A2A Debt Investor Presentation - Amazon S3

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A2A Debt Investor Presentation - Amazon S3
A2A
      Debt Investor Presentation
A2A Debt Investor Presentation - Amazon S3
DISCLAIMER
IMPORTANT NOTICE – STRICTLY CONFIDENTIAL
By accessing this investor presentation, you agree to be bound by the following limitations.

This presentation has been prepared by A2A S.p.A. (“A2A” or the “Company”). This document has been prepared by A2A solely for investors and analysts. The information set out herein, including
forward looking statement, is current only as at the date of this document and is not intended to give any assurances as to future results and it may be subject to updating, revision, verification and
amendment and such information may change materially. A2A is under no obligation to update or keep current the information contained in this presentation, including forward looking statement s
and any opinions expressed in them is subject to change without notice. Market data used in the presentation not attributed to a specific source are estimates of the Company and have not been
independently verified.
The content of this document is of purely informative and provisional nature and the statements contained herein have not been independently verified. This information is given in summary form
and does not purport to be complete. Certain figures included in this document have been subject to rounding adjustments; accordingly, figures shown for the same category presented in different
tables may vary slightly and figures shown as totals in certain tables may not be an arithmetic aggregation of the figures which precede them.
A2A has not authorised the making or provision of any representation or information regarding A2A or its subsidiaries other than as contained in this document. Any such representation or
information should not be relied upon as having been authorised by A2A. None of A2A or any of its respective affiliates, advisers or representatives shall have any liability whatsoever (in negligence
or otherwise) for any loss whatsoever arising from any use of this presentation or its contents, or otherwise arising in connection with this presentation.
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construed as, any offer for sale or subscription of, or solicitation of any offer to buy or subscribe for, any securities of A2A or its subsidiaries nor should it or any part of it form the basis of, or be
relied on in connection with, any contract or commitment whatsoever. This presentation does not constitute a recommendation regarding the securities of A2A or its subsidiaries. This presentation
and the information contained herein are not an offer of securities for sale in the United States and are not for publication or distribution to persons in the United States (within the meaning of
Regulation S under the United States Securities Act of 1933, as amended).
This presentation is for distribution in Italy only to "qualified investors" (investitori qualificati), as defined pursuant to Article 100 of Legislative Decree no. 58 of 24 February 1998, as amended and
restated from time to time (the Financial Services Act), as implemented by Article 34-ter, paragraph 1(b) of CONSOB Regulation no. 11971 of 14 May 1999, as amended and restated from time to
time. This presentation is being communicated in the United Kingdom only to persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 and to persons to whom it may otherwise be lawful to communicate it to (all such persons being referred to as relevant persons).
Some information contained herein and other material discussed at the meetings may include forward-looking information based on A2A’s current beliefs and expectations. All statements other
than statements of historical fact, contained herein regarding the A2A’ strategy, goals, plans, future financial position, results of operations future performance and business, projected revenues and
costs or prospects are forward-looking statements. Such statements may include, without limitation, any statements identified by the use of terminology such as "anticipates", "believes",
"estimates", "expects", "intends", "target", "aim", "may", "plans", "projects", "will", "can have", "likely", "should", "would", "could" and other words and terms of similar meaning or the negative
thereof. These statements are based on current plans, estimates, expectations, projections and projects and therefore you should not place undue reliance on them. Forward-looking statements
involve inherent risks and uncertainties. We caution you that a number of important factors could cause actual results to differ materially from those contained in any forward-looking statement.
Such factors which may not be predicted or quantified or may be beyond the Company’s control include, but are not limited to changes in global economic business, changes in the price of certain
commodities including electricity, gas and coal, the competitive market and regulatory factors. Moreover, forward-looking statements are current only at the date on which they are made.
A2A Debt Investor Presentation - Amazon S3
A2A Highlights
    A2A is the Italy's largest local utility and the most diversified utility among local utilities.

      The Group operates throughout Italy, predominantly in Lombardy   Growth oriented multi-utility, delivered industrial and financial value
                                                                                    FINANCIAL HIGHLIGHT

                                                                                    Million €                   2017     2016     2015
                                                                                    Revenues                     5,910    5,093    4,921

                      LARGEST TERRITORY                                             Reported EBITDA              1,211    1,231    1,048
                                                                                    Ordinary EBITDA              1,135    1,033    1,022
                       AGGREGATION
                                                                                    Group net income              293      232       73
                                                                                    Group ordinary net income     413      377      278
                                                                                    CAPEX                         450      349      317
                                                                                    Distributed Dividend          180      153      126
                                                                                    Dividend Yield (%)             4.1      4.2      3.8
                                                                                    Net Capital Employed         6,239    6,415    6,156
                                                                                    Net Financial Position      -3,226   -3,136   -2,897
                                                                                    Net Equity                   3,013    3,279    3,259
                                                                                    Market cap. (year-end)       4,831    3,853    3,929
                                                                                    Manpower (units)            11,280   13,494   12,083

