Italian Small Cap Financial Advisory - Team - Methorios Capital

Italian Small Cap Financial Advisory
February 2011, Rome
This document is strictly private and confidential

Index
• Executive Summary........................................................................................................................
Page 4
• Italian Small cap M&A and IPO market.................................................................................... Page 5
- Leadership Italian small cap M&A market............................................................................
Page 8
- Leadership AIM Italia IPO listings........................................................................................... Page 9
- Leadership MAC IPO listings..................................................................................................... Page 10
- Italian market leaders....................................................................................................................
• Italian Advisory Market..................................................................................................................
-Advisor Locations..........................................................................................................................
- Local Player Analysis.....................................................................................................................
Page 11
Page 12
Page 13
Page 14
- Domestic non listed players......................................................................................................... Page 17
- AdviCorp.......................................................................................................................................... Page 19
- Ambromobiliare.............................................................................................................................. Page 22
- Arché.................................................................................................................................................Page 26
- Arietti & Partners............................................................................................................................ Page 29
- Baldi & Partners............................................................................................................................... Page 32
- Bernardi, Postacchini & Associati................................................................................................ Page 37
- Borghesi, Colombo & Associati................................................................................................... Page 38
- Caretti & Assocciati........................................................................................................................ Page 40
- Cassiopea Partners..........................................................................................................................Page 43
- Cavour Corporate Finance............................................................................................................ Page 48
- Consilia Business and Management............................................................................................ Page 54
- Continisio Sanfelice di Bagnoli & Partners................................................................................ Page 57
- Cross Border.................................................................................................................................... Page 59
- DGPA Advisory.............................................................................................................................
Page 63
- Eidos Partners................................................................................................................................. Page 69
- EnVent............................................................................................................................................. Page 74
- Fineurop........................................................................................................................................... Page 79
- Inteam............................................................................................................................................... Page 82

Index
- K-Finance.......................................................................................................................................
Page 85
- KEP Consulting............................................................................................................................. Page 91
- Klecha & Co.................................................................................................................................. Page 94
- KON Business and Financial Advisors..................................................................................... Page 97
- Lucciola & Partners...................................................................................................................... Page 100
- Madison Corporate Finance........................................................................................................ Page 103
- Marco Polo Advisors.................................................................................................................... Page 105
- Natali and Partners........................................................................................................................ Page 110
- Pentar............................................................................................................................................... Page 113
- Studio Trementozzi....................................................................................................................... Page 118
- Universoft....................................................................................................................................... Page 119
- Vitale & Associati..........................................................................................................................
Page 121
- Italian Listed Players...................................................................................................................... Page 128
- Mittel Group..................................................................................................................................
- Tamburi Investment Partners.....................................................................................................
- Methorios Capital..........................................................................................................................
- Global Listed Players.....................................................................................................................
Page 130
Page 134
Page 138
Page 142
- Lazard.............................................................................................................................................. Page 147
- Greenhill & Co............................................................................................................................... Page 148
- Evercore Partners Inc................................................................................................................... Page 149
- KBW Inc......................................................................................................................................... Page 150
- Piper Jaffray Cos............................................................................................................................ Page 151
- ABG Sundal.................................................................................................................................... Page 152
- Numis Corporation Plc................................................................................................................. Page 153
- Arbuthnot Banking Group...........................................................................................................
Page 154
- Rodman & Renshaw Capital........................................................................................................ Page 155

Executive Summary
‣ This document was prepared for the purpose of providing an insight into the financial advisory sector at two fundamental drivers
of revenues:
• Small cap M&A, a snapshot of transactions in Italy for 2010 relative to 2009, looking at the most active players and trend for
activity in 2011;
• Small cap equity capital markets, looking solely at IPO activity on the multilateral trading facilities (MTFs) of AIM Italia and
Mercato Alternativo del Capitale (MAC).
‣ Global advisory services industry in the years of 2008 and 2009 saw a significant decline in revenues as global markets went into
tailspin and companies faced with severe uncertainty chose to put to one side any large plans for growth and cut back on external
advisory expenditure.
‣ M&A and equity capital markets have been key drivers for small cap companies in Italy. Small cap M&A transactions, although
declining in number from 2009 to 2010, have in fact increased in average transaction size as companies faced with uncertain
market conditions have been looking to streamline to core company activity spinning off business units that don’t immediately fit
the strategic profile and from a buy side there have been a number of firms taking advantage of discounted valuations from
distressed selling.
‣ Equity capital markets have become a new source of growth for Italian small cap companies that are looking for new capital
injections that have proven difficult during tighter credit markets conditions. The MTF markets of AIM Italia and MAC have
played an essential role as the platforms for this new growth source. Although the markets do not immediately fit the profile of
Italian SME companies as the concept of diluting shareholdings to outside investors does not immediately fit the Italian family
business model, there has already been a significant number of companies that are in the process of coming to market that will
essentially create a critical mass of listings that will be an effective driver for liquidity.
‣ Despite domestic political friction and debt concerns in Europe, the Italian market indicates strong signs for improvement for the
year ahead. Small cap IPO activity is likely to continue offsetting the sluggish listing activity in larger cap segments of Borsa
Italiana, as fore mentioned there exists a strong number of companies presently in various stages of listing on the MTF markets.
M&A is likely to see a greater number of transactions as the global developed markets are showing healthy signs of activity with
companies reassessing expansion activity.
4

Small cap M&A and IPO market

Small Cap M&A by Country/Region
‣ Announced small cap M&A transactions (< USD 50 mln) were recorded at USD 129.4 bln (36,724 deals) for 2010. This was
a significant increase on the year prior that saw an overall value for transactions equal to USD 112.7 bln (36,246 deals), over
the same period. This improvement indicates a recovery in the small cap market that had been in a gradual decline following
the first quarter of 2007.
‣ The below two diagrams indicate the number of M&A transactions, under USD 50 mln (small cap), by respective region and
European country for 2010 and 2009. One trend to note from fig 1 is the share of European transactions has grown by an
additional 1.8% in terms of transactions numbers on overall global market.
‣ Fig 2 indicates the percentage values in terms of the number of transactions on the overall European market. Italy’s ranking
from 2009 to 2010 for small cap European M&A activity fell from 6 th to 7 th surpassed by Sweden as transactions numbers fell
from 833 to 753.
Fig 1. Fig 2.
Small Cap (

Small Cap M&A Market by Sector
‣ The below diagrams indicate the relevant M&A activity by sector for Italy, Europe and the global markets.
‣ One significant trend to note is the 23.5% incidence of Energy and Power transactions in the Italian small cap
M&A market. This certainly reflects the amount of activity related to renewable energy acquisitions that remain a
key industry for financial advisory firms as government incentives for renewable energy (photovoltaic, wind and
biogas) investment has resulted in strong developments in this sector.
Small Cap (

Leadership Italian small cap M&A market
‣ The Italian small cap (

Leadership AIM Italia IPO listings
Date of listing Listed companies Advisor for listing Specialist Nomad
08/05/2009 Neurosoft N/A Mediobanca S.P.A. Banca Akros
08/05/2009 IKF Natali&Partners Banca Finnat Euramerica Ugf Merchant
01/08/2009 Vrway Mazars Business Advisory SerIntermonte Sim Intermonte Sim
23/12/2009 TBS Group Eidos Partners Intermonte Sim Intermonte Sim
29/12/2009 House Building Inteam Twice Sim Envent
16/03/2010 PMS Ugf Merchant Banca Finnat Euramerica Ugf Merchant
16/03/2010 Poligrafici Printing Methorios Capital Banca Finnat Euramerica Ugf Merchant
23/03/2010 Fintel Energia Group Baldi & Partners Intermonte Sim Intermonte Sim
14/07/2010 Methorios Capital Natali&Partners Banca Finnat Euramerica Intermonte Sim
22/10/2010 Vita Societa Editoriale Envent Banca Finnat Euramerica Ugf Merchant
21/12/2010 First Capital Madison Corporate Finance Intermonte Sim Ugf Merchant
Source: Borsa Italiana
‣ The London Stock Exchange’s acquisition of Borsa Italiana in 2007 set the stage for the AIM market platform to make its
debut in Italy, an MTF (exchange regulated) market that has experienced significant success in London since its launch in 1995.
With its Italian launch (AIM Italia) in December 2008 the market has become the focal point for IPO activity accounting for 11
of the 18 Borsa Italiana listings in 2009 and 2010. This trend is likely to continue into 2011 as there is reportedly a solid backlog
of companies in various phases of the listing process (refer to Methorios study “Multilateral Trading Facilities”).
‣ As shown from above the financial advisors that have been involved in the most IPO’s on the market segment have been the
partnership of Natali & Partners and Methorios Capital, whom have been participated in the listing of 3 companies on the
market. However in terms of investment activity these two companies have active in primary market capital raising for nearly all
listed companies especially in respect to listings performed in 2010.
‣ In regards to Nominated Adviser (Nomad) and Specialist roles, the most prominent entities have been Ugf Merchant (5
listings), Banca Finnat (5 listings) and Intermonte (5 listings). Looking solely Nomad activity on this MTF, Ugf Merchant has
participated p in the smaller company listings on AIM Italia when compared to Intermonte that is the current Nomad of the
larger cap companies: VRWay (market cap € 113 mln); TBS (market cap € 60 mln); Methorios Capital (market cap € 50 mln);
and Fintel Energia (market cap € 42 mln). Intermonte Nomad companies capitalisation tally accounts for 74% of AIM Italia in
comparison to the 18% for Ugf Merchant*.
* Note: Capitalisation figures were calculated using values year end 2010 (market close 30/12/2010) excluding any value for House Building that is currently suspended from trading
9

Leadership MAC IPO listings
Date of listing Listed companies Advisor for listing Specialist Sponsor
17/09/2007 Tessitura Pontelambro Centrobanca Centrobanca Centrobanca
Banca Popolare
12/10/2007 Raffaele Caruso N/A CentroSim
dell’Emilia Romagna
Soc. Coop.
14/12/2007 Area Impianti N/A Banca IMI
Cassa di Risparmio di
Padova e Rovigo
04/04/2008 S.E.I. N/A MPS Capital Services MPS Capital Services
02/01/2009 C.S.M. Studio Cerioli Pellacini. Abaxbank Abaxbank
25/11/2009 Gruppo Effegi GE Capital N/A GE Capital
12/03/2010 Rosetti Marino N/A Banca IMI
Cassa dei Risparmi di
Forlì e della Romagna
02/08/2010 Editorial Olimpia Methorios Capital Banca Aletti GE Capital
Source: Borsa Italiana
‣ Mercato Alternativo del Capitale (MAC) was launched in December 2006, on the initiative of 17 financial institutions
and 7 national associations. The purpose of the market is to provide a point of reference for small/micro cap
companies wanting to raise capital with lower regulatory requirements. The market is open to institutional investors
only and trading is restricted to minimum block sizes of € 15,000. Since the launch of the market there was a total of
8 listed companies on the MTF.
‣ Growth on this market has been rather somber, averaging around 2 listings per year. Borsa Italiana recently increased
its holding in PRO MAC from 5% to 99.6% (September 2010) that will perhaps add more drive to the market. For
2011 there is likely to be a small amount of growth in listings on this MTF of perhaps 4 or 5 listings but lower activity
than forecasted for AIM Italia.
‣ The more active financial intermediaries (sponsors, financial advisors and specialists) have been Banca IMI and GE
Capital and Methorios Capital. Methorios is likely to strengthen its role as a player on this market as it is currently in
the process of bringing to market 3 companies that are in various stages of the listing phase, one of which is Imvest
that has been approved for listing in January 2011.
10

Italian market leaders
‣ The above table indicates the levell of activity for two key drivers of advisory revenue, M&A and IPO both at a small cap
level (M&A transactions under USD 50 mln and IPO transactions on the MTF markets of AIM Italia and MAC.
Italian Small Cap advisory transactions (IPO/M&A) 2010
‣ As we can see the market leaders for IPO activity is Methorios Capital that in 2010 listed two companies in the course of
2010: Poligrafici Printing on AIM Italia; and Editoriale Olimpia on MAC. Through its partnership with Natali & Partners it
accounted for 30.7% of the overall capitalisation value of 2010 listed companies on the market as at the close of 2010.
‣ In regards to small cap M&A activity the most active companies in the Italian market have been, K Finance (Clairfield
Partners), Sin&rgetica and Arietti & Partners (M&A International) all of whom acted as a advisor for five M&A
transactions.
11

Italian Advisory Market

Italian Advisor Locations
* Head office
. .. .
.
. . .. .
.
Vicenza
Milan
. .
• Marco Polo Advisors
• Arché
• Ambromobiliare
• Arietti & Partners Bologna/Reggio Emilia
• Arthur D Little
• Baldi & Partners*
• Borghesi, Colombo e Associati
• Caretti & Associati
• Cassiopea Partners
• Cavour Corporate Finance
• Consilia Business & Management
• Cross Border
• DGPA & Co
• Eidos Partners
• EnVent *
• Fineurop Soditic
• K Finance
• KEP Consulting
• Kletcha & Co
• Kon Business & Financial Advisor
• Lazard
• Madison Corporate Finance
• Marco Polo Advisors
• Mittel*
• Natali & Partners
• Pentar*
• RDS & Partners
• Rothschild
• Studio Gnudi e Associati
• Syn&rgentica
• Tamburi Investment Partners
• Universoft (Bergamo)
. . .
.
Turin
• Arietti & Partners
Parma
• Baldi & Partners ..
..
.
Florence
• Kon Business & Financial Advisor*
Rome
• AdviCorp
• Arthur D Little
• EnVent
• KEP Consulting
• Kon Business and Financial Advisor
• Lucciola & Partners
• Methorios Capital
• Pentar
• Rothschild
• Vitale & Associati • Studio Gnudi e Associati
• Studio Trementozzi
.
.
..
.
..
.
• Baldi & Partners
• Cavour Corporate Finance*
• Inteam (3 offices)
• Marco Polo Advisors*
• Studio Cariole Placing Association Professional
• Studio Gnudi e Associati
• Studio Cariole
.
.
. .
Naples
• Continisio & Partners
• Pentar
.
Fermo
• Bernardini, Postacchini & Associati
. . .
Lecce
• Pentar
Big 4 office locations
Ernst & Young KPMG
.
PWC Advisory
Deloitte Financial Advisory Services
13

