by Grupo Costanera 100% 45.8% Autostrade Sud America 100% 100% Autostrade Holdings do Sur 50% 50% 50% 100% 100% 100% 100% 100% 100% 100% 100% Update on Recent Transactions 27 February

7 Grupo Costanera Key Figures (1) ( m) (*) E 2015E Toll Revenues (2) EBITDA Net Debt (3) Net Debt / EBITDA 6.8x 5.4x 2.2x Debt by Type ( ) Upcoming Debt Maturities ( m) Real; 72% Nominal Floating; 21% Nominal Fixed; 7% (*) Actual 2011 figures converted to Euro at the CLP/EUR rate as of 24 February 2012 (1) () Includes 100% of Vespucio Sur and Litoral Central (2) EBITDA is adjusted to include guaranteed revenues which under IFRIC 12 are accounted for as a financial asset (3) Net debt is gross of IFRIC 12 financial assets Update on Recent Transactions 27 February

8 Transaction Rationale Exposure to global megatrends Chile combines economic growth with fiscal discipline Well developed tariff and regulatory framework High Quality Assets Emerging markets growth Raw material scarcity Urbanization and population growth High and stable GDP growth Low public debt Low country risk as evidenced by sovereign rating and CDS spreads PPP environment recognized as the best in Latin America Dynamic pricing structure Et Extensive private road network Presence of large international operators Urban high tech toll roads Low cost base and high EBITDA margins Strong cash flow generation Opportunities for continued improvement through integration synergies Opportunities to expand network through accretive growth initiatives Update on Recent Transactions 27 February

9 Key Facts Strong Macroeconomic Fundamentals Strong and Stable Economy (Real GDP Growth Y-o-Y %) Favorable Growth Dynamics in Santiago Rapidly Growing Motorization Rate (Vehicles per capita) 4,6% 37% 3,7% 5,3% 6,1% 39% 3.9% 4.4% (1,7%) E Santiago ago City Santiago ago Metropolitan Region CAGR (%) Source: IMF, Central Bank of Chile and Business Monitor International. Real GDP Growth 2011 vs 2010 (%) Motorization Rate (Vehicles per capita) 6,1% 3,9% 2,9% 1,7% 1,5% 0,83 0,63 0,59 0,59 0,56 0,24 0,21 0,16 0,14 Chile Mexico Brazil US Euro Area U.S. Italy Spain France UK Mexico Argentina Chile Brazil Source: The Economist 2009 Figures Update on Recent Transactions 27 February

10 Well-Developed Tariff Framework Contractual features and dynamic pricing structure allow for value enhancement and investment protection Inflation indexed plus tariff (1) 100% CPI + 3.5% 100% CPI + 3.5% % CPI + 3.5% 100% CPI + 1.5% Congestion traffic mechanism (peak, off-peak, saturation) (2) Minimum revenue guarantees Not in use Expected to be in use up to 2017/18 100% CPI (1) Actual tariff calculation is the product of (i) the previous year s tariff, (ii) the sum of 1 and Chilean CPI, and (iii) the sum of 1 and the spread over CPI. The spread over CPI is 3.5% for Costanera Norte, Vespucio Sur and Nororiente, 1.5% %for AMB and 0.0% %for Litoral Central. (2) Peak tariff is applied when speed is below 70 km / hr and saturation tariff is applied when speed is below 50 km / hr. Update on Recent Transactions 27 February

11 Group s Key Metrics and Financial Targets (1) Recent transactions to contribute significant increase in EBITDA with no impact on key credit metrics and to boost overseas business to around 30% of Group EBITDA ( m) 2011 PF2012 (2) 2015E Atlantia Group EBITDA by Geography Italy Overseas < 500m > 900m 17% 27% 83% 73% Group Net Debt/EBITDA 3.9x (3) 4.2x (3)(4) 4.2x (4) (1) N.B.: EBITDA and Net Debt adjusted for IFRIC12 accounting treatment to reflect more closely cash EBITDA and nominal debt. EBITDA includes revenues which under IFRIC12 are accounted for as financial income. Net Debt excludes financial assets accounted under IFRIC12. (2) Assumes a pro-forma 12 months contribution of newly consolidated assets. (3) In 2011 and 2012 only net debt includes financial assets accounted under IFRIC12 for Autostrade Meridionali (concession expiring in 2012) and Ecomouv (in operation in 2013). (4) Assumes SIAS exercises its call option on Autostrade Torino Savona and the sale of 49% of Grupo Costanera to a third party investor. Update on Recent Transactions 27 February

12 Closing Remarks Increasing exposure to most attractive high growth countries Non dilutive transaction Solid financial indicators High cash flow generation allows for local growth with no further equity injection Update on Recent Transactions 27 February

13 Disclaimer This presentation has been prepared by and is the sole responsibility of Atlantia S.p.A. (the Company ) for the sole purpose described herein. In no case may it or any other statement (oral or otherwise) made at any time in connection herewith be interpreted as an offer or invitation to sell or purchase any security issued by the Company or its subsidiaries, nor shall it or any part of it nor the fact of its distribution form the basis of, or be relied on in connection with, any contract or investment decision in relation thereto. This presentation is not for distribution in, nor does it constitute an offer of securities for sale in Canada, Australia, Japan or in anyjurisdictionwhere such distribution or offer is unlawful. Neither the presentation nor any copy of it may be taken or transmitted into the United States of America, its territories or possessions, or distributed, directly or indirectly, in the United States of America, its territories or possessions or to any U.S. person as defined in Regulation S under the US Securities Act The content of this document has a merely informative and provisional nature and is not to be construed as providing investment advice. The statements contained herein have not been independently verified. No representation or warranty, either express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness, correctness or reliability of the information contained herein. Neither the Company nor any of its representatives shall accept any liability whatsoever (whether in negligence or otherwise) arising in any way in relation to such information or in relation to any loss arising from its use or otherwise arising in connection with this presentation. The Company is under no obligation to update or keep current the information contained in this presentation and any opinions expressed herein are subject to change without notice. This document is strictly confidential to the recipient and may not be reproduced or redistributed, in whole or in part, or otherwise disseminated, directly or indirectly, to any other person. The information contained herein and other material discussed at the presentation may include forward-looking statements that are not historical facts, including statements about the Company s beliefs and current expectations. These statements are based on current plans, estimates and projections, and projects that the Company currently believes are reasonable but could prove to be wrong. However, forward-looking statements involve inherent risks and uncertainties. We caution you that a number of factors could cause the Company s actual results to differ materially from those contained or implied in any forward-looking statement. Such factors include, but are not limited to: trends in company s business, its ability to implement cost-cutting plans, changes in the regulatory environment, its ability to successfully diversify and the expected level of future capital expenditures. Therefore, you should not place undue reliance on such forward-looking statements. Past performance of the Company cannot be relied on as a guide to future performance. No representation is made that any of the statements or forecasts will come to pass or that any forecast results will be achieved. By attending this presentation or otherwise accessing these materials, you agree to be bound by the foregoing limitations. Update on Recent Transactions 27 February 2012