                                                     2017               2017
                            80
                                                  NFP/EBITDA             D/E
                         companies
                                                     2,7x                1,1
3
A2A Debt Investor Presentation - Amazon S3
2017 Bulletin Board: shaping the future today
    €M
                REVENUES                                          EBITDA                                           ORDINARY EBITDA                                            CAPEX

                    +16%                                            -2%                                                     +10%
                                                                                                                                                                               +101
                           5,910                          1,231                                                                    1,135
            5,093                                                           1,211                               1,033
                                                                                                                                                                                          450
                                                                                                                                                                     349

            2016           2017                           2016              2017                                   2016             2017                            2016                  2017

                                                                                                               NET FINANCIAL POSITION                                          DPS
                 GROUP                                     GROUP ORDINARY                                   -226                           +90
                                                                                                                                                               €
               NET INCOME                                    NET INCOME                                                                                                        17%
                                                                                                    3,136                          316           3,226
                                                                                                                   2,910
                    +26%                                            +10%                                                                                                              0.0578
                                                                                                                                                                   0.0492
                                                          377              413

             232            293

             2016           2017                         2016              2017                     2016            2017        Change of        2017              2016                2017
                                                                                                                                perimeter

           2017 ACHIEVEMENTS
                                              WASTE                                      MARKET                                      NETWORKS                               GENERATION
            ORGANIC                   Ongoing developments                           Further expansion                          Successful participation                Solid performance
            GROWTH                      in investments for                           of the free market                       in the first gas distribution          of the generation fleet,
                                         treatment plants                              customer base                               tender (Milano1)                 in particular CCGT plants

                                   LGH - 12M fully consolidation:                        Set up of A2A                                                                    Geographical
           EXTERNAL                                                                                                        Northern Lombardy Multiutility:
                                       strong synergies from                         Rinnovabili and M&A                                                               focus: sale of stake
           GROWTH                                                                                                           Start of the partnership project
                                     the industrial partnership                  First step in PV Renewables                                                          in Montenegrin EPCG
4
9M 2018 Consolidated Results

    A2A consolidates the accounts of ACSM-AGAM group on a line-by-line basis, starting from July 1, 2018.
    The ACSM-AGAM group is the multi-utility company of Northern Italy resulting from the combination of the Como, Monza, Lecco, Sondrio and Varese public utility companies.
5
Shareholding structure listed in Milan Stock Exchange

    AT DECEMBER 31, 2017                                               A2A 2017 figures (Borsa Italiana)

                                                                        MARKET CAPITALISATION                                                                  € 4,831 m
                               0.8                                      AT DECEMBER 29, 2017:

                                                                        AVERAGE CAPITALISATION                                                                  € 4,455 m
                                                                        AVERAGE VOLUMES                                                                         9,729,351
                                     25.0                               AVERAGE PRICE:                                                                   1.422 €/share
                                                                        MAXIMUM PRICE:                                                                   1.635 €/share
          49.2                 %                                        MINIMUM PRICE:                                                                   1.232 €/share
                                                                                                                                                                                                 Tickers:
                                                                                                                                                                                                 Bloomberg – A2A:IM
                                                                                                                                                                                                 Reuters – A2.MI
                                                                        NUMBER OF SHARES:                                                               3,132,905,277
                                     25.0                              A2A stock is also traded on the following platforms:
                                                                       Chi-X, BATS, Turquoise, Equiduct, Sigma-X, Aquis, BOAT OTC, LSE Europe OTC, BATS Chi-X OTC

                                                                       Indices

              MUNICIPALITY OF BRESCIA
                                            Municipality of Milan        A2A FORMS PART OF THE FOLLOWING INDICES                                                                ETHICAL INDICES
              MUNICIPALITY OF MILAN         and Brescia:                 FTSE MIB                                                                                               ECPI Euro ESG Equity
              MARKET                        shareholding pact on 42%
              TREASURY SHARES                                            STOXX Europe                                                                                           Ethibel Sustainability Index Excellence Europe
                                                                         EURO STOXX                                                                                             EURO STOXX Sustainability Index
                                                                         MSCI Europe Small Cap                                                                                  Euronext Vigeo Europe 120
                                                                         WisdomTree Utilities                                                                                   Solactive Climate Change Index
                                                                         S&P Developed Ex-US                                                                                    Standard Ethics Italian Index

                                                                       Moreover, A2A has been included in the Ethibel Excellence Investment Register and in the Ethibel Pioneer Investment Register.