Local Player Analysis
‣ The following chart indicates revenue, EBITDA and net
income information for companies active in the advisory
sector for corporate finance transactions in Italy.
Revenues
EBITDA
Net Income
figures are in € ,000 2008 2009 2008 2009 2008 2009
KPMG Advisory Spa 175,205 169,310 14,080 17,938 11,703 13,039
Ernst&Young Finc Bis Adv * 137,950 126,156 14,864 9,314 7,204 2,020
PWC Advisory Spa* 82,208 86,286 NA NA 3,736 9,973
Deloitte Finc Adv Ser** 35,918 34,502 8,270 5,606 4,463 3,471
Gruppo Mittel ® 50,077 67,873 15,610 21,311 31,646 44,259
Lazard & Co 24,350 19,267 3,010 6,203 5,655 -
2,576
Vitale & Associati 8,738 11,455 1,919 3,015 875 765
Fineurop 11,144 10,910 7,001 6,374 4,996 5,067
Borghesi, Colombo & Assoc 9,378 10,193 3,346 4,354 2,172 2,852
Arthur D Little ® 13,726 8,787 104 - 1,822 - 1,057 - 1,690
Methorios Capital 2,689 4,168 587 1,850 309 950
Tamburi Investment ® 6,160 3,230 1,730 - 710 - 20,640 - 1,003
KON Business & Finc Adv 2,019 2,390 78 58 15 15
Eidos Partners 4,418 2,154 647 - 489 407 - 450
Consilia Business & Mgmt 1,743 2,152 34 53 2 5
Lucciola & Partners 1,774 1,821 277 224 86 - 15
EnVent 3,018 1,640 673 - 184 388 9
Arché 3,220 1,638 334 - 190 124 - 296
Arietti & Partners 2 126 1 593 42 36 1
Ambromobiliare 1,562 1,421 28 26 - 16 8
Caretti & Assoc*** 2,637 1,398 327 63 161 11
Baldi & Partners 1,316 1,377 244 209 94 107
K Finance 2,153 1,016 607 - 386 384 - 359
Universoft 464 1,013 77 32 48 16
Pentar ® 2,226 929 - 450 - 4,637 - 344 - 11,442
Cavour Corp Finc 1,538 868 - 6 63 - 51 1
Inteam 1,599 848 84 16 104 - 21
DGPA Advisory* - 747 - 4 39 - 27
Marco Polo Advisor 506 617 21 10 8 1
Natali and Partners 117 489 9 42 2 18
Cross Border 537 456 24 6 - 3 - 4
KEP Consulting 600 352 29 5 5 - 14
Cassiopea Partners NA 210 NA 74 NA 45
Klecha & Co NA 142 NA 38 NA 17
Madison Corporate Finance 55 100 3 4 1 -
Continisio Sanfelice di Bag 17 36 - 13 - 20 - 12 - 20
AdviCorp
Financial information not available for only Italian activity
Bernardi, Postacchini & Assoc No company financials were available
RDS
No company financials il were available ilbl
Studio Trementozzi No company financials were available
Studio Cerioli Pellacini No company financials were available
Syn&rgetica
No company financials were available
* Ernst & Young Financial Business Advisory, PWC Advisory and DGPA Advisory results are year end June 30, 2010
** Deloitte Financial Advisory Services results year end May 2009
*** Caretti & Associates results year end March 31, 2010
‣ Statistics for the “Big Four” (KPMG, Ernst and Young,
PricewaterhouseCoopers and Deloitte) and others
contain revenues for activities outside of corporate
finance transaction advisory services. This is due to the
fact that revenues were not segregated within their
respective company financials. This being the case it
makes it difficult to ascertain a specific size of the
Italian market.
Arietti & Partners 2,126 1,593 42 36 - 1
‣ We are able to see that within the Italian boutiques,
significant advisors in terms of revenues for the last
reported financial year are: Vitale & Associati; Fineurop;
Borghesi, Colombo & Associati; and Methorios Capital.
Big Four
s
Domestic Boutiques
Italian
® consolidated financials results not only for advisory activity Source: Company financials
14

Local Player Analysis
‣ The following graph indicates revenues for boutiques that earned in excess of € 1mln for 2009. As shown bl below, 8 of the
16 companies in this snapshot achieved a growth in revenues for 2009 on 2008 and only 5 achieved positive year end results
in 2009.
€mln
14
12
10
8
6
4
2
0
+31.1% 1% +8.7% 87%
+55.0% +18.4%
Revenue 2008 Revenue 2009
+23.5% +2.6% +4.6% +118.3%
€mln
3.0
5.0 5.1
Net Income 2008 Net Income 2009
25 2.5
2.0
1.5
Positive result 2009
1.0
0.5
00 0.0
-0.5
-1.0
** Caretti’s results recorded from financial year end March 31, 2010 15

Local Player Analysis
‣ Noted trends in the activity of local operators in the advisory market are:
• A significant number are gearing their services towards supporting small and medium companies in the renewable
energy sector for which they see as having performed well throughout the global downturn. This is a trend that many
expect to continue in the years ahead as energy security and environmental concerns continue to be a pressing issues for
which European governments have been implementing legislation and incentives to promote investment.
• As of recent a significant portion of completed mandates have been related to debt restructuring services and sourcing
new credit lines. This has been a solid source of income for advisory firms for that has been driven by the serious
contraction in the availability of debt.
• With respect to IPO activity, ii the levell of new listingsi for 2010 on Borsa Italiana has remained significantly ifi down on
2007, completing 10 listings on all equity markets of Borsa Italiana. Small cap listings accounted in 2009 and 2010
accounted for 83% IPO’s in respect to transaction numbers, that continue to drive listing activity on Borsa Italiana. Mid
and larger sized companies on the other hand remain still hesitant to go ahead with any listing plans, many preferring to
remain on sidelines until market conditions improve (e.g. Ansaldo Energia and Banca Fideuram) or choosing to list on
markets where there is stronger investment activity (e.g. Prada’s potential listing in Hong Kong).
• Membership to various International and European associations appears to be a common theme amongst the local
Italian operators. Many view this as a vital way to achieve greater exposure to markets abroad and the potential to benefit
from cross-border transactions with other associated members. Firms that have joined/established international
partnerships are K Finance (Clairfield Partners), Cross Border (Global M&A), Baldi & Partners (AA International),
Caretti & Associati (Mid Capital), Arietti & Partners (M&A International) and Methorios Capital (partnerships with
Amber Capital, Santander and Goldman Sachs).
• Newer entrants into the market have shown exceptional growth (Klecha & Co and Cassiopea Partners) whilst some of
the moreolder established firms have experienced severe declines in revenues from 2008 to2009 (Eidos Partners,
EnVent and Caretti).
• The new entrants to the market in many ways follow the new global trend for young entrepreneurs, who have gained
their experience at big firms, to go off on their own and forming boutique advisory companies. This is in contrast to the
older generation of financial service professionals who tend these days to jump between consultancy roles with various
larger firms.
16

Domestic non listed players

Local Player Analysis
‣ The following section provides information related to companies that operate in the small cap Italian Corporate
finance advisory sector. The following table provides a list of the companies included:
Advisor Revenue 2009 Page
AdviCorp N/A 19
Ambromobiliare 1,421 22
Arché 1,638 26
Arietti & Partners 1,593 29
Baldi & Partners 1,377 32
Bernardi, Postacchini & Associati N/A 37
Borghesi, Colombo & Associati 10,193 38
Caretti & Associates 1,398* 40
Cassiopea Partners 210 43
Cavour Corp Finc 868 48
Consilia Business & Mgmt 2,152 54
Continisio Sanfelice di Bag 36 57
Cross Border 456 59
DGPA Advisory 747** 63
Eidos Partners 2,154 69
Envent 1640 1,640 74
Fineurop 10,910 79
Inteam 848 82
Advisor Revenue 2009 Page
K Finance 1,016 85
KEP Consulting 352 91
Klecha & Co 142 94
KON Business & Finc Adv 2,390 97
Lucciola & Partners 1,821 100
Madison Corporate Finance 100 103
MarcoPoloAdvisor 617 105
Natali and Partners 489 110
Pentar 929 113
Studio Trementozzi N/A 118
Universoft 1,013 119
Vitale & Associati 11,455 121
* Caretti & Associates results year end March 31, 2010
** DGPA Advisory results year end June 30, 2010
Borghesi Colombo & Associati 10 193 38 Marco Polo Advisor 617 105
18

AdviCorp
‣ AdviCorp is a provider of financial services for corporate finance and investment banking. The head office is
located in London and the company has an operating office based in Rome. The firm is also registered by the UK
Financial Services Authority (FSA).
‣ As at 2009 the company employed 10 personnel including 2 managing partners.
‣ The firms activity comprises of:
• Capital Markets
With respect to investment banking activity the firm deals in various types of securities including corporate
bonds;
• Corporate Finance
The corporate finance division of AdviCorp provides services in M&A, valuations, debt restructuring,
sourcing capital and securitisations.
‣ AdviCorp in 2009 achieved a significant improvement in overall revenues recorded at € 3.39 mln, an increase of
29% in comparison to 2008. This increase was achieved through both segments of activity.
‣ In 2009 AdviCorp made a small net profit of €54,697, that was an improvement on the loss of € 648,905 for 2008.
‣ AdviCorp’s end of year forecast looks to maintain the rebounding trend. Brokerage commissions are already an
improvement on 2009 and there has been an increase in the number of deals complete for the Corporate finance
team.
‣ The company’s financials do not distinguish between revenues from activity in Italy and the UK therefore they
have been used for comparison.
19

AdviCorp
TEAM – Curriculum Vitae
Andrea Mandel-Mantello CEO and Partner (Corporate Finance)
Andrea Mandel Mantello founded AdviCorp in 1997 and today heads up the M&A and corporate finance operations of
the company. Prior to founding AdviCorp he was head of corporate finance at SBC Warburg in London for the Italian
and Israeli markets. Whilst in this role he was also a member of the board of directors at SBC Warburg Italia SIM.
where he oversaw numerous corporate finance transactions. Prior to SBC Warburg he was worked for Chemical Bank
International a in London, Banca Nazionale a dell’Agricultura in Rome from 1982 to 1988. In addition Andrea deais a founder
of IAG (Italian Angels for Growth) a business angels group. Andrea Mandel Mantello is a graduate in Economics and
Political Science from Yale University.
Marco Maximilian Elser Partner (Capital Markets)
Marco Maximilian Elser joined AdviCorp as a partner in 2002 and established the equity markets activity of the firm.
From 1994 to 2001 he was head of international markets and credit institutions at Northeast Securities in New York,
where he oversaw trading in bonds and equities both for institutional and retail clients. Prior to Northeast Securities he
was a VP at Merrill Lynch Capital Markets in Rome and London from 1984 to 1994 and from 1981 to 1984 he was head
of international sales for Kinetix Measurements in New York. Marco Maximilian Elser is a Economics graduate from
Harvard University (1991).
Léon Van Lancker Managing g Director (Corporate Finance)
Leon Van Lancker joined the corporate finance team of AdviCorp in 2003. Prior to joining the firm he was with
Investindustrial Ltd (formerly 21 Invest) from 1999 to 2003. In this role he oversaw investment activities and capital
raisings. From 1989 to 1999 he was a director at Dresdner Kleinwort Benson, where he was involved in Italian M&A
transactions. Prior to Dresdner he was with First National Bank of Chicago from 1987 to 1988 and from 1984 to 1986
he was involved in financial litigation for Chiomenti e Associati in Italy. Leon Van Lancker is a Law Graduate from
Université Libre de Bruxelles (1981) and an MA in International Relations and a Master of Laws (LL.M.) from the
University of Pennsylvania (1983).
20

AdviCorp
Jonathan Croft Head of Capital Markets
Jonathan Croft joined the Capital Markets division of AdviCorp in 2003 and was appointed Managing Director in 2004.
His previous experience included director of convertible bonds at WestLB and HSBC in London. He has eighteen years
experience from both the buy and sell side of the equity derivatives markets. He has worked on primary deals ranging
from high investment grade to small-cap private placements. Jonathan Croft has a Bachelor's degree in Engineering and
a Master’s in Economics from London University.
Paolo Sabbadini Senior Advisor, Corporate Finance
Before joining AdviCorp, Paolo Sabbadini was with MS Group, a Italian/Israeli commercial mediation company where
he headed up the companies M&A operations. In this role he assisted Israeli clients with transactions in the defence,
renewable energy, and real estate sector. In 2006 he was a financial agent at the bank of Cassa dei Risparmio di Milano e
della Lombardia. In 2002 he was nominated COO of a advertising firm with offices located in Italy and the UK. In
addition he has worked for various industrial and printing groups in Italy. Paolo Sabbadini is a graduate from the
Institute of Production Engineering” in Tel Aviv and obtained a masters in marketing at the European Institute of
Design in Italy.
21

Ambromobiliare
‣ Ambromobiliare is a financial advisory firm based in Milan, that targets its services to small and medium cap
companies in Italy. The company was formed in 2005.
‣ The company’s services include:
• Financial restructuring;
• Real estate spin off transactions;
• Securitisation;
• IPO listing;
• M&A advisory.
‣ The company has a subsidiary in New Delhi, Ambro & Asia Ltd,thatassistsclientsthatwanttoenterintothe
developing markets in Asia and India through theprovision of services related to joint venture activity. Recent
activity for Ambro & Asia includes advisory for Net Engineering’s JV with Shristi Group New Delhi (India);
Atlantia’s (an infrastructure investment company) JV with SREI Infrastructure Finance Limited; Technopali
Group’s JV with Quippo New Delhi (India) and Lucchini RS’ JV with SREI Infrastructure Finance Limited. As
indicated all listed deals have been completed for joint ventures between Indian and Italian companies, the
company is yet to complete a deal in South East Asia or China.
‣ In addition the company has established another subsidiary Ambromobiliare (Suisse) SA that is located in Lugano
and operates in the financial services sector providing services in M&A,realestateinvestment advisory and private
banking services.
‣ Recent deals for the company include De’Longhi’s acquisition of Saeco in March 2009 in which Ambromobiliare
acted in the capacity of financial advisor.
22

Ambromobiliare
INCOME STATEMENT 2008 2009
€.000
Revenue 1,562 1,421
Total Operating Costs 1,534 1,395
EBITDA 28 26
EBITDA Margin % 2% 2%
Total Ammortisation and Depreciation 23 28
EBIT 5 -1
EBIT Margin % 0% 0%
EBT -4 40
EBT Margin % 0% 3%
Tax 12 32
Net Income -16 8
Margin % -1% 1%
BALANCE SHEET 2008 2009
€.000
A) TOTAL FIXED ASSETS 578 1,016
B) NET WORKING CAPITAL 1,248 1,559
C) INVESTED CAPITAL (A+B) 1,826 2,576
D) ALLOWANCES 11 18
E) NET INVESTED CAPITAL (C-D) 1,815 2,558
G) SHAREHOLDER'S EQUITY 1,880 2,208
H) NET FINANCIAL DEBT -66 349
I) SHAREHOLDER'S EQUITY + NFD (G+H 1,815 2,558
23