6      Note: At December 31, 2017
A2A at a glance Well Balanced Business Mix

                                                    VALUE FROM END                                                MORE SOLUTIONS                                                  SMARTER AND                     FLEXIBLE AND
                                                    TO BEGINNING                                                  TO INVOLVE CUSTOMERS                                            MORE RELIABLE                   GREENER ENERGY

                                                                                                                                                                                NETWORKS                     GENERATION
                                                       WASTE                                                       MARKET(2)                                                                                  & TRADING
                                                                                                                                                                  NETWORKS                    HEAT
                                             1st energy producer                                  Leader for quality and customer                             Incumbent in the key          1st domestic      2 GW hydro
              2017                             from WTE plants                                              satisfaction                                            areas                     operator      installed capacity
           Ordinary
          EBITDA (1)
                                            251                             22%                                173                            15%               309           26%        78 €M        7%    353              30%
                                            €M                                                                 €M                                               €M                                          €M

                                                                                                          Electricity and gas sales                                                        Cogeneration
                                                  Collection and                                                                                                                                                    Fuel
                                                                                                               • free market                                  Electricity distribution     heat recovery          sourcing
                                                 street sweeping                                                                                                                             and sales
                                                                                                            • regulated market

                                          Urban Waste Treatment
                                            Material Recovery                                                                                                          Gas                      Heat        Power generation
                                                                                                                 Public Lighting                                                                             (Thermoelectric
                                                 Electricity and                                                                                                   distribution             Distribution        and RES)
                                                Heat production

                                                                                                         New Energy Solutions
                                                Industrial Waste                                                                                                   Integrated
                                                                                                          (Energy Efficiency,                                                                              Whole-sale & Trading
                                                   Treatment                                                                                                       Water Cycle
                                                                                                       E-mobility and Smart City)

    (1)   Ordinary EBITDA Equal to 1,164 €M, calculated as Reported EBITDA (1,211 €M) net of non recurring items (64 €M), EBITDA from “Corporate” (-29 €M),
7         EBITDA from EPCG (12 €M). Put option on EPCG stake was exercised by A2A in July 2017
    (2)   New perimeter of the old Energy Retail BU, including also Energy Efficiency, Public Lighting, Smart City and E-Mobility.
A2A at a glance Italian Geographical Presence

                  G

                      G

          G                A2A operates throughout Italy,
              G
                           predominantly in Lombardy
                                                             C
                                                              G W DH
                                                                                                                                        Technological partnerships
                                                                           C
                                                                                            DH
                                                                                               G                                        abroad on waste treatment
                                                                                                                        C E G
                                                                                            PL
                                                                                                   C
                                                                                                                          W DH
                                                                                                                           PL
                                                                                                                                        plants (UK, Spain and Greece)
                                                                           E G
                                                                                  DH
                                                                                   PL                       C
                                                                                 C
                                                                                                       G     DH
                                                                                                       C
                                                                                            DH
                           G                                                            G
                                                                                        C
                                                                       G                                   C E G
                                                                                                                   DH

                                                                                 PL
                                                                                                                                   C

                                 G

                                                            WASTE                                                       GENERATION            NETWORKS
                                                            Waste collection                       C                    Hydroelectric         Electricity               E
                                                            Treatment plants                                            CCGT                  Gas                       G
                                                            Biogas/Biomass plants                                       Coal                  Water                     W
                                                            Waste-to-Energy                                             Fuel Oil              Public Lighting           PL
                                                                                                                        Solar                 Cogen. & thermal plants
                                                                                                                                              Thermal solar plants
                                                                                                                                              District Heating          DH

8
A2A growth – Acquisition Strategy on PV plants

                                                                                          REENERGY
                                                   Trentino AA 0.6 MW
                                                                                •   September 2017
                                                                                •   17 MW
                                                                                •   18 plants
      Lombardia 1 MW
                                                                                •   5 SPV
    Piemonte 2,9 MW                                                             •   EBITDA 6€M
                                                 Emilia Romagna 8 MW

                                                                                                             NOVAPOWER
                                                     Marche 17,8 MW
                                                                                                     •   October 2017
                                                                                                     •   17,8 MW
                                                                                                     •   16 plants
                                                               Puglia 15,6 MW
                                                                                                     •   8 SPV
                 Toscana 0,9 MW
                                                                                                     •   EBITDA 7€M