Ambromobiliare
TEAM – Curriculum Vitae
Alberto Franceschini Chairman
Alberto Franceschini acquired his experience at numerous financial institutions including: La Compagnia Finanzaria and
S&R Investmenti e Gestioni Sgr where he held roles as an Executive Director and Fineurope (Director of Corporate
Finance). He has a strong background in private equity, fund management, IPO listings and real estate investment.
Lino Cardarelli Vice VceChairman
a
Lino Cardarelli, a former president and CEO of various multinational and foreign financial entities, is board member of
listed companies and Government advisor for Industrial Policy regarding Italian assistance to Middle Eastern countries.
Giovanni Natali CEO
Giovanni Natali has a vast experience in the financial services sector in Italy where he is the Chairman and Founder of
Natali and Partners and the Chairman of IKF investment company (listed on AIM Italia). Other experience has
included CFO roles with various companies in the fashion, textile, industry, automotive and tourism sectors.
Giovanni Cusmano Director
Giovanni Cusmano is a former CEO of various Italian financial institutions and the founder of a Milanese finance
boutique involved in corporate finance and investments that was successively sold to a Swiss banking group. He is
currently a board member of numerous Italian companies and private equity funds.
Filippo Brignone Director
Filippo Brignone is a former Senior Advisor at Lazard and Deputy Chairman of Barclays Commercial Bank (Europe).
In addition he has also held roles as an Executive Director of a Swiss investment bank, alternative investment funds,
and the director of various real estate and tourism companies.
24

Ambromobiliare
Andrea Mastagni Director
Andrea Mastagni is the current CEO of a paper production Company and is the director of a holding company focused
on investing in turnaroundopportunities.
Federico Nordio Director
Federico Nordio has been an Italian representative of institutionalinvestorsinprivateequitysincetheearly1990s.
Currently he is the manager of a private equity fund for SME’s and founder of an Italian asset management company.
Nicolò von Wunster Director
Nicolo von Wunster, in addition to being a director of Ambromobiliare, is a director at Ambro (Swiss) SA (a company
that represents Ambromobiliare’s Swiss operations), the Chairman & CEO of KR Energy, Chairman of MT Holding,
CFO of OTI Energy AG and is a member of the International District of Logistics of the Ticino Canton in
Switzerland. Nicolo held previous roles as the group COO & CIO of Prada Holding BV (Swiss Branch) and Co-
Director European Operations of Reebok Int. Ltd UK .
25

Arché Advisor
‣ Arché Independent Advisors is an office of 15
professionals that operate in the corporate finance
services sector. The company was founded in 2005 as
a result of a management buy out of LECG
Consulting Italy.
‣ Services for the company include:
Financial i Advisory Services
• Company valuation
• Fairness opinion
• Financial product valuation
• Feasibility studies
Corporate Finance
• Mergers & Acquisitions
• Private Equity
• Equity Capital Market
• Debt Financing & Corporate Restructuring
Personnel
Daniele Loro
Managing Director
Roberto Leuzzi Senior Manager
Anna Sala
Senior Manager
Simona Epifani Managing Director - Corporate Finance
Dario Bortot
Senior Associate
Matteo Paterle
Associate
Luca Negrini
Senior Manager
Alessandro Calcagni
Senior Manager - Corporate Finance
Guido Valentini Director
Giuliana Battaglia Junior Analyst
Orlando Isdraele Romano Senior Associate - Corporate Finance
‣ The office is located in Milan and the company is a
Equity Markets Partner of Borsa Italiana.
‣ There is not a great deal of public information
availableonArché,howeverthemajorityof senior
staff are ex employees of Arthur Andersen and
Deloitte.
26

Arché Advisor
INCOME STATEMENT 2008 2009
€.000
Revenue 3,220 1,638
Total Operating Costs 2,886 1,828
EBITDA 334 -190
EBITDA Margin % 10% -12%
Total Amortisation and Depreciation 73 56
EBIT 261 -246
EBIT Margin % 8% -15%
EBT 271 -279
EBT Margin % 8% -17%
Tax 147 17
Net Income 124 -296
Margin % 4% -18%
BALANCE SHEET 2008 2009
€.000
A) TOTAL FIXED ASSETS 151 132
B) WORKING CAPITAL -194 866
C) INVESTED CAPITAL (A+B) -42 998
D) ALLOWANCES 207 159
E) NET INVESTED CAPITAL (C-D) -250 839
G) SHAREHOLDER'SS EQUITY 318 229
H) NET FINANCIAL DEBT -568 609
I) SHAREHOLDER'S EQUITY + NFD (G+H) -250 838
27

Arché Advisor
TEAM – Curriculum Vitae
Daniele Loro Managing Director
Daniele Loro is an economics graduate from Bocconi University, Milan. Prior to joining LECG Consulting Italy (Arché
prior to the management buy-out), he was a partner Arthur Andersen Corporate Finance and later at Deloitte Financial
Advisory Services.
Roberto Leuzzi Senior Manager
Roberto Leuzzi, a economics graduate from Università Cattolica del Sacro Cuore in Milan, acquired his experience as a
supervisor at Deloitte Financial Services and later as a associate of Arthur Andersen Corporate Finance. Whilst
employed at LECG he was a managing g Consultant.
Anna Sala Senior Manager
Anna Sala, prior to joining LECG Consulting Italy, held roles as a Director at both Arthur Andersen Corporate Finance
and Deloitte Financial Advisory Services. In addition she held the role of Head of Administration and Planning at
Digital Bros.
28

Arietti & Partners
‣ Arietti & Partners is a financial advisory boutique with offices located in Milan and Turin. The company represents
the Italian operations of M&A International a group that comprises over 500 professionals in over 40 countries.
‣ The three shareholders in the company are Attilio Arietti (60%), Rossana Paini (20%) and Massimo Milan (20%).
‣ Arietti’s services include:
• M&A advisory services (acquisitions and asset sales);
• Private equity (structuring transactions for private equity groups);
• Joint venture advisory;
• Management & family buy outs/buy ins.
‣ Recent deals for Arietti include:
• October 2010 – Arietti advised the former shareholders of Provel in the 100% acquisition of their holding
by 3D Systems Corporation (a Nasdaq listed company). Provel is an Italian service company that operates in
the rapid prototyping sector. Provel’s clients include some of the major Italian automotive and design
companies. 3D Systems Corporation produces rapid prototyping printers and machines.
• July 2010 – Arietti originated the acquisition and advised the vendors in the sale of 70% of the share capital
of Termoindustriale to the pan European private equity fund Argos Soditic. Termoindustriale is an
engineering company active in the design, planning and installation of biomass co-generated plants fueled
with vegetable and animal oils.
• May 2010 – Arietti originated the acquisition and advised the acquirers, Lavazza, in their acquisition of
Onda Coffee Break from the private equity fund Global Finance and a consortium of smaller share holders.
Onda Coffee break is one of the largest coffee chains in Bulgaria. Arietti & Partners and Entrea Capital
originated the deal and were advisors to Lavazza until the deals closing in May 2010.
29

Arietti & Partners
Board of directors
Attilio Arietti Chairman
Rossana Paini CEO
Massimo Milan Director
INCOME STATEMENT 2008 2009
€,000
Revenue 2,126 1,593
Total Operating Costs 2,084 1,558
EBITDA 42 36
EBITDA Margin % 2% 2%
Total Ammortisation and Depreciation 24 24
EBIT 18 12
EBIT Margin % 1% 1%
EBT 21 15
EBT Margin % 1% 1%
Tax 22 15
Net Income -0 1
Margin % 0% 0%
BALANCE SHEET 2008 2009
A) TOTAL FIXED ASSETS 110 65
B) WORKING CAPITAL -74 378
C) INVESTED CAPITAL (A+B) 36 444
D) ALLOWANCES 532 638
E) NET INVESTED CAPITAL (C-D) -496 -194
G) SHAREHOLDER'S EQUITY 92 93
H) NET FINANCIAL DEBT -588 -287
I) SHAREHOLDER'S EQUITY + NFD (G+H -496 -194
11
30

Arietti & Partners
TEAM – Curriculum Vitae
Attilio Arietti Chairman of M&A International Inc and Chairman and founder of Arietti & Partner
Attilio Arietti is a graduate from Turin University, a masters graduate in Business Administration from Harvard
University and a chartered accountant. In addition Attilio Arietti is also the founder of Arietti Dottori Commercialisti
and Baker Tilly Consulaudit, an auditing firm registered on the Consob specialist list. His professional experience has
been primarily in international merger and acquisition projects on behalf of Italian and foreign clients. Attilio Arietti is
also asoaa statutory auditor of Piaggio PaggoGoup. Group.
Rossana Paini Partner
Rossana Paini has held various roles including CEO and Chairperson positions for various multinational and foreign
banks, as well being a board member of numerous Italian companies. In addition she has held the role of the
Government counselor for Industrial Policy regarding Italian assistance to Middle Eastern Countries.
Massimo Milan Partner
Massimo Milan, aregistered accountant, has been with Attilio & Partners for over 20 years. Massimo Milan's experience
includes International tax planning, International transaction support and cross-border M&A.
Giovanni Panigada Project Manager
Giovanni Panigada, a chartered accountant and registered auditor, joined Arietti & Partners in 2001 after holding various
corporate finance roles in Milan and London. He has worked in the generation and execution of a number of merger &
acquisition deals both domestic and cross-border with companies in India, Germany, Denmark, France, UK,
Switzerland and Bulgaria. A recent transaction for which Giovanni oversaw was an Italian firm’s acquisition of an Indian
company operating in the machinery industry. Hisspecialist background is in the automotive, logistics and private equity
sectors.
31

Baldi & Partners
‣ Baldi & Partners is a company specialised in the provision of advisory services that is focused in assistance to
companies in corporate finance transactions (IPO listings, acquisitions, mergers, debt restructuring, share holder
restructuring) and for development of corporate governance models and systems for corporate structuring.
‣ Recent activity for Baldi and partners includes:
• March 2010: Fintel Energia Group was listed on AIM Italia in which Intermonte acted as the Nomad for the
transaction and Bldi& Baldi Partners acted as the financiali advisor. di The Group operates in the utilities i sector
through its subsidiaries that provide services in gas and methane distribution and produce renewable energy
(solar, wind and electricity production).
• March 2010: Bldi Baldi co-ordinated d the mergerbetween Di-Bi, Fortlan and Fortlan Progetto Edilizia, i that are
companies involved in the insulation and fabrication of commercial property and the production of plastic
sound proofing products. The merged companies operate under the one company group Di-Bi that is
owned and managed by three families from Reggio Emilia (Delia, Brini and Cantarelli).
• December 2009: Baldi acted in the capacity of both financial and legal advisor for Equilybra Capital Partners
20% acquisition of Primi sui Motori’s from Syner.it Informatica. According to an article published in the
Economia & Finanza (20/11/2009), there was the objective to list the company on Borsa Italiana by the
close of 2011. In addition i it was noted that Motori was evaluating the option of listingi on MAC.
32

Baldi & Partners
• October 2007: Baldi & Partners performed the role of financial advisor for Raffaele Caruso’s listing on
MAC. Raffaele is a manufacturer of men’s clothing and garments.
• Other recent activity related to Baldi & Partners, is the creation of the Aspasia, a holding company co-
founded by Carlo Baldi and and seven others (Werther Bedodi, Fabrizio Bagni, Silvana Bedogni, Fausto
Carboni, Andrea Magnanini, Claudio Magnanini, and Deanna Saccani). Aspasia was created as a
restructuring holding company that enables share holders, both private and institutional, to invest in
distressed companies. Carlo Baldi will be able to draw from his institutional and private network for this
project.
The intended cap for the fund is € 50 million in assets, in which once this level is reached, no single
investor can hold more than 2% of its value. One of the medium term objectives is to float Aspasia and
eventually the companies for which Aspasia has performed an effective turnaround. The obvious
candidate for a financial advisor for these new listings would be Baldi & Partners so this has potential to
generate IPO advisory revenue for the company in the medium term.
• From October 2010 Baldi & Partners became a network associate of associated firms AA International,
an Italian company that aims to promote cross border activity between its members who are comprised of
legal and advisory firms. As at October AA International had 9 associates operating based in Italy,
Denmark, Sweden, Brazil and Argentina. It appears to be too early to assess the likely impact on revenues
of this association for Baldi. It does however offer the ability for Baldi to develop their international track
record for what has to date been substantially been Italian transactions.
33

Baldi & Partners
‣ Baldi & Partners’ offices are located in Milan,
Reggio Emilia and Parma.
Carlo Baldi
Giudo Prati
Luca Carra
Antonio Boccia
Board of Directors
Chairman
Managing Director Corporate Finance
Managing Director Corporate Finance
Managing Director Sales
INCOME STATEMENT 2008 2009
€,000
Revenue 1,316 1,377
Total Operating Costs 1,071 1,167
EBITDA 244 209
EBITDA Margin % 19% 15%
Total Amortisation and Depreciation 68 19
EBIT 176 190
EBIT Margin % 13% 14%
EBT 177 190
EBT Margin % 13% 14%
Tax 83 83
Net Income 94 107
Margin % 7% 8%
BALANCE SHEET 2008 2009
€,000
A) TOTAL FIXED ASSETS 6 3
B) WORKING CAPITAL 223 332
C) INVESTED CAPITAL (A+B) 229 335
D) ALLOWANCES 52 45
E) NET INVESTED CAPITAL (C-D) 177 291
G) SHAREHOLDER'S EQUITY 215 322
H) NET FINANCIAL DEBT -38 -31
I) SHAREHODLER'S EQUITY + NFD (G+H 177 291
34

Baldi & Partners
TEAM – Curriculum Vitae
‣ Carlo Baldi Chairman
CarloBaldigraduatedwithadegreeinEconomicsandCommerce at the Università degli Studi of Parma. Carlo
attended various language schools in Paris, Dublin and Oxford. Carlo is a registered accountant since 1969 and
hsb has been achartered hrtrdaccountant since 1971. In 2003 Crl Carlo was nominated as a Professor r of Economics from the
Università di Studi di Lugano (from the Faculty of Human Science and Technology). In 1972 after having
obtained 14 years experience with various companies, he founded Studio Baldi. Carlo Baldi was the Chairman of
the Città degli Studi from its founding to its liquidation in 2002 the company was created to achieve various
social goals. In 2002 Carlo Baldi participated in the construction of the Laboratory association for the Region in
which he assumed the role of Chairman.
Other present and prior roles include:
• the founder of the Cooperativa Edificatrice “ La Betulla” in which he was Chairman for a duration of 15
years;
• Vice Chairman of Consorzio Cooperative Produzione e Lavoro (CCPL) di Reggio Emilia from 1964 to
1972;
• from 1992 to 2002, Carlo was the Chairman of Yama Industrial Group, a company that has an annual
turnover of round € 500 mln;
• a promoter for a real estate market initiative for small and medium companies in which he held the role as
Vice Chairman;
• Director for Banca Popolare e Cooperativa of Reggio Emila from 1980 to 1990;
• a member of the Board of Directors of the University of Moderna and Reggio Emila until 2001;
• Chairman of the Studio Baldi Onlus Foundation, founded in 2002 together with the partners and associates
of Studio Baldi;
• a Partner of the Moore Stephens International Network;
• Chairman of Aspasia;
• a member of the Board of Directors for Parm Tecninnova and the Città delle Scienze on behalf of the
Università degli Studi of Parma;
• Chairman and independent Director of various Italian companies;
35