                                                                                                                                     IMPAX
                                  Lazio 6,5 MW
                                                                                                                        •   February 2018
                                                                                                                        •   15,7 MW
                                                                                                                        •   5 plants
                                                                                                                        •   5 SPV
                                                                                                                        •   EBITDA 6€M

                                                                                                                                                TALESUN potential acquisition
                            Sicilia 0,9 MW
                                                                                                                                            •     term sheet November 2018
                                                                                                                                            •     43,2 MW
                                                                Portfolio of 43 PV plants                                                   •     39 plants
                                                                                                                                            •     9 SPV
                                                                                                                                            •     EBITDA 9€M
                                                                Total installed power 54,1MWp                                               •     Potential joint venture
9
A2A growth – Aggregation Strategy

                                                                     NORTHERN LOMBARDY
                                                              AEVV
                                                                     MULTIUTILITY
                                                 LARIO RETI          Benefits of industrial partnership:
                                   ASPEM         HOLDING
                                      ACSM-AGAM          A2A          • Sharing technical and management skills
                                                                      • Optimization of industrial
                                                     LGH                and financial position

                                                                     Preservation of the identity of existing
                                                                     companies
                  Industrial entities strongly
                      rooted in our territory
                                                                     Enhancement of investment capacity

                                                                     Improvement of quality standards
                                                                     and service level

                                                                     ~60-70 €M net additional EBITDA fully
                                                                     consolidated
                                                                     Almost complete coverage of Lombardy
                                                                     Open to new aggregation opportunities

10
A2A is a large group of companies
                                               A2A GENCOGAS                                    ERGOSUD                                A2A CICLO IDRICO
                                                   100%                                          50%                                        100%

                                            A2A ENERGIEFUTURE                                                                       A2A CALORE E SERVIZI
                                                   100%                                                                                    100%

                                               LINEA GREEN       (1)                                                                       ASPEM
                                                    100%                                                                                    90%

                                                 A2A ENERGIE                                                                              PROARIS
        GENERATION                               RINNOVABILI                                                   NETWORKS                     60%
                                                    100%
                                                                                                                                         LD RETI (1)
                                                   A2A ALFA                                  PREMIUMGAS                                    90,85%
                                                     70%                                         50%
                                                                                                                                          UNARETI                   UNARETI SERVIZI
                                                                                                                                           100%                        METRICI
                                                                                               METAMER                                                                   100%
                                                                                                 50%
                                                 A2A ENERGIA                                                                              RETRAGAS
                                                    100%                                                                                    91,6%
                                                                                             LUMENENERGIA
                                                                                                 92,7%
                                                                                                                                      CAMUNA ENERGIA
                                                                                                                                           89%
                                          A2A ENERGY SOLUTIONS                              CONSUL SYSTEM
                                                  100%                                           75%                                       ASVT
                                                                                                                                           74,8%
                                            A2A ILLUMINAZIONE
                                                 PUBBLICA
              MARKET                               100%

                                                 LINEA PIÙ     (1)                                                                     A2A SMART CITY
                                                    100%                                                                                    100%

                                                                                                 AMSA
                                                                                                 100%
                                                A2A AMBIENTE                                                   SMART CITY
                                                    100%                                                                               ACSM - AGAM (2)
                                                                                                APRICA                                    45,33%
                                                                                                 100%            OTHER
                                                                                                               COMPANIES            LINEA GROUP HOLDING                LINEA COM
                                                                                                                                            51%                          96,17%
                                             LINEA AMBIENTE          (1)                   LOMELLINA ENERGIA
                                                   100%                                           80%

                                             LINEA GESTIONI          (1)
              WASTE                                100%

                                                                                                                   The Group includes: 80 companies @30.09.18
                                                                                                                   Starting from July 2018, aggregation of Northern Lombardy Multiutility
11      (1)
        (2)
               Shareholdings held through Linea Group Holding S.p.A.
               ACSM-AGAM shares at the end of Sell-Out Procedure (as of 25 October 2018)
Financial Strategy: Cost reduction and high duration

     FINANCIAL STRATEGY                       DEBT STRUCTURE AND MATURITY
                                                                                                    PORTIONS     PORTIONS                                       PORTION MATURING IN
                                                               ACCOUNTING         ACCOUNTING
                                              DEBT ITEMS         BALANCE            BALANCE
                                                                                                    MATURING    MATURING
                                              million euro      31/12/2016         31/12/2016
                                                                                                    WITHIN 12    BEYONDS
                                                                                                                                31 dic 2019       31 dic 2020        31 dic 2021      31 dic 2022   beyond
               FLEXIBILITY                                                                           MONTHS     12 MONTHS
      provide the Company with the right      BONDS
         instruments to take potential
                                                                 2,527              2,995             345        2,650             509                0                 350              498        1,293
       market opportunities, in a prompt      BANK LOANS
               and efficient way              AND OTHER          1,268               943               92         851               90               138                89               86          448