Baldi & Partners
• Judicial Commissioner of the Cartiera di Cadidavid di Verona;
• Member of the Board of Directors of Banca Popolare dell’Emilia Romagna.
‣ Antonio Boccia – Director of Corporate Finance
Antonio Boccia at Baldi & Partners is a financial advisor and the Director of Sales and Corporate Finance. In
1998 he obtained a degree in Economics from Bicconi University and in 2000 began his professional career as an
auditor for PricewaterhouseCoopers in Milan. After less that 6 months at PWC Antonio assumed a role with
Abaxbank as an analyst for equity capital markets in Milan. In this role he was involved in various activities
related to fulfilling regulatory requirements of Borsa Italiana and Consob for companies in the prelisting phase.
In 2005 he joined Banca Aletti in a similar role within their Equity Capital Markets team, acting as an advisor for
listings on Borsa Italiana. In 2006 Antonio joined Borsa Italiana as a relationship manager for small and medium
cap markets, a role he held until September 2009.
‣ Luca Carra – Director of Corporate Advisory
Luca Carra graduated from the Università di Modena with a degree in Economics and Commerce. Luca’s
professional career includes the role of CFO for Pre.Gel, that he held until 1999 when he joined Baldi &
Partners.
‣ Guido Prati - Head of Finance Business Unit
Guido Prati is an economics graduate from Parma University and a chartered accountant from Bologna
University. Past roles for Guido include an auditing role with Axis. from 1994 to 2000 primarily servicing
industrial companies. In 2000 Guido Prati joined Studio Baldi and later became a Partner. At Baldi he is involved
in M&A transactions, corporate contracts, corporate governance and inheritance taxation planning. In addition
Guido Prati is a member of various supervisory boards for Italian industrial companies.
36

BP&A Bernardini, Postacchini & Associati
‣ Bernardini, Postacchini & Associati (BP&A) was founded in 1983 as
an association between Roberto Bernardini and Pierino Postacchini.
‣ Over the last 17 years BP&A has developed d into anadvisory di company
that includes over 21 professionals of which 9 are associates and 12
are partners that provide various financial advisory and legal services
to its respective clients.
‣ The activity of the company includes advisory services related to
• corporate financial transactions (M&A and valuations);
• real estate;
• corporate restructuring;
• taxation;
• employment;
• auditing.
‣ BP&A is a member of International Fiscal Association that is a non
profit organisation for the enhancement of comparative fiscal laws in
developed countries, and INPACT International, an association of
accounting practices throughout the world.
‣ BP&A is an association of professionals therefore do not report a
consolidated financial statement.
Partners
Roberto Bernardini
Pierino Postacchini
Paolo Donzelli
Marino Screpanti
Daniele Luciani
Stefania Accattapà
Tania Rossi
Francesca Cognigni
Carla Alici Biondi
Associates
Monica Mancini
Raika Traini
Luana Settimi
Chiara Alessandrini
Alice Andrenacci
Sara Pettinari
Giuliano Pasquale Aniello
Giuseppima Romanelli
Silvia Mattetti
Cristina Illuminati
Monica Cifani
Monica Giorgetti
Alessandea Navone
Gianfranco D'Amico DAmico
Marika Zamponi
37

Borghesi, Colombo e Associati
‣ Borghesi, Colombo and Associati was founded
by Arnaldo Borghesi, who is a member of the
board of directors for Mediaset, Interbanca,
INCOME STATEMENT 2008 2009
€.000
Revenue 9,378 10,193
Total Operating Costs 6,032 5,839
RCS Quotidiani i (Gruppo RCS Mdi Mediagroup),
EBITDA 3,346 4,354
SIAS (Gruppo Gavio). In addition he is an
EBITDA Margin % 36% 43%
advisor to Versace and the Chairman of Sintesi Totale Ammortamenti e svalutazioni 109 125
(Parent company of Cabassi Group). Arnaldo EBIT 3,237 4,229
Borghesi remains a director at ENI, Si Saipem,
EBIT Margin % 35% 41%
EBT 3,242 4,236
Techint Cimimontuni, Ansaldo STS and Aviva
Vita and is an internal auditor for Sirti A.
Moratti Sapa (parent company of Saras
EBT Margin % 35% 42%
Tax 1,070 1,384
Humanitas Mirasolepartof Techint Group) and
Net Income 2,172 2,852
Lottomatica.
Margin % 23% 28%
‣ Arnaldo Borghesi is very well affiliated with the
Italian business community whereby his
BALANCE SHEET 2008 2009
relationship network would be a main driver for
€,000
Borghesi-Colombo.
A) TOTAL FIXED ASSETS 348 251
B) WORKING CAPITAL 4,228 5,653
‣ According to journalists the Borghesi’s client
C) INVESTED CAPITAL (A+B) 4,576 5,904
portfolio comprises of both large and small
D) ALLOWANCES 1,265 1,442
companies and the company has strong
connections with large Italian banks.
E) NET INVESTED CAPITAL (C-D) 3,311 4,462
G) SHAREHOLDER'SS EQUITY 2,470 5322 5,322
H) NET FINANCIAL DEBT 841 -860
I) SHAREHODLER'S EQUITY+NFD (G+H) 3,311 4,462
38

Borghesi, Colombo e Associati
‣ There is not much information publically available on Borghesi, Colombo e Associati. For a company that has an annual
revenuestreaminexcessof €10mlntheymanagetomaintainanimpeccablylowprofile.Howeverfromnewspaperreports
and financial journals the recent deals for which Borghesi have been involved in are as follows:
• According to the Corrieredella dll Sera(26/03/2010), / Borghesi Colombo performing a db debt restructuring operation for
for Allison, a company based in Padua that produces high quality eye-ware. The company is owned by Paladin Capital
Partners. The restructuring operation is thought to be valued at € 25 mln.
• In collaboration with Banca Leonardo, Borghesi is acting as a financial advisor to Carlo Tassara for the restructuring
of € 6.3 bln of debt. Carlo Tassara currently has a moratorium for its current outstanding debt provided by its pool
of creditors that is due to expire at the close of 2011.
• Through the course of 2009 Borghesi acted as an advisor to Gruppo Dimafin for their restructuring of debt to the
value of € 500 mln.
• In 2009 Borghesi acted as an advisor in a € 200 mln debt restructuring transaction for Infracom, a company that
provides ICT services in the Italian market.
• In the course of 2009 Borghesi was involved in restructuring activity for € 90 mln of debt for Manucor a company
that produces plastic packaging. In this process Banca Intesa and Reno de Medici invested in the company.
• Through the course of 2009 Borghesi acted as an advisor for the restructuring of € 50 mln of debt on behalf of
Regina Catene Calibrate.
‣ On November 4, 2010, it was announced the Borghesi had signed an accord with Citigroup to enhance corporate and
investment banking activity between them. This relationship could be immensely beneficial to Borghesi due to the scale of
Citi’s activities globally and client base for which Borghesi could potentially enhance its operations for firms wanting to enter
into the Italian market.
39

Caretti & Associati Corporate Finance Advisors
‣ Caretti&Associatiisacompany that is involved in the corporate advisory sector that assists companies with
various corporate finance transactions that include:
• mergers & acquisitions;
• asset sales;
• strategic advisory (valuations and feasibility assessments);
• valuations;
• IPO advisory services both in the pre and post IPO phases;
• equity restructuring;
• debt advisory and restructuring.
‣ Caretti is a founding member of Mid Capital a European centered network of financial advisors that has 9
member firms that employ over 100 personnel. The members are present in Scandinavia, Belgium, Italy, France,
Germany, Ireland, Spain and Switzerland. Caretti’s recent completed transactions are much smaller in comparison
to that of its fellow members of Mid Capital Group. Caretti has only been involved in one cross border transaction
with another Mid Capital group member (Wagram Corporate Finance, France) that was completed in October
2008 for the acquisition by Di Zio’s (an industrial construction company) of Bio Inox from Najeti (a French small
cap investor company).
‣ With respect to Caretti’s transaction activity there appears to be only one significant deal completed for 2009 (a €
100 mln debt restructuring for Sorgenia). This small level of advisory activity is reflected represented significantly
in their income statement that saw revenues fall 47% in FY 2010 (year end 31/03/2010) in comparison to FY
2009.
‣ In November 2009 Ludovico Rosnati was named Executive Director of Caretti & Associati, that many have
viewed as a means to bring some new drive to the company. With his experience acquired from working for Borsa
Italiana and Hambros Bank in London, he will look to promote new projects aimed at increasing activity related to
equity capital markets advisory.
40

Caretti & Associati Corporate Finance Advisors
‣ From an analysis of published articles in various financial and industrial journals there appears no transaction
information for Caretti for 2010. The only information that is available is that related to transactions completed for
2009 and prior. Transactions for 2009 include:
• In 2009, Caretti assisted in the restructuring of Sist Group’s bank debt. Sist is a company that operates in
the housing development sector. Little information is available on this transaction.
• September 2009: Argo Finanziaria, a company operating in the real estate leasing sector in the province of
Novara, acquired the Frutta terminal at the Port of Genoa from Clerici Logistics Group. Clerici sold its
holding in the port terminal as it wanted to focus on its core business activities in shipping logistics. Caretti
acted as a financial advisor for Clerici Logisitics for this transaction. According to the Corriere
Ortofrutticolo the sale was made for the value of € 600,000. Argo Finanziaria is asubsidiary of Gavio
Group that specialises in port services and construction projects related to public infrastructure.
• June 2009: Caretti organised a medium term loan valued at € 100 mln for Sorgenia. Sorgenia is a producer of
electricity via its solar, wind, thermal and gas plants located in Italy and France. According to Sorgenia’s
website the company has since gone on to raise two additional loans: in July 2009 a € 600 mln long term
loan (10 years) with 5 international banks with the intention of being utilised for securing the company’s
financial position and increasing the output capacity of the company; the second, in February 2010 a € 70
mln loan with various large banks for the expansion of Sorgenia’s solar energy activity in Italy.
41

Caretti & Associati Corporate Finance Advisors
The financial reporting year for Caretti ends March 31.
Board of Directors
Francesco Caretti Founder and Chairman
Mario Casartelli Partner
Alberto Scauri Senior Executive Director
Franco Cattaneo Senior Executive Director
Lodovico Rosnati Executive Director
Massimo Montagna a Executive Director
Emanuele Caretti Executive Director
Fabio Caretti Director
Federico Caretti Director
Paolo Pellegatta Director
INCOME STATEMENT 2009 2010
€,000
Revenue 2,637 1,398
Total operating costs 2,310 1,335
EBITDA 327 63
EBITDA Margin % 12% 5%
Total Amortisation and Depreciation 12 13
EBIT 315 50
EBIT Margin % 12% 4%
EBT 330 63
EBT Margin % 13% 5%
Tax 169 52
Net Income 161 11
Margin % 6% 1%
BALANCE SHEET 2009 2010
€.000
A) TOTAL FIXED ASSETS 88 75
B) WORKING CAPITAL -591 123
C) INVESTED CAPITAL (A+B) -504 198
D) ALLOWANCES 210 243
E) NET INVESTED CAPITAL (C-D) -713 -46
G) SHAREHOLDER'S EQUITY 2,492 2,422
H) NET FINANCIAL DEBT -3,205 -2,468
I) SHAREHOLDER'S EQUITY + NFD (G+H) -713 -46
42

Cassiopea Partners
‣ Cassiopea Partners is a boutique financial advisor that was
founded in March 2009.
‣ Thefirmprovidesarangeof advisoryservicestoclientsin
relation with ih mergers, acquisitions, iii capital raising, ii
restructurings and other corporate finance transactions.
‣ As at April 2010, the sole shareholder of the company is
Stefano Trentino. The board of directors comprises Stefano
Trentino as Chairman and Andrea Aberico as Legal Secretary.
‣ The majority of senior personnel at the firm are ex employees
of JP Morgan and ABN Ambro.
Personnel
Stefano Trentino Founding Partner
Massimo Cecchi Partner
Luigi Aiello Partner
Marco dello Siesto Partner
Anghileri Partner
Marino Marin Senior Advisor
Tommaso Ferrari Partner
INCOME STATEMENT 2009
€.000
Revenue 210
Total Operating Costs 136
EBITDA 74
EBITDA Margin % 35%
Total Amortisation and Depreciation 4
EBIT 70
EBIT Margin % 33%
EBT 70
EBT Margin % 33%
Tax 25
Net Income 45
Margin % 21%
BALANCE SHEET 2009
€,000
A) TOTAL FIXED ASSETS 45
B) WORKING CAPITAL -14
C) INVESTED CAPITAL (A+B) 31
D) ALLOWANCES 1
E) NET INVESTED CAPTAL (C-D) 30
G) )SHAREHOLDER'S SEQUITY 73
H) NET FINANCIAL DEBT -43
I) SHAREHOLDER'S EQUITY + NFD (G+H) 30
43

Cassiopea Partners
TEAM – Curriculum Vitae
Stefano Trentino
Prior to founding Cassiopea Partners, Stefano Trentino was responsible for Investment Banking activity at ABN Amro in Italy. At
the beginning g of 1999 Stefano Trentino covered various senior roles in London and Milan as a Managing g Director of ABN Amro
Rothschild and in the department of Mergers and Acquisitions at ABN Amro. Prior to ABN in the period from 1994 to 1999
Stefano Trentino was a Director of Robert Fleming and Co where he developed the company’s Italian corporate advisory
operations. Prior to Robert Fleming Stefano held roles with Swiss Bank Corporation in the department of mergers and
acquisitions and at KPMG in their corporate advisory team.
During his career Stefano Trentino has built up significant experience in M&A transactions related to the telecommunications
sector (Weather Investments acquisition of Wind), in which he has operated in the capacity of a financial advisor for various
banking operations. Stefano graduated with honours from the University of Sapienza in Rome.
Massimo Cecchi
In prior experience Massimo Cecchi has occupied senior roles with JP Morgan as the head of Italian Real Estate Structured
Finance and a member of the Italian senior banking team of ABN Amro where he was head of Italian real estate structured
finance. In addition Massimo Cecchi gained experience at Banca Intesa San Paolo as a director of structured real estate and a
director of real estate advisory. Through thisexperience Massimo Cecchi has obtained over 18 years experience in thesectorsof
investment banking and finance, real estate, leasing and property finance. Massimo Cecchi has held senior roles in a number of
operations in real estate, securitisations, real estate private equity, debt restructuring and M&A advisory for numerous clients
including BNP Reim Sgr, Banca Intesa, Corio, Pirelli Real Estate, Banca Popolare. He is a honours graduate in Economics at the
University of Bari and a chartered accountant.
44