                                              TOTAL             3,795              3,938              437       3,501             599               138                439              584         1,741

                                                         DEBT BREAKDOWN BY SOURCE                                           STATISTICS RELATING TO DEBT AT 31/12/2017
                                                         at 31/12/2017
          DIVERSIFICATION                                                                                                   TOTAL GROSS DEBT                                                        3.9 €Bn
          optimize financial sources
         and assess/select at any time                                       24                                             AVERAGE COST OF DEBT                                                     ~ 3.1%
       the most economical and/or best
                   available                                                                                                AVERAGE MATURITY                                                         5.2 yrs
                                                                      %
                                                                                                                            LIQUIDITY POSITION                                                      1.4 €Bn
                                                               76                           BONDS                           of which:
                                                                                            LOANS                           CASH                                                                     0.7 €Bn
                                                                                                                            UNDRAWN COMMITTED LINES AND LOANS                                        0.7 €Bn
                LIQUIDITY
        maintain an adequate liquidity
      buffer in terms of cash and available
       committed lines to cover planned                  DEBT BREAKDOWN BY INTEREST                                         STATISTICS RELATING TO DEBT AT 30/09/2018*
         cash outlays and absorb low-                    at 31/12/2017
               probability events
                                                                                                                            TOTAL GROSS DEBT                                                        3.9 €Bn
                                                                             18                                             AVERAGE COST OF DEBT                                                     ~ 3.0%
                                                                       %                                                    AVERAGE MATURITY                                                         4.5 yrs
        RISK MANAGEMENT                                        82                                                           LIQUIDITY POSITION                                                      1.7 €Bn
          manage in a proactive way                                                         FIXED RATE                      of which:
        the interest risk with the main
        purpose to mitigate the effects                                                     VARIABLE RATE                   CASH                                                                     1.1 €Bn
              of market volatility                                                                                          UNDRAWN COMMITTED LINES AND LOANS                                        0.6 €Bn
                                                                                                                            *Does not include ACSM-AGAM
12
Bonds and EMTN Programme

        On 1 March 2018 the           The adoption of the EMTN         The bonds to be issued       Program amounts
        Board of Directors of A2A     is part of the A2A Group’s       on the basis of the          to 4 billion, of which
        approved a framework          medium-term financial            Programme are placed         1,438 million euro still
        resolution (i) revoking for   strategy, which is aimed         to institutional investors   available as
        the portion not performed     at lengthening the average                                    of today.
        the resolution previously     life of the Company’s            Liability management
        taken on 10 November          outstanding debt and             executed to optimized
        2016 and (ii) authorising     at maintaining an adequate       debt duration and cost of
        the issue of one or more      financial flexibility in order   debt
        unsubordinated,               to efficiently manage the
        unsecured and non-            future debt maturities,
        convertible notes, under      to support the Company’s
        the EMTN Programme,           rating
        up to an aggregate amount
        of Euro 1 billion,
        by 30 April 2020.

13
Debt maturities breakdown

                                              602                       586

                                                               440
                                                                                   385
                                                                                            365      365
                                      343                                                                              348
                                              511
                                                                        500
                                                                                                                                254
                                                               351
                                                                                   300      300      300               300      109
                                      299              139

                                                                                                               50
                                                                                                                                           Loans
                                      44      91       139      89      86         85        65        65      50       48      145
                                                                                                                                           Bonds A2A
                                     2018     2019     2020    2021     2022       2023      2024    2025     2026     2027    Beyond      Bonds LGH
                                                                                                                                2027

     Recent capital markets transactions
     October 2017                                                                         March 2017
     • ISSUE of a ten-year bond for a total amount of 300 million euro under the          Private placement with a limited number of qualified investors Euro 300 million notes
       Euro Medium Term Notes Programme.                                                  with a seven-year maturity due in March 2024, under its Euro Medium Term Notes
     • TENDER OFFER over A2A outstanding €750,000,000 4.500 per cent.                     Programme.
       Notes due 28 November 2019 (of which €510,703,000 remain outstanding)
       and its outstanding €500,000,000 4.375 per cent. Notes due 10 January              December 2016
       2021 (of which €351,457,000 remain outstanding)                                    TENDER OFFER over A2A outstanding €750,000,000 4.500 per cent. Notes due 28
                                                                                          November 2019 and its outstanding €500,000,000 4.375 per cent. Notes due 10
14                                                                                        January 2021
Bonds and EMTN Programme

                                 Issue quantity Outstanding    Annual    Issue date    Maturity date   Issue price   Re-offer
                                     (EUR)      amount (EUR)   coupon                                                 yield

        Euro Bond 2027             300,000,000   300,000,000    1.625%    19/10/2017     19/10/2027        98.700      1.768%

        Euro Bond 2025             300,000,000   300,000,000    1.750%    25/02/2015     25/02/2025        99.221      1.836%

        Private Placement 2024     300,000,000   300,000,000    1.250%    16/03/2017     16/03/2024        99.774      1.284%

        Private Placement 2023     300,000,000   300,000,000    4.000%    04/12/2013     04/12/2023        99.539      4.057%

        Euro Bond 2022             500,000,000   500,000,000    3.625%    13/12/2013     13/01/2022        99.561      3.688%

        Euro Bond 2021             500,000,000   351,457,000    4.375%    10/07/2013     10/01/2021        99.323      4.487%

        Euro Bond 2019             750,000,000   510,703,000    4.500%    23/11/2012     28/11/2019        99.718      4.548%

        Euro Bond 2018 (LGH)       300,000,000   299,500,000    3.875%    28/11/2013     28/11/2018        99.444      4.000%

15
Rating overview

                   Rating: Baa2,                                                                       Rating:
                   Not on Watch                                                                     BBB/Stable/A-2

        Moody's upgrades A2A S.p.A.'s ratings to Baa2;                                    A2A’s rating reflects:
        stable outlook, April 2018.
                                                                                          Business Risk: SATISFACTORY
        The rating action reflects:                                                       Expectation that the company will continue to strengthen its positions in
        •   A2A's track record of improved financial and operating performance            regulated and more stable activities, while posting funds from operations (FFO)
            as evidenced by funds from operations (FFO)/net debt and retained cash        to debt above 20% over 2018-2019” and “successful cost reduction plan with
            flows (RCF)/net debt ratios in 2017 of 25.8% and 21.3%                        €130 million of cost savings already achieved over 2015-2017
            (vs. 16.8% and 14.1% in 2014), respectively;                                  Liquidity: STRONG
        •   the increase in baseload power prices since early 2016 which will gradually   The group's liquidity as strong, based on our view of the group's proactive
            filter through the company's earnings;                                        financing and healthy cash flow generation and A2A has sound bank
                                                                                          relationships, prudent financial discipline, and proven access to the debt capital
        •   A2A's commitment to maintaining credit quality and Moody's view that the
                                                                                          markets
            company has flexibility to mitigate unexpected negative pressures […]and
            maintain metrics in line with the ratio guidance for the Baa2 rating.”

16
Enterprise Risk Model supports management actions
      The Risk Management Model – Process and Activities
      The A2A Group has a risk assessment and reporting process which is based on the Enterprise Risk Management method(1) and on the best risk
      management practice, in compliance with the Corporate Governance Code. The model, operative since 2010 and far
      from being a static reference, is subject to periodic revision consistent with the evolution of the Group and the context in which it operates.
      The methodology adopted is characterized by the following steps:

                 1                                                        2                                                        3                                      4                                   5
            REGULAR IDENTIFICATION                                   RISK ASSESSMENT PROCESS                                  DEFINITION OF RISK PRIORITIES          CONSTANT MONITORING                  BALANCE SHEET DISCLOSURE
            AND UPDATING OF THE RISKS                                carried out through the                                  AND RISK REPORTING                     OF MITIGATING ACTIONS                (“Bilancio Integrato” under the
            to which the Group is exposed                            involvement of all Group                                 submitted to the top                   PROGRESS,                            D.Lgs 254/2016 regulation)
                                                                     structures, risk owners and risk                         management for approval                to check their effectiveness on
                                                                     specialists, which includes:                                                                    risks mitigation and prevention
                                                                     • update of risk scenarios related
                                                                       to activities
                                                                     • risk scoring
                                                                     • establishment of the relative
                                                                       controls and mitigation plans

      RISK – External, Internal and Strategic Risk

             CHANGES                       MACRO-ECONOMIC                                                                               COUNTERPARTY           INTEREST                                                      DEFAULT
                                                                       BUSINESS INTERRUPTION              COMMODITY PRICE                                                           LIQUIDITY            RATING
     IN LAWS AND REGULATIONS                  SITUATION                                                                                   CREDIT RISK            RATE                                                      AND COVENANT

     ACQUISITIONS, INTEGRATION                                                                                                          TENDER AND                                 SOCIAL AND
                                                                                                                                                        ICT INFRASTRUCTURE AND                          FISCAL AND
           AND BUSINESS                    LEGAL PROCEEDING                NATURAL EVENTS                  ENVIRONMENTAL                CONCESSIONS                              ENVIRONMENTAL                              COMPLIANCE
                                                                                                                                                                SECURITY                               TAX-RELATED
           COMBINATION                                                                                                                                                              CONTEXT