Cassiopea Partners
Luigi Aiello
Luigi Aiello is an investment banker that has obtained over 11 years experience in the sector of real estate investment in which he
contributed significantly to the real estate structured finance platforms for various financial institutions including ABN Amro, JP
Morgan and Société Genérale. He was involved in the origination, structuring and distribution of various real estate financial
products both for the domestic Italian market and abroad. In addition Luigi Aiello has played a significant role in various debt
restructurings and advisory mandates. Luigi Aiello is able to draw from a significant profile of investors at both a domestic and
international level. Prior to his career as an investment banker he held a role as a senior consultant at PricewaterhouseCoopers and
as a research analyst for the Milan Polytechnic. Luigi Aiello is a graduate in industrial engineering, with a finance specialisation
from the Milan Pl Polytechnic. hi
Marco dello Siesto
Marco dello Siesto has over 18 years experience in the investment banking sector, where he has held various senior roles with
UBS London and Milan of which include the head of Equity Capital Markets for Italy, Greece and Spain as well as being a senior
member of the Italian investment banking team.
Marco was involved in a large number of operations related to equity capital markets (including IPO’s, privatisations, secondary
offerings, capital increases, and equity derivatives), acquisitions, trade sales as well as debt, equity and securitisation restructurings.
During his experience with UBS, Marco dello Siesto provided advisory services to clients in various sectors that included Eni,
Snam Rete Gas, Saipem, Terna Energia, Il Sole 24 Ore, Diasorin, Eurizon, Borsa Italiana, FonSai, Cassa Depositi e Prestiti,
Comune di Roma, ACEA and Red Electrica de Espania. Marco dello Siesto is an economics graduate from the La Sapienza
University in Rome.
45

Cassiopea Partners
Marco Anglileri
Marco has gained over 12 years experience in investment banking having held various roles in primary international financial
institutions. From 2008 to 2009 Marco worked for JP Morgan in London in the Structured Investment Derivatives Marketing
Team where he was responsible for Southern Europe for products that included exchange traded derivatives and funds. Prior to
JP Morgan Marco worked for Goldman Sachs in Milan and after in London in their Securitised Derivatives team for the Italian
market as well as the Private Investor Product team that serviced various financial institutions. Prior to joining Goldman Sachs,
Marco worked from 1997 to 2001 for Cantor Fitzgerald International in London where he was involved in government bond
products and sales for the trading platform of Cantor Fitzgerald (Espeed) that services various banking clients and asset
managers. Marco graduated dfrom BocconiUniversity i in 1996 with iha degree in Economics.
Marino Marin
Marino Marin has over 18 years experience in the investment banking sector for corporate clients and private equity firms with
respect to M&A operations and capital markets in the US and Europe. Marino Marin recently was responsible for the investment
banking activity of Levey & Co based in New York for the last 3 years. Prior to this Marino Marin was the managing director and
Partner as well as head of Industrials, Consumer and luxury goods at Lane Berry & Co, based in New York.
Marino Marin foundered and was head of the M&A department of Unicredit Banca Mobiliare, the division of investment
banking of Unicredit based in Milan. In the 5 years he was at UBM Marino was an advisor to over 45 transactions with an
aggregate transaction value of over $60 billion. Whilst at UBM Marino provided services to a portfolio of clients that included
Telecom Italia, Fiat and numerous other Italian blue chip firms. For 9 years prior to UBM, Marino Marin held various M&A roles
at Lehman Brothers, Rothschild and UBS Warburg in New York. Prior to this Marino Marin began his banking career at
Mediobanca after graduating from Bocconi University with a degree in economics and a post graduate from ESADE University in
Barcelona. Marino Marin is achartered accountant and speaks five languages (English, Portuguese, Italian, French and Spanish).
46

Cassiopea Partners
Tommaso Ferrari
Tommaso Ferrari has more than 10 years of investment banking experience with main focus on M&A and Equity Capital
Markets. From 2006 to 2009 he worked at UBS Investment Bank starting in Milan in the Italian Coverage team and moving to
London to the Retail & Consumer one. Amongst the main clients / transactions closed worth to mention: Autogrill, Edizione
Holding, Fincantieri, IlSole24Ore, Fiat, Diasorin, Zignago Vetro and Eurizon.
From 2001 to 2006 he worked at Mediobanca in the Coverage and Corporate Finance team participating to many transactions
with primary Italian counterparts. Amongst the most important: Finmeccanica, Ansaldo STS, Ferrari, Generali, Borsa Italiana,
Saeco.
Before joining Mediobanca, Tommaso Ferrari worked for approximately a year at BNP Paribas in the Corporate Finance division
advising Mariella Burani on its IPO. Tomasso Ferrari graduated from Bocconi University in Economics with specialization in
Financial Markets and Institutions.
47

Cavour Corporate Finance
‣ Cavour is acompany specialised in the provision i of financiali advisory di services to medium and small sized
industrial sector companies for the purpose of enhancing growth.
‣ These activities include:
• mrkt market and competitor analysis;
• feasibility analysis of operations;
• analysis and development of various strategies for a company;
• financial, strategic and due diligence analysis of potential acquisition targets and the provision of pricing
valuation ation for this purpose;
• producing informative documentation relevant to the principle characteristics of a company;
• researching of potential targets for companies and assistance in throughout all phases of negotiations;
• coordinating various advisors for corporate finance transactions.
‣ Recent deals for Cavour include:
• February 2010: Alto Partners acquired a majority holding (51%) of IPE Cavalli a company that produces
luxury furniture. Cavour acted as the financial advisor for Alto Partners.
• September 2009: CEFLA Dental Division acquired a minority interest (by capital increase with the attached
option to buy the remaining holding in the target from 2012 onwards) in MHT a company specialised in the
production of intraoral scanners for dental application. Cavour initiated the deal and acted as the financial
advisor for CEFLA. This deals appears to have cemented an ongoing relationship for Cavour with this client
as it had previously advised CEFLA in the acquisition of two other companies prior to this transaction (Stern
Weber in 1999 and Mocom in December 2008).
• May 2009: WP Lavori in Corso (WP) and FBP Italia (FBP) acquired the Avon Celli brand. This re-launching
of an historic brand that specialises in the manufacturing of knitwear production. The new company that was
formed from the transaction is 54% owned by WP and 46% owned by FBP. Cavour acted as the financial
advisor for both the acquirers in this deal.
48

Cavour Corporate Finance
‣ In 2009 Cavour completed 5 transactionsti this wassignificantly ifi down on the previous year, both in the number of
deals and in the average size (in 2008 Cavour closed 5 deals in the second half of 2008 alone). The company has
gone through a restructuring period aimed at preparing the company for when conditions improve. For this
purpose in the course of 2009 the Cavour added two new partners (Dr. Avidano e Dr Belli) and three new analysts.
‣ The business plan for the years ahead is remained focused on their four key areas for revenue:
• M&A (main source of income);
• Private Equity;
• Equity Capital Markets;
• IPO advisory.
‣ From assessing the number of completed deals year to date for 2010 using information available in the public
domain there appears to be a strong improvement for Cavour in terms of advisory activity on 2009.
‣ Cavour is a member of the IMAP International Network of M&A partners, that comprises of 50 M&A boutiques
operating in the M&A market. According to Thompson Reuters, if IMAPs deals are consolidated as one group
they represent the 6 h largest operator for global financial advisory for transactions under USD 100 mln, ahead of
Lazard on 121 completed deals for 2009. Cavour believes it is able to strongly leverage from this membership for
which it is a member of the board of directors. Although this maybe the case for obtaining a feel for the wider
European and International market, it is yet to bring to the table a cross border deal for Cavour.
‣ Cavour has recently established a new company with Buckingham Corporate Finance (an IMAP affiliate company)
operating in London under the name Cavour & Buckingham Corporate Finance Limited. The purpose of this new
co is to provide advisory services to UK/Italian companies looking for means to enter into the Italian/UK market.
There is little information available as to the number of transactions this new subsidiary has performed.
49

Cavour Corporate Finance
‣ Cavour has formed a strategic partnership with
Marco Polo Advisory for activity related to IPO
advisory services, restructuring and financial
planning.
‣ Cavour’s office is located in Bologna.
INCOME STATEMENT 2008 2009
€.000
Revenue 1,538 868
Total Operating Costs 1,544 806
EBITDA -6 63
EBITDA Margin % 0% 7%
Total Amortisation and Depreciation 11 11
Personnel
EBIT -17 52
Antonio Zecchino Partner and Chairman
EBIT Margin % -1% 6%
Roberto Dunatov Partner
EBT -50 15
Antonio Flores Partner
EBT Margin % -3% 2%
Filippo Maria Rozzanigo Partner
Tax 1 14
Antonio Ferrante Associate Partner
Cristian Cantaluppi Associate Partner
Net Income -51 1
Filippo Avidano Associate Partner
Margin % -3% 0%
Giovanni Belli
Associate Partner
BALANCE SHEET 2008 2009
Michele Marchiori
Associate Partner
€,000
Elisa Chiarioni
Associate Partner
A) TOTAL FIXED ASSETS 22 66
Alberto Romersa Junior Associate
Andrea Veroni
Senior Analyst
B) WORKING CAPITAL -64 239
Francesco Dal Fiume Analyst
C) INVESTED CAPITAL (A+B) -42 305
Viviana Filippini Office & Marketing Manager
D) ALLOWANCES 2 63
E) NET INVESTED CAPITAL (C-D) -44 242
G) SHAREHOLDER'S EQUITY -0 42
H) NET FINANCIAL DEBT -43 200
I) SHAREHOLDER'S EQUITY + NFD (G+H) -44 242
50

Cavour Corporate Finance
TEAM – Curriculum Vitae
Antonio Zecchino
Antonio Zecchino graduated d from the University of Modena in 1985 with a degree in Economicsand in 1986 became a
registered accountant. He obtained his experience in the banking sector whilst working at Credito Italiano from 1986 to 1990.
Antonio Zecchino joined Cavour Finanziaria in 1990 and founded in 1996 Cavour Corporate Finance (CCF), in which he remains
today the company Chairman and majority shareholder.
In 1994 he was one of the promoters of Mergers International, the international network for companies involved in M&A
activity. In addition Antonio Zecchino has been a partner of Borsa Italiana from 1999. In 2002 Antonio Zecchino was a co
founder of Buckingham & Cavour Ltd a company specialised in M&A activities in Italy and the UK.
Antonio Zecchino has been a lecturer in various masters programs at Luiss University in Rome, Profingest in Bologna and
Cofimp in Bologna.
Roberto Dunatov
Roberto Dunatov has been an Italian Chartered Accountant since 1974, registered Auditor since 1980, an advisor to the Bologna Court and
is registered with the Board of Trade (UK). Roberto Dunatov’s professional background includes: 1983-1993 1993 member of the National
Committee for Auditing Standards in Italy and co-founder in 1971 of the Italian chapter of the Institute of Internal Auditors.
Roberto Dunatov spent over 30 years at PricewaterhouseCoopers in their offices in Milan, Rome and Bologna, of which 15 years as audit
partner in charge of the offices of Bologna, Ancona, Florence and Parma. Whilst at PWC he oversaw specific activities at a national level
such as practice development, M&A and development of activities Eastern Europe. From 1993 to 1996 Roberto Dunatov was a Price
Wt Waterhouse Corporate Finance Partner and from 1996 to 2000 he was a free lance advisor di for M&A.
51

Cavour Corporate Finance
Antonio Ferrante
Antonio Ferrante, a graduate in Mechanical Engineering from Milan Polytechnic, spent more than 20 years in Saint Gobain Group within
many in of its subsidiary companies abroad. From 2006 to 2008 he was Managing Director of the textile and Yarns Division of Miroglio, a
manufacturer of print textile and yarns. Since 2008 Antonio Ferrante has been President and CEO at Cartonplast Holding a company in the
packaging for glass industry market (owned by Synergo Private Equity). Antonio Ferrante is also Board Member and Advisor various
industrial companies and has a consolidated experience in the industrial sector and a profound knowledge of the small and medium family
owned industrial companies.
Antonio Flores
Antonio Flores who joined Cavour in 2007, graduated from Bocconi University with a degree in Economics in 1989 and later with an MBA
in Corporate Finance at Bocconi University. From his career experience, Antonio Flores has developed a solid background in investment
banking, venture capital and private equity activities. From 1990 to 1993 he was a Senior Consultant at Coopers & Lybrand (now
PricewaterhouseCoopers) in their offices in Milan and London. From 1993 to 2000 Antonio Flores was the Director of Equity Capital
Markets at Deutsche Bank based in Milan and London. From 2000 to 2001 he hldth held the role of Global l Head of Equity Capital Markets at
UBM-Unicredit Bank Group based in Milan and Dublin. In 2001 he was the founder of Medlab Investments in London, a Venture Capital
company investing in medical device, biotech and pharmaceutical companies. He remained at Medlab until 2006 then going on to join
Cavour.
Citi Cristian Cantaluppi
A graduate in economics from the University of Carlo Cattaneo in 1996. From 1996 to 2002 worked in the Corporate Finance
division of Arthur Andersen in London and Milan where he was involved in various financial transactions for industrial groups.
After which Cristian worked in the private banking team of Gruppo Banche Popolari Unite (BPU) where he was involved in
various activities related to investments in Humanitas Group, Radici Tessuti and Lombardiacom.
From 2002 to 2004 Christian worked for Next Partner as the head of corporate finance and venture capital where he assisted in
activities related to asset sales, acquisitions and co-investments, primarily for industrial companies that included APIA SA,
Gemina, British American Tobacco and Sogema. From 2004 to 2007 he was the managing partner of BCA a corporate finance
advisory firm.
52