17    (1) This method follows the framework set by the Committee of Sponsoring Organizations of the Treadway Commission (CoSO report)
New strategic Guidelines

                 from                          a2a                                      T         a2a                                        E   a2a                                      C

               RELAUNCH
          Consistent industrial growth
           Selective external growth
                                                           T
                                                      Transformation
                                                 Business strengthening & change
                                                                                                              E
                                                                                                             Excellence
                                                                                                            agile organization,
                                                                                                     leader in operational excellence
                                                                                                                                                            C
                                                                                                                                                           Community
                                                                                                                                                  attract and empower people engage
                                                                                                                                                           external ecosystem

                                               2018                                2022           2018                               2022        2018                                 2022
                                          to
           REGENERATION                        A2A will make a significant effort                 Starting from the positive experience          Over 350 innovation concepts evaluated
           Active role in the energy           to undertake, in its 4 reference                   of the EN&A Project, the Mistral Project       will be translated into the experimentation
            market transformation              businesses, the transformation actions             has been launched: focus on operational        of about 50 new initiatives
                                               necessary to respond to the identified             excellence through a bottom-up redesign
                                               market trends                                      of processes and the transformation
                                               (detailed plan in the next pages)                  of the managerial culture.
                                                                                                  Moreover, strong boost in Capex
                                                                                                  for digitalization and technological
                                                                                                  innovation (>500 €M in the period)

                RESHAPE
           Public lighting, smart city,
               energy efficiency
                                                                                                     Sustainability
                                                                                            inspiring priciple of enterprise development
               2017-2021

18
A2A Sustainability embedded in the Strategic Plan
                  60+ core goals                          GENERATION                                  MARKET                                    WASTE                                  NETWORKS
            built on our sustainability pillars

                                                                                                                                             % sorted collection                      Water network losses
                               CIRCULAR
                               ECONOMY                                                                                                       New recycling plants                     Depurated waste water
                                                                                                                                             Project on reduction/ reuse/recycle

        E                                                    CO2 emissions reduction               Energy efficiency projects                Low-impact vehicles                     DH users
                               DECARBONIZATION                                                     Green energy sold                                                                 Dispersed heat recovery
                                                                                                   to Mass Market                                                                    and DH non-fossil sources

                                                                                                   Digital users                            Smart bins                               Smart meter
                               SMART GRID
                               AND SERVICES                                                        # LED lighting points                                                             Service interruption
                                                                                                   EV charging stations                                                              Smart grid
        S                                                                                          Contact centre quality

                               PEOPLE                        Environmental education              Smart city projects                      Reduction of the                         Roadwork site
                               INNOVATION                                                                                                  accident rate                            inspections
                                                                                                  Banco dell’Energia step 2

                                                  • The shift to a traditional governance model, occurred in June 2014, facilitates decision making and emphasizes the central role of the Board of Directors
        G         GOVERNANCE                      • 100% executives with sustainability MBOs (weight increased from 5% to 10% for the CEO/Managing Director)
                                                  • A2A adopts a prudent energy risk policy, part of its ERM model, whose purpose is to further develop and integrate risk management into the business process

             Integration of Sustainability Plan and Financial BP @2022 in line with 2030 sustainability goals

         August 2018 - A2A signs the first Credit Line in Italy linked to the Group’s Sustainability Policy
         and the Standard Ethics Rating
19
A2A Sustainability embedded in the Strategic Plan

                        CIRCULAR ECONOMY                                                              g/
                                                       %              DECARBONIZATION                kWh

                                                100
                         84                                  445
                                 82
                                                                      420      419

                  31                                                                         394

                2015    2016    2017          2022           2015    2016      2017          2022

              MATERIAL RECOVERY RATE                       CO2 /kWh
              IN A2A PLANTS ON TOTAL WASTE COLLECTED       CARBON INTENSITY

                        SMART GRID                     k              PEOPLE INNOVATION              %
                        AND SERVICES
                                                550
                                                                                               20
                                 356
                  227    269

                                                                 0        5       5
                 2015   2016    2017           2022           2015      2016    2017          2022
              ONLINE MEMBERS                               SMART WORKING
              OF A2A ENERGIA COMMUNITY                     % on total employees applicable
20
Data Annexes

     A2A Asset Portfolio
     Consolidated Income Statement
     Consolidated Balance Sheet
     Consolidated Net Financial Position
     A2A strong Commitment to Sustainability