Cavour Corporate Finance
Filippo Avidano
Filipo Avidano joined Cavour in April 2010. He currently holds a degree in economics from Cattolica University of Milan in 1993 and
masters in Auditing from Cattolica University in 1993. In addition he has been a Chartered Accountant and Auditor from 1999. From June
2009 to March 2010 Filippo Avidano was the investment manager, CFO and Group Controller at Equinox (Equinox SA, Equinox
Investment Company and Equinox Two) Investment & Private Equity companies. From 2004 to June 2009, Filippo Avidano was the
Managing Director of Development Capital S.A. (Alto Partners), the management company of the Luxembourg Private Equity Fund
Development Capital I S.C.A. From 2001 to 2004, he led the Due Diligence and Transaction Services department at
PricewaterhouseCoopers in Milan, London and Lyon. From 1999 to 2001, he was the CFO and Group Controller of Mancone textile group.
Giovanni Belli
Giovanni Belli joined Cavour in April 2010. He obtained a degree in economics & banking from the University of Siena (1999), a masters in
Corporate Finance from Bocconi University and a masters in Risk Management from ABI Formazione. From July 2009 to April 2010
Giovanni Belli held the role of Managing Partner at Fenice Partners, a real estate advisory & management company. From 2007 to 2009 he
was a manager at Ernst& Young Financial Business Advisors in Milan. From 2003 to 2007 a CFO Assistant at Banca IMI in Milan. From
2001 to 2003, he held the role of senior advisor at PricewaterhouseCoopers, in Milan.
Andrea Veroni
Andrea Veroni obtained a specialist degree in engineering and management from Parma University in 2006. In 2005 he gained
experience in a graduate role with GlaxoSmithKline a company involved in strategy and global logistics. Prior to this he
completed a graduate program with Simgest Asset Management. From 2006 to 2008 he held the role as a senior analyst for
Lehman brothers (UK) on the Equity Derivative Sales desk. Andrea Veroni then went on to join Cavour in 2009.
53

Consilia Business & Management
‣ Consilia Business and Management is a Milan based financial services company whose main activities are in:
advisory, with respect to business planning, company valuations, financial restructuring and due diligence; and risk
management, services in the form of risk identifications, implementing new regulations (Basel III) and credit risk
assessments.
‣ The company has established a business relationship with Fleming Mcgillivray & Company Limited that operates
under the trading name FMConsult. FMConsult is a London based advisor that provides consultancy services
related to regulatory and operational risk ikand product development services. Their services are geared to ensure
their clients are aligned with the financial regulatory requirements governed by the UK FSA.
‣ Recent activities for Consilia include:
• strategic services for an international banking group for the rollout of new internal systems and outsourcing
of internal auditing services;
• providing support in fund raising ii activity ii for a venture capital firm.
• performing various business risk assessments for firms in the real estate sector.
• providing risk ikassessment services to a securities ii trading company.
‣ For all of these projects the underlying client is undisclosed. The services for which they provide tend to be more
tailored to risk assessment which makes up the basis of the experience of the company partners.
54

Consilia Business & Management
INCOME STATEMENT 2008 2009
€,000
Revenue 1,743 2,152
Total operating costs 1,709 2,100
EBITDA 34 53
EBITDA Margin % 2% 2%
Total Amortisation and Depreciation 7 8
EBIT 27 44
EBIT Margin % 2% 2%
EBT 38 46
EBT Margin % 2% 2%
Tax 35 41
Net Income 2 5
Margin % 0% 0%
BALANCE SHEET 2008 2009
€,000
A) TOTAL FIXED ASSETS 12 13
B) WORKING CAPITAL -170 101
C) INVESTED CAPITAL (A+B) -157 114
D) ALLOWANCES 67 117
E) NET INVESTED CAPITAL (C-D) -225 -3
G) SHAREHOLDER'S EQUITY 43 48
H) NET FINANCIAL DEBT -268 -51
I) SHAREHOLDER'S EQUITY + NFD (G+H) -225 -3
55

Consilia Business & Management
TEAM – Curriculum Vitae
Carlo Alotta
Has obtained over ten years experience working for one of the big four companies in global advisory. Through this experience he
has become a specialist in financial accounting and risk management. In addition Carlo Alotta is an associate professor of risk
management at the Economics department of Insurbia University in Varese. Carlo Alotta is also an associate professor of
Corporate finance for the Banking, Finance and Insurance departments of Macerata University. Carlo Alotta is a chartered
accountant and a member of the financial committee at the Ordine Dottori Commercialisti of Milan.
Antonio Rossetti
Has over 10 years experience in banking supervision with the supervisory department of Banca d’Italia. After which point he
became a manager within aregulatory lt advisory di service group in abig four auditing and advisory di firm and the manager for the
implementation of Basel II legislation. In addition to his role at Consilia, Antonio Rossetti is a lecturer for the masters course in
bank management at Siena University.
Giacomo dlS del Solda’
Giacomo del Solda’, a graduate in accounting and auditing, has over 10 years experience as a manager for major international and
financial banking groups with respect to compliance, auditing and operational activities. In his role with Consilia he specialises in
providing compliance, regulatory, auditing and corporate governance advisory services to asset management and investment
management companies. In addition Giacomo del Solda’ is a representative in Italy of FMConsult a UK based advisory firm
specialised in advisory solutions.
56

Continisio Sanfelice di Bagnoli & Partners
‣ Continisio is a financial boutique based in Napoli that provides financial advisory services for corporate finance
transactions.
‣ Given its geographical location the client base is more focused on the southern regions of Italy.
‣ Recent developments has seen the firm form a collaboration with the Parthenope University in Napoli. This new
relationship has seen the formation of a new module for graduates from the University. Other companies that are
participating in the scheme include various law firms and companies based in the industrial sector.
‣ Valentina Sanfelice, in June 2008 was elected chairperson of Nazionale Giovani Imprenditori Condapi an
association established to assist small and medium enterprises in Italy.
‣ Over the past year Continisio has really been making a push in promoting their financial services for IPO listings
with a specific regional focus on central and southern Italy. In late September 2010 the company performed a road
show with Borsa Italiana targeted at companies operating in the provincial areas of Italy. The road show comprised
of conferences in the cities of Salerno, Avellino, Benevento, Caserta and Napoli. Continisio is yet to complete an
IPO transaction acting in the capacity of financial advisor.
Personnel
Roberto Continisio Legal Advisor
Valentina Sanfelice di Bagnoli Financial Advisor
Pasquale
Tax Planners
Michele Saggese
Tax Planners
57

Continisio Sanfelice di Bagnoli & Partners
Board of Directors
Valentina Sanfelice di Bagnoli Chairperson
Roberto Continisio Director
INCOME STATEMENT 2008 2009
€.000
Revenue 17 36
Total Operating Costs 30 56
EBITDA -13 -20
EBITDA Margin % -73% -55%
Total Amortisation and Depreciation 0 0
EBIT -13 -20
EBIT Margin % -73% -55%
EBT -12 -20
EBT Margin % -72% -55%
Tax 0 0
Net Income -12 -20
Margin % -72% -55%
BALANCE SHEET 2008 2009
€.000
A) TOTAL FIXED ASSETS 11 12
B) WORKING CAPITAL 1 6
C) INVESTED CAPITAL (A+B) 11 17
D) ALLOWANCES 0 0
E) )NET INVESTED CAPITAL (C-D) 11 17
G) SHAREHOLDER'S EQUITY 25 22
H) NET FINANCIAL DEBT -14 -4
I) SHAREHOLDER'S EQUITY + NFD (G+H) 11 17
58

Cross Border
‣ Cross Border was founded in 1990 and offers services focused primarily on M&A activity. Within this sector the
company performs transactions related to:
• asset sales;
• acquisitions;
• buy outs/buy ins;
• debt financing and restructuring;
• mezzanine financing.
‣ Cross Border has a partnership with UK based Execution Noble & Co Ltd (the only foreign Nomad for AIM Italia).
The intended purpose of this relationship is for Cross Border to perform the financial advisory services for SME’s
listing on AIM Italia that it brings to the table, and for Execution Noble to fulfil the Nomad role for the process.
‣ The company operates from one office located in Milan and has a team of over 20 people. Recent completed deals
for Cross Border includes:
• 2010: Cross Border acted as an advisor for Gruppo Daimont for the sale of Armal and Sebach, a company
that produces porter loos.
• 2010: Cross Border acted as an advisor for the restructuring of a Bergamo based company that specialises in
the production of precasts for industrial buildings. The restructuring agreement that was performed in
compliance with article 67 of Italian bankruptcy law. The overall transaction was valued at € 68 million in
which € 10 million was arranged with new credit lines. There were 16 banks involved in the deal.
• 2010: Cross Border acted as an advisor for to Principe for its acquisition of Parma Reale from Al Parsut.
Principe is a producer of small meat products and parma ham.
• Other activity of recent for Cross Border has been assistance in fund raising activity for companies that
develop and produce software that utilise cloud networking platforms.
59

Cross Border
‣ Cross Border was reported to have completed 3
M&A transactions 2010. This was down on the 4
completed transactions recorded for 2009.
‣ Cross Border, with its office based in Milan is the
Italian representative office for Global M&A, a
network of M&A advisory firms located in 35
countries globally. For 2010 Global M&A was
ranked 30 th for global small cap M&A transactions
(

Cross Border
TEAM – Curriculum Vitae
Carlo Montenovesi
Carlo Montenovesi obtained an MBA from INSEAD in Fontainebleau in 1979 prior to this in 1976 he graduated from Bocconi
University with a degree in Economics. Carlo Montenovesi founded Cross Border in 1990 and is a former Chairman of Global
M&A (2003-2005) an international advisory network. Carlo Montenovesi acquired his experience in financethroughvarious roles
in groups such as Sopaf, where he held the role of M&A and IPO manager; Ciba Vision, a division created through a series of
acquisitions in the optical industry (1983), where he held the role of general manager; and Ciba Geigy Health (1979) where he was
head of New Business Development.
Mauro Bertone
Mauro Bertone joined Cross Border in 2000. Pior to joining he was a partner and managing director of Translink, an independent
M&A advisory firm (1990-2000). Prior to Translink from 1989 to 1990, he was head of M&A at Pragma, a private financial
services firm. In addition Mauro Bertone was an accounting officer and head of capital markets at Continental Bank from 1983 to
1988 and from 1980 to 1982 was an employee with Citibank.
Nuccia Cavalieri
Nuccia Cavalieri graduated from William and Mary University (Williamsburg VA) with a B.A. in English and a degree in Foreign
Languages from Padua University. Nuccia has been with Cross Border since 1993 however prior to this she was a teacher and
researcher at Verona University (1981 – 1993). She is able to draw from a wide experience in market screening and industry
surveys for the financial, industrial and consumer goods sectors.
Silverioi Davoli
Silvero Davoli graduated from the London School of Economics with a M.Sc. in Economics prior to this he obtained a B.A. in
Sociology from the University of Sussex. Before joining Cross Border in 2000, Silvio Davoli was a Partner and Managing Director
of Translink, an independent M&A advisory firm, from 1992 to 2000. From 1990 to 1992 the was the head of M&A at Akros
Finanziaria, from 1998 to 1990 he was the head of M&A for the Republic National Bank of New York. From 1985 to 1988 he
was an associate director at Merrill Lynch and prior to this he held various roles with Morgan Grenfell in London and Credit
Suisse First Boston in London.
61

Cross Border
Alberto Fioruzzi
Alberto Fioruzzi graduated from Parma University with a Degree in Economics. Before joining Cross Border in 1991 he acquired
over 20 years experience in the pharmaceutical industry and as an advisor to multi national groups. In addition he held the role of
managing director of Winthrop after overseeing the acquisition of Maggioni Farmaceutici.
Michele Manetti
Michele Manetti, an economics graduate from Bocconi University, joined Cross Border in 2000. He has over 15 years experience
in privatisations and IPO listings managing over 100 transactions in Italy and abroad. Prior to Cross Border he was the managing
director of Tamarix Capital Corporation. Other roles for which Michele Manetti has held include: Head of M&A department of
Société Générale, Milan Branch (1997-1999); Head of M&A of San Paolo Finance, the merchant bank of San Paolo Banking
Group (1991-1996); Credit Analyst at Banca Commerciale Italiana, London branch (1989-1991); Managing Director of an asset
management company (1999).
Marco Piacentino
Marco Piacentino, a graduate in Civil Engineering from Genoa University, joined Cross Border in 2000. Prior to this he was a
partner at Value development, an advisory company for IT systems. From 1997 to 1998 Marco Piacentino was a Marketing VP
EMEA at Unisys Corporation. From 1986 to 1997 he worked for the Olivetti group as an associated for the European, Asian and
Latin American markets. From 1983 he was employed with ihMKi McKinsey & Co for industrial i and engineering i service sector projects.
From 1977 to 1983 he held roles in engineering and contracting projects for various Italian and foreign companies.
Lorenzo Scaravelli
Lorenzo Scaravelli, a masters graduate from Bocconi University in Milan, joined Cross Border in 1998. He has over 20 years
experience in private equity and M&A transactions at SIGE-IMI in various roles including head of M&A. From 1986 to 1995 he
was a board member of various industrial groups including Italdesign, Graziano Trasmissioni and Gruppo Concorde.
UgoZampieri
Ugo Zampieri, a masters graduate in SME management from Bocconi University and a graduate in Political Science from the
University of Turin, joined Cross Border in 1999. Ugo prior to joining Cross Border had built up experience in advisory and
project management activities various Italian and foreign companies both for international and domestic projects.
62

DGPA & Co.
‣ DGPA Advisory, a subsidiary of DGPA & Co. is a company that specialises in the services related to:
• corporate finance and private equity advisory (IPO’s, spin-offs and M&A);
• valuation and feasibility assessments;
• and corporate legal services.
‣ With respect to the overall group revenues, advisory services for 2009 contributed 11.6% of the companies
consolidated revenues. The majority of the companies revenues are derived from fund management through its
subsidiary DGPA Sgr, that accounted for the remaining 88.4% of revenues for 2009.
‣ DGPA & Co was founded in 1991 by Maurizio Dallocchio, Massimo Girardi, Luca Pieroni and Luciano Avanzini.
The company is based in Milan however has representative offices in London (DGPA&Co UK Ltd).
‣ According to the company’s website, bi its clients include various companies in the industrial, i financial, i media and
utilities sector, that include:
• Amplifon Italia
• Conad
• Avanzini
i
• EDS
• Chrysler
• Foodinvest
• Gruppo Frati
• Gauber
• Marangoni
• Merloni
• Smart (Car manufacturers)
• Magic
• Mercedes Benz
63

DGPA & Co.
‣ In 2009, DGPA & Co. established a new company Engage a San Marino based company for which DGPA owns 65%.
Engage provides advisory services related to IT for small to medium sized companies and develops specific software to
facilitate its clients IT requirements.
‣ Other investments of DGPA & Co. include:
• Discus (2007);
• Atmos Wind Due (2007);
• Damiani (2008);
• Vetrerie Riunite (2008);
• VIC (2008);
• Rainbow (2008);
• In Braccioalla Mamma (2008);
• Light My Fire (2008);
• Mimmo (2008).
DGPA & Co. Board of Directors
Maurizio Dallocchio Chairman
Lucciano Avanzini Director
Roberta Benaglia
Director
Franco Cornacchia Director
Massimo Girardi Director
Federico Silva Director
Laura Brolis Director
Paolo Vantellini Independent Director
Roberto Ziletti Independent Director
‣ The company in 2009 began launching several private real estate funds. One of which is entitled DGPA & Tatò Capital
(formerly named DGPA Capital II), that has a target of raising€100mlnincapitalforinvestmentinpropertiesinthe
northern regions of Italy. Another is the “La Cittadella” fund that recently has entered into financial difficulties.
‣ Other funds established by DGPA include “Sun Farm Capital” and “Sinergia Fund 1” that have an investment focus on
the energy sector. As at December 15 2009 the launchings of these two were suspended indefinitely.
64

DGPA Advisory
DGPA Advisory Board of Directors
Carlo Papa Chairman/CEO
Luca Pieroni Director
Renato Avanzini Director
INCOME STATEMENT 2009 2010
€.000
Revenue 0 747
Total Operating Costs 4 708
EBITDA -4 39
EBITDA Margin % na 5%
Total Amortisation and Depreciation 0 0
EBIT -4 39
EBIT Margin % na 5%
EBT -4 37
EBT Margin % na 5%
Tax -1 10
Net Income -3 27
Margin % na 4%
BALANCE SHEET 2009 2010
€,000
A) TOTAL FIXED ASSETS 0 1
B) WORKING CAPITAL -35 33
C) INVESTED CAPITAL (A+B) -35 34
D) ALLOWANCES 0 3
E) NET INVESTED CAPITAL (C-D) -35 32
G) SHAREHOLDER'S EQUITY 18 74
H) NET FINANCIAL DEBT -53 -42
I) SHAREHOLDER'S EQUITY + NFD (G+H) -35 32
65

DGPA & Co.
TEAM – Curriculum Vitae
Maurizio Dallocchio
Maurizio Dallocchio is a professor of Finance at Bocconi University and a board member at Nomura. In addition he was the past Dean of
SDA Bocconi School of Management. After graduating with a degree in Economics, he studied at the London Business School of
Economics and at the Stern School of Business in New York. Prior to obtaining a chair at Bocconi University he was a visiting scholar for
the department of Finance at the New York University and has taught at various international institutions.
Maurizio Dallocchio is primarily focused at corporate finance and in particular company and transaction valuations. Maurizio Dallocchio has
published numerous researches, articles and case studies. He has also participated on numerous advisory boards forcompaniesboth
international and domestic. From 2004 he was a member of the Audit Committee of the European Investment bank and in 2007 he became
Chairman. Maurizio Dallocchio is the founder of DGPA & Co., Dallocchio & Prosperetti, SGPA Sgr and Helm Finance Sgr.
Luciano Avanzini
i
In 1982 after graduating in economics at the University of Bocconi, Luciano Avanzini joined Collanti Avanzini a company in the timber
industry. In 1984 he managed the acquisition of Euroresine a company involved in production of packaging adhesives and products that
utilise silicone. In 1985 he coordinated the merger between Euroresine and Rhen Italiana (a company that produces bitumin). In 1987 he
oversaw the sale of Collanti Avanzini to National Starch (part of Unilever group). In 1989 he was involved in the development of
Datahouse, a company in the commercial information sector, that was eventually sold to Dun&Bradstreet. In 1991 he became one of the
founding partners of DGPA&Co and headed the M&A activity of the company. From 2002 he was made a partner of DGPA&Co and was
involved in Absolute Venture Fund’s acquisition of Carco e Delta Med. From 2005 he has been a Managing Partner of DGPA Sgr.
66

DGPA & Co.
Massimo Girardi
In 1983 Massimo Girardi after having graduated from Bocconi University joined PricewaterhouseCoopers in an auditing role. In 1986 he
became a registered accountant in Milan and later joined Metodo a company that specialises in IT advisory services. In 1989 he became
CEO of Seleforniture a company active in general contracting. In 1991 he became a partner of DGPA & Co in the area of corporate
finance. In this role he has coordinated various transactions for companies such as Edison, Telecom Italia. Seat PG, Gemina, Matix,
Mercatone Uno, Conad and Trussardi. In 2002 Massimo Girardi focused on Private equity advisory and followed transactions for the
Absolute Ventures SCA fund in its acquisitions of CE-TA, GPP-Agepe and Arketipo. From 2005 Massimo has been a managing partner of
DGPA Sgr.
Roberta Benaglia
Roberta Benaglia is a graduate in engineering from Milan Polytechnic and obtained her first professional experience in the listing division of
Borsa Italiana in where she was involved in the coordination of listing processes on the Borsa Italiana market. Roberta Benaglia then left
Borsa Italiana in 2001 to join Onetone Consulting (private equity) that advises the Venture Capital Onetone fund, a fund set up to invest in
global ICT media companies. She later began working for DGPA & Co in advisory for the Absolute Ventures SCA fund in the capacity of
Investment t Manager. During her experience at DGPA&Co she has played asignificant ifi role in the acquisitions iiti of CE-TA, GPP-Agepe, and
Arketipo. From 2005 Roberta Benaglia has been a Managing Partner of DGPA Sgr.
Franco Carlo Papa
In July 2009 Franco Carlo Papa joined DGPA Group as a partner of DGPA Advisory. Prior to joining DGPA Franco Carlo Papa was
director of AFV Sim from 1995 to 1998 and Ernst and Young. From2001to2004hewas Chairman of the Aiaf Italy association and was
the CEO of Governance Consulting. In addition he has been an independent advisor to Gefran, Dmt, Gecofin and a member of the
syndicated board of Mondadori and Servizio Titoli (listed on Borsa Italiana). With Franco joining DGPA Sgr it has closed the company’s
relationship between Igi Sgr.
Federico Silva
Federico Silvia graduated in 1999 with a degree in economics and commerce from Torino University. From 1999 has been a member of the
board at Assirein. a. In 2000 Federico Silvia joined DGPA in their corporate finance team in which he played a significant role in the
valuation of primary companies such as Edison, Impregilo and Italenergia. In 2002 Federico Silva entered the M&A team of Gallo&C
Mlirbn Meliorbanca in which h he prtiiptdin participated in the more principleipl M&A activities iti of the bnk bank. After having completed a Masters in Business
Administration from the Stern School of Business in New York, he joined Bank of America in their Energy& Power advisory team. In 2007
he returned to Italy and became an associate of DGPA Sgr in their private equity team.
67

DGPA & Co.
Laura Brolis
Laura Brolis, a graduate in economics and commerce at Bergamo University, initiated her professional career with Dresdner Bank. From
1996 to 1999 she was involved in establishing Dresdner’s Beijing branch and the restructuring of the Dresdner’s national head office in
Madrid. In 1999 she returned to Milan and joined Albertini & Co Sgr, that was a subsidiary of Dresdner Bank in the area of Italian private
banking. From 2002 she joined the start up company Albertini Syz Investmenti Alternatici Sgr, operating in the management of a “fund of
funds” in which she was made General Director from 2003. After having taking a period of maternity leave she joined DGPA Sgr in March
2007 as the organisational and project manager and from July she became a director.
Roberto Gattoni
Roberto Gattoni, a graduate from Bocconi University joined the team of DGPA Sgr in 2006. Prior to this he worked for 5 years in the
DGPA&Co Corporate Finance division in which he participated in numerous projects including feasibility studies, business planning and
valuations in the capacity of an advisor for clients such as Telecom Italia, Vodafone, Omnitel NV, Telecom Italia Media, SEAT Pagine Gialle,
Matrix, Edison, Italenergia, MercedesBenz Italia, Gemina, Hopa, Gauber and Mercatone Uno. In 2005 he participated in investment analysis
for the Absolute Ventures fund.
68

Eidos Partners
‣ Eidos Partners is an independent advisory firm specialised in the research and execution of transactions in M&A,
equity capital markets, debt advisory and restructuring. In more detail Eidos’ activities are as follows:
• Mergers and Acquisitions
In the role as a financial advisor to both Italian and foreign companies, funds and private equity firms, Eidos
assists with corporate finance transactions, mergers, acquisitions and asset sales. In addition Eidos performs
feasibility analyses.
• Equity Capital Markets (ECM)
In the role of a financial advisor Eidos assists firms that wish to raise capital on Borsa Italiana in all
segments of the stock market.
• Debt Advisory
In the role of a financial advisor, Eidos provides assistance to companies in the sourcing and restructuring
of debt to enable enhanced business strategy, LBO activity and the re-leveraging of existing debt.
• Financial restructuring
Eidos advises di Italian and internationali companies, private equity funds, institutionali i investors, creditors and
public entities in various situations for the purpose of enhancing existing and providing access to new
financing.
69

Eidos Partners
‣ Eidos Partners has completed 7 IPO transactions in the last 4 years both on AIM Italia and the main market of
Borsa Italiana. Current pending and completed corporate finance transactions include:
• Pending completion: Eidos is acting as an advisor for Alliance Hospitality in the restructuring of its debt valued
at € 140 million (according to il Sole 24Ore).
• Pending completion: EidosisactingasanadvisorforFunivieFolgarida Marilleva and Aeroterminal Venezia
“Luca Mandrioli” in the restructuring of its debt valued at € 135 and € 130 million respectively (according to
il Sole 24Ore).
• Pending completion: Eidos is acting as an advisor for Maflow in the restructuring of its debt valued at € 130
million (according to il Sole 24Ore). Maflow made a call for tenders for the acquisition of the company in
the Financiali Times with iha deadlinedli set for June 11. Mfl Maflow Italy and its subsidiary bidi in Pl Poland are active in
the production of automobile components. On May 11 2009 Maflow Italy and Poland (Maflow Polska
Sp.zo.o) were declared insolvent by a Milanese Court.
• Pending completion: According to news posted in late August 2010, Eidos is acting as an advisor di for the
potential listing of Bravofly, an online travel booking provider that is the parent company of various
discount travel subsidiaries including Volagratis, on the Zurich stock exchange. The company run by an
Italian management team with head office in Zurich. The proposed capital increase is to allow for the
company to further develop its diversificationifi i plan into other markets outside of Europe (specifically India
and Mexico).
• October 2010: Eidos Partners acted in the capacity of financial advisor for the sale of Nicky Chini, a Milanese
company in the highh end clothing and accessories industry that sells its products, both under its own brand
and to up-market labels, for markets in the US, Europe, Japan and other Eastern markets. The majority
holding was purchased by Polluce 1 an investment company linked to the Romiti family.
70

Eidos Partners
• December 2010: Nice acquired 60% of the share capital of FontanaArte a company that is specialised in lighting and
furnishing. The transaction was valued at € 2.4 mln in which Eidos Partners acted as the financial advisor the Nice. K
Finance acted as the financial advisor to FontanaArte in the deal.
• September 2010: Private Placement Bravofly, Eidos acted as a financial advisor for the Pre IPO equity placement of a
minority stake of Bravofly. The sale of the minority stake was to a number of funds (including venture cap) managed
by Axa Private Equity.
• July 2010: Eidos Partners acted as a financial advisor for the acquisition of JAL Group a company that specialises in
Sf Safety Footwear which h in 2009 hd had aposition ii of 30% of the European market. Although h JAL is headquartered d in
Northern Italy the majority of its production is performed in Tunisia. The acquirer of JAL was Brand Partners 3, an
SPV 90% controlled by Progressio Investimenti II Fund that is managed by Progressio Sgr, and 10% by JAL Groups
Management. The deal value has not been disclosed but the sellers in the deal were Goldman Sachs Group and Bank of
America’s Asset Management arm. JAL’s revenues for 2009 were € 140 million.
• April 2010: SIT Group, Eidos acted as financial advisor in the completed sale of a minority stake in Findest the holding
company of SIT Group. SIT designs and manages valves for domestic heating, cooking and water appliances.
• December 2009: Eidos acted as the financial advisor for TBS Group’s listing on AIM Italia, TBS is a producer of IT
medical equipment and provides maintenance services for its customers in this field. MPS Capital Services acted as the
Nomad for the capital increase. Share price performance for TBS lisitn2010 for TBS was down 46% for 2010.
• December 2009: Eidos acted as a financiali advisor di to Yoox for its listingi on Borsa Italiana. The listingi of Yoox was the
only IPO in 2009 for the Star Segment and the MTA market (regulated market). The listing included the sale of 21.7
million existing shares and the listing of an additional 6.2 million new shares. Listing price was set at € 4.30.
• June 2009: Eidos acted in the capacity of financial advisor for the debt restructuring of Unopiù, the up- market outdoor
furniture designer and manufacturer. In 2006 Unopiù was acquired by a consortium of funds managed by Synergo Sgr
and Change Capital Partners. Since then with the global downturn the condition of the firm deteriorated. The tasks for
which Eidos performed in this mandate included: structuring business turnaround plan; structuring a new cash injection
from the existing shareholders; and the renegotiation Unopiù’s existing debt valued at € 75 million.
71

Eidos Partners
Board of Directors
r
John Andrew Managing Director
Stefano Bellavita Managing Director
Marco Clerici Managing Director
Simone Dragone
Managing g Director
Marco Varini Managing Director
Andrea Foti Director
‣ Eidos experienced a hefty decline in revenues for
2009, however with ihanumber of new projects for
the following year the company has the potential for
a turnaround in 2010 and a significant improvement
in margins.
‣ From analysing recent media coverage and current
recent and pending transactions we are able to see
that Eidos covers a fair number of sectors.
‣ According to financial journalists they obtain a
significant amount of their restructuring and M&A
activity by referral from other financial institutions.
‣ The majority of senior staff at some point have
been employed with Citigroup, Schroders and/or JP
Morgan.
INCOME STATEMENT 2008 2009
€.000
Revenue 4,418 2,154
Total Operating Costs 3,771 2,643
EBITDA 647 -489
EBITDA Margin % 15% -23%
Total Amortisation and Depreciation 88 85
EBIT 558 -575
EBIT Margin % 13% -27%
EBT 719 -555
EBT Margin % 16% -26%
Tax 312 -104
Net Income 407 -450
Margin % 9% -21%
BALANCE SHEET 2008 2009
€000 €.000
A) TOTAL FIXED ASSETS 624 561
B) WORKING CAPITAL 1,383 2,006
C) INVESTED CAPITAL (A+B) 2,006 2,567
D) ALLOWANCES 747 899
E) NET INVESTED CAPITAL (C-D) 1,259 1,669
G) SHAREHOLDER'S EQUITY 3,279 2,574
H) NET FINANCIAL DEBT -2,020 -905
I) SHAREHOLDER'S EQUITY + NFD (G+H) 1,259 1,669
72