                                               Financial Report and Economic data and News are all available on A2A website:
                                               http://www.a2a.eu/en/investor/

21
A2A Asset Portfolio as of 31 December 2017

22
Consolidated Income Statement

                                     (1) The figures at December 31, 2016 include the economic
                                         effects deriving from the LGH Group’s PPA and the
                                         reclassification for the purposes of IFRS 5 of the EPCG
                                         Group’s income statement items.
                                     (2) EPCG not included in Group EBITDA as of 2016 restated
                                         results

                                     Note: Group net income adjusted for the impact of
                                     extraordinary items: 2017 = 413 €M; 2016 = 377 €M;
                                     2015 = 278 €M; 2014 = 175 €M; 2013 = 156 €M; 2012 =
                                     116 €M; 2011 = 165; 2010 = 243

23
Consolidated Balance Sheet

24
Consolidated Net Financial Position

25
A2A strong Commitment to Sustainability
     Listening to the needs of stakeholders in the various territories in which A2A operates.                         Definition of a Sustainability Policy with objectives through to 2030 and a Sustainability Plan integrated
     Identification of the material aspects for planning and reporting                                                with the Business Plan. The Policy is based on 4 pillars, crucial to A2A’s business and consistent with the
                                                                                                                      international approach given by the UN

     • Stakeholder Engagement:                                                                                                   Circular Economy:                               Decarbonization:
       more than 270 initiatives involving external and internal stakeholders. The forumAscolto programme,                       Sustainably manage waste                        Contribute to achieving national
       the multistakeholder feedback initiative launched by A2A in 2015 aimed at understanding the needs                         during its life cycle                           and EU targets for the reduction
       of the communities where it operates, continued in 2017                                                                                                                   of greenhouse gas emissions
     • Materiality Evaluation:
       A2A Group materiality matrix was updated
                                                                                                                                            Smart grid                                       People Innovation:
                                                                                                                                            and services:                                    Actively contribute to the
                                                                                                                                            Increase grid reliability                        welfare of the community
     SUSTAINABILITY NETWORKS                                                                                                                through technological                            and the improvement
                                                                                                                                            innovation                                       of working conditions
     A2A has an active participation
     in national and international
     associations and networks                            WINNER IN 2017
     on matters of sustainable                                                                                                                  Governance and Tools
     development.                                                                                                                               • Sustainability Policy
                                                                                                                                                • Territory and Sustainability Committee: the Committee has the task to assist with
                                                                                                                                                  information, advice and proposals the Board of Directors,the Chairman and CEO of the
                                                                                                                                                  Group in defining guidelines, orientations and initiatives
                                                                                                                                                • Code of Ethics
     Reporting to external stakeholders                                                                                                         • Organisation, Management and Control Model (according to 231/01 Law)
     during focussed meetings or through the Integrated                                                                                         • Policy for Quality, Environment and Safety and Systems for their Management
     Report and Territorial Sustainability Reports                                                                                              • Sustainability Issues for Risk Management: Climate Change impacts

     INTEGRATED REPORT
     A2A 2017 Integrated Report has been prepared in accordance with the Global Reporting Initiative (GRI)
                                                                                                                                            Implementation of practices and adoption of instruments that are consistent with the
     Standards and, for some indicators, it complies with GRI-G4 Electric Utilities Sector Supplement.
     The Report considers six forms of capital (Human, Financial, Relational, Intellectual, Manufacturing and
                                                                                                                                            sustainability goals prefixed in the value creation process
     Natural), in accordance with the International Integrated Reporting Council (IIRC) framework.
                                                                                                                         INVESTMENTS           GENERATION &         NETWORKS       WASTE         CORPORATE          TOTAL
                                                                                                                         CLASSIFICATION        TRADING              AND HEAT

                                                                                                                         Emission
     Moreover, in 2015, A2A began, first in Italy, publishing sustainability reports with reference to the specific                                   2.1               4.6           6.4               -                 13.1
                                                                                                                         Reduction
     territories in which it operates, undertaking a path toward the community and extending its stakeholder
     engagement model.                                                                                                   Energy
     During 2017 six Territorial Sustainability Reports were published (Milan, Brescia, Bergamo, Varese,                                              0.4               4.1           25.8              -                 30.3
                                                                                                                         efficiency
     Valtellina and Valchiavenna and Friuli Venezia Giulia).
                                                                                                                         Renewables                  13.2               5.3           7.6               -                 26.1

                                                                                                                         Innovation                   0.5                -            7.7              0.4                8.6
                 The Integrated Report 2017 is available on A2A website
                                                                                                                         Total                       16.2               14            47.5             0.4                78.1
26
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