Eidos Partners
TEAM – Curriculum Vitae
John Andrew
John Andrew has an expertise in M&A both at a domestic and international level for companies in the industrial,
consumer goods and financial services sectors. Prior to Eidos he was employed with Schroders that is now part of Citi
Group.
Stefano Bellavita
Stefano Bellavita’s role is more focused on equity capital markets. The particular target sectors are consumer and luxury
goods and industrials. Stefano Bellavita left JP Morgan in 2005, where he was co-head of Italian equity capital markets
for the purpose of joining Eidos’ unit. Prior to JP Morgan he was at Schroder Salomon Smith Barney (now part of Citi
Group) where he was working with Eidos founder John Andrew.
Marco Clerici
Marco Clerici in his role at Eidos is more focused on debt advisory and financial restructuring activity. Prior to joining
Eidos he worked for Aletti Merchant (part of Banco Popolare Group), Calyon and Schroders.
Simone Dragone
Simone Dragone is more focused in theactivity of merger and acquisitions and financial restructurings and has a specific
expertise in the luxury goods, pharmaceutical, chemical and infrastructure industries. Prior to joining Eidos he worked
for JP Morgan and Schroders.
Andrea Foti
Andrea Foti has a focus on the transaction execution with an expertise in industrial, pharmaceutical and financial services
sectors. Prior to joining Eidos Andrea Foti worked for Salomon Smith Barney (now part of Citi Group) and JP Morgan.
Marco Varini
Marco Varini’s role at Eidos is focused on M&A transaction in which he has a specific expertise in the industrial, financial
services and consumer goods sectors. Prior to joining Eidos Marco Varini worked for Schroders and Banca Commerciale
Italiana.
73

EnVent
‣ EnVent is an independent investment bank with a specific expertise in M&A, turnarounds and special situation
transactions, IPOs and private equity advisory. The company was established in 2003 by Franco Gaudenti, Vincenzo
Bruni and Paolo Verna. The company has two offices located in Milan and Rome.
‣ Following the merger between the London Stock Exchange and Borsa Italiana, EnVent initiated an operating agreement
with Investec Investment Banking plc for the purpose of enhancing listing activity on the AIM Italia. Investec is an
international investment bank listed both in London and South Africa. Investec is a specialist focused at the mid cap
market with offices located in the UK, Australia and in South Africa. With Investec being a Nomad for the AIM UK
market, together they are able to cover deals both on AIM Italia and UK.
‣ In addition EnVent has developed a relationship with Lincon International an American private investment bank. So far
no deals have materialised from this relationship.
‣ Recent deals for EnVent include:
• December 2010: TerniEnergia a company operating in the renewable energy sector on the 28 th of December
completed a listing transfer from the Standard segment of the MTA market of Borsa Italiana to the Star segment.
The Star segment has higherh regulatory requirements and minimum i float requirement is 35% as opposed to 25%
requirement on the Standard segment. Terni Energia believes that the placement on the Star segment will help
increase its international profile for investment.
• Otb October 2010: Editoriali Vita Società Editoriale, i the nonprofit organisation ddi dedicated tdto providing unbiased news and
promote entrepreneurship in the non profit sector in Italy and Europe, was listed on AIM Italia on October 22,
2010. For the listing Unipol Gruppo Finanziario acted as the Nomad for the transaction and Event performed the
role of financial advisor. The capital increase saw a market float of 8.7 million shares listed at a price of € 0.94.
• September 2010: EnVent acted in the capacity of financial advisor for a debt restructuring transaction valued at € 55
million for Cristini GC, a company that produces industrial clothing and equipment.
74

EnVent
• June 2010: EnVentacted in the capacity of financial advisor for the trade sale of CVS’ business activity to Manitex
International. The sale was valued at € 40 million. CVS is a producer of tractors carriers and container stackers.
‣ Envent’sexisting iti and former clients thatt are currently in the process of performing transactionsti are as follows:
• House Building listed on AIM Italia on the 29/12/2009 was suspended from trading on the 14/05/2010 when
Envent filed a waiver to dissolve their responsibility as the listed company’s Nomad. House Building has since
executed an agreement with Integrae to act as the Nomad for its listing and will be readmitted to trading once the
due diligence requirements are performed by Integrae.
• Cagliari Airport, the Cagliari Chamber of Commerce has requested parties to submit declarations of interest for
the potential sale of a 40% of the share capital of Sogaer (for which it currently owns 94%). Sogaer manages
under concession the airport of Cagliari/Elmas “Mario Mameli”. The entire sale of will be advised by Ghia legal
firm and Envent. The announcement was made on September 29, 2010.
• AS Roma, in February 2010 a consortium initially comprising of 83 wealthy Roma fans were initiating a project in
order to obtain a significant holding in the AS Roma club. The initiative would see the transfer of ownership to
Roma fans. Biamonte legal firm and Envent are acting as an advisor for the deal.
‣ Envent’s prevised strategy for the years ahead, is to adapt its services to be more in line with the financial advisory
requirements of the renewable energy sector which they see as having significant growth potential, having performed
well despite the contraction of credit markets.
75

EnVent
INCOME STATEMENT 2008 2009
€.000
Revenue 3,018 1,640
Total Operating Costs 2,345 1,824
EBITDA 673 -184
EBITDA Margin % 22% -11%
Total Amortisation and Depreciation 23 22
EBIT 650 -206
Directors EBIT Margin % 22% -13%
Franco Gaudenti Managing Partner/Co Founder EBT 698 70
Vincenzo Bruni Partner/Co founder
EBT Margin % 23% 4%
Paolo Verna Partner/Co founder
Tax 310 61
Paolo Lisca Partner Net Income 388 9
Margin % 13% 1%
BALANCE SHEET 2008 2009
€,000
A) TOTAL FIXED ASSETS 295 825
B) NET WORKING CAPITAL -554 209
C) INVESTED CAPITAL (A+B) -259 1,034
D) ALLOWANCES 156 208
E) NET INVESTED CAPITAL (C-D) -415 826
G) SHAREHOLDER'S EQUITY 495 504
H) NET FINANCIAL DEBT -910 322
I) SHAREHOLDER'S EQUITY + NFD (G+H) -415 826
76

EnVent
TEAM – Curriculum Vitae
Franco Gaudenti
Franco Graudenti has over 25 years experience in investment banking and corporate finance. He started his career in 1984 at Arthur
Andersen which he left later to join IFIL (an entity of Fiat Group), where he served as assistant to the General Manager. After IFIL Franco
Gaudenti assumed a role with Banca di Roma as co-head of their new division in Merchant Banking. Whilst at Banca di Roma Franco
Gaudenti developed his experience in corporate finance, M&A, privatizations, IPOs and private equity. In addition he was a partner of
Andersen Corporate Finance, head of M&A origination in Italy for a portfolio of clients.
Vincenzo Bruni
Vincenzo Bruni, who has over 20 years experience in investment banking and corporate finance, began his career at Andersen Consulting
where he became Senior associate in the Process and Strategy division in which he oversaw several management control and business reengineering
assignments for major Italian corporations. Later he joined Creditanstalt Investment Bank in their London office and
prtiiptdin participated in the start-up trt of their Corporate r Financen advisory di services in Italy, focused on the origination in n and execution of M&A
transactions involving Italian investors in Central and Eastern Europe. From 1998 to 2003 he served as a director at Andersen Corporate
Finance, with a specific focus on cross-border and domestic transactions in the TMC, IT, Engineering & Infrastructure, Hospitality &
Leisure and Transportation sectors.
Paolo Verna
Paolo Verna, who has over 15 years experience in investment banking and corporate finance began his career at Arthur Andersen. Whilst at
Arthur Andersen he was involved in the auditing of various industrial groups operating in the construction, transportation and food &
beverage industries. In 1999 he joined Andersen Corporate Finance where he built up significant experience in M&A and corporate finance
transactions for various industrial players such as Telecom Italia, Finmeccanica, ENI, Ferrovie dello Stato, Fintecna and HP/Compaq Group.
In addition he is a former researcher at Luiss University in Rome and currently is a lecturer on Finance and M&A subjects for several post
graduate schools.
77

EnVent
Tommaso Maria Cucchiarelli
Tommaso Cucchiarelli, who has over 10 years experience in investment banking and corporate finance, began his career as a junior
researcher for Tor Vergata University in Rome. In 1999 was involved in a research paper for the Unilever management and accounting
division. In 2000 he joined Andersen Corporate Finance where he developed significant experience in M&A and corporate finance activities.
In 2004, prior to joining the EnVent team he worked for Banca d’Italia. Tommaso Cucchiarelli has a Masters in Economics from the
London School of Economics.
Mario Sacchi Lodispoto
Mario Lodispoto, who joined EnVent in 2003, has over 7 years experience in investment banking and corporate finance. He initially began
his career at Arthur Andersen were he was involved in auditing, due diligence and securitisation activity for various clients such as Deutsche
Bank, INA-Assitalia, Banco Sardegna and CR Chieti. In 2000 he participated in the development of new software for the consolidation of
financials for Gruppo Sanpaolo IMI and in 2001 he joined Anderson Corporate Finance, where her developed his experience in the M&A
and corporate finance transactions.
Giancarlo D’Alessio
Giancarlo D’Alessio, who has over 10 years experience in investment banking and corporate finance, joined Andersen Corporate Finance in
2001 where he developed his experience in M&A, valuations, business planning, financial modelling, debt restructuring, market analysis and
other financiali advisory di activities. iti In 2004 he joined EnVent team, where he has developed d experience in equity capital markets kt and in the
manufacturing and renewable energy industries.
Francesca Martino
Francesca Martino, who has over 10 years experience in investment t banking and corporate finance, began her professional career at
PricewaterhouseCoopers in 2000. In 2001 she joined Anderson Corporate Finance where she developed her experience in M&A, valuations,
business planning, financial modelling, debt restructuring, market analysis and other financial advisory activities. Later in 2004 she joined
EnVent, where she has been involved in debt restructuring in the retail and consumer goods sectors.
78

Fineurop
‣ Fineurop Group is owned by X-ROP 40 (85%) and Intesa San Paolo (15%). The group operates through four
subsidiaries:
• Fineurop Soditic, a company that specialises in corporate finance transactions. 52% of the share capital of
Fineurop Soditic i is hldb held by Fineurop, 20% by SFH Jersey and 28% by the company’s senior management;
• Intesa Soditic, is an entity that engages in trade finance activity. 25% of Intesa Soditic is controlled by
Fineurop, 50% by Intesa San Paolo and 25% by SFH Jersey Limited;
• AF Mezzazanine, is a closed end investment fund. The share capital of AF Mezzanine Sgr is held 40% by
Fineurop, 50% by Efibanca and 10% by Fineurop Soditic;
• Confirmec is a company that provides financiali services to the exportindustry. 5% of Confirmec is hldb held by
Fineurop and the remaining 15% is held in equal portions by G.D. Findan (Danieli Group) and Sagittario.
‣ With respect to corporate finance activity (Fineurop Soditic), by analysing the companies deal track record, their
main targetindustries i are consumer goods and industrial i equipment producers. The company has a Pan-European
presence having completed a number of transactions for Italian companies for operations abroad and for foreign
companies entering into the Italian market.
‣ The majority of Fineurop’s clients are Italian based companies for which h a few they have enjoyed ongoing
mandates in particular Wise Sgr, a fund manager for whom Fineurop has provided their advisory services for
various acquisitions and Cifa, a producer of heavy vehicles for whom they have completed 3 transactions/advisory
mandates in the last 3 years.
79

Fineurop
‣ Recent deals for Fineurop Soditic include:
• October 2010: Fineurop Soditic acted as a financial advisor to Aksia Capital and Wise Sgr for their acquisition
of Eidos Media in the form of a leveraged buyout.
• Fineurop Soditic acted in the capacity of advisor for the restructuring of debt for Socotherm Italia to the
value of € 270 mln. Socotherm provides services in thermal insulation and pipe coating.
• June 2010: Wise Sgr mandated Fineurop to be their financial advisor for their acquisition of Boglioli.
• June 2010: Fineurop acted as a financial advisor to Cifa for the restructuring of debt valued at € 280 mln
with ihthe Bank of Communications i (China) and the Bank of China.
• May 2010: Fineurop acted as a financial advisor to Castagna Univel for its acquisition of Filca Packaging.
• April 2010: Fineurop Soditic i acted as financiali advisor di to Catelli Holding in the disposal of a 100% stake of
Gram Equipment, a Danish based supplier of advanced ice cream machines, to Scandinavian private equity
fund Procuritas Capital Investors IV (PCI IV).
• Fb February 2010: Fineurop provided d strategic advisory di services to Binda Italia for its brandBreil.
• April 2009: Fineurop Soditic assisted Idroexpert in the rent and further acquisition of Bozzola’s business
from the Padua Court through arrangement with creditors. Bozzola, established in Padua in 1910, is
specialised ili din the production and distributionib i of hd hydro sanitary products and gardening tools. The Company
generated 2008 sales of approximately € 100 million.
80

Fineurop
INCOME STATEMENT 2008 2009
€,000
Revenue 11,144 10,910
Total Operating Costs 4,143 4,536
EBITDA 7,001 6,374
EBITDA Margin % 63% 58%
Total Amortisation and Depreciation 108 124
EBIT 6,894 6,250
EBIT Margin % 62% 57%
EBT 6,055 5,824
EBT Margin % 54% 53%
Tax 1,060 757
Net Income 4,996 5,067
Margin % 45% 46%
BALANCE SHEET 2008 2009
€,000
A) TOTAL FIXED ASSETS 9,564 11,644
B) WORKING CAPITAL 10,911 9,520
C) INVESTED CAPITAL (A+B) 20,475 21,164
D) ALLOWANCES 1,155 1,082
E) NET INVESTED CAPITAL (C-D) 19,319 20,082
G) SHAREHOLDER'S EQUITY 17,156 18,164
H) NET FINANCIAL DEBT 2,163 1,918
I) SHAREHOLDER'S EQUITY + NFD (G+H) 19,319 20,082
81

Inteam
‣ Inteam is a financial advisory boutique that has its head office in Bologna.
‣ The company specialises in providing financial services to families and small companies in the form of:
• strategic advisory di and business planning;
• managerial restructuring services;
• corporate finance transactions;
• outsourcing temporary management services;
• and accountancy services with ihrespect to financiali reporting.
‣ A recent deal for the company was the listing of House Building on AIM Italia on December 29, 2009. From
information provided by House Building’s Investor Relations team, the company selected Inteam because of their
4 year relationship with ihthe company for which h they viewed as more important than a track record in IPO activity ii
which was non existent prior to its listing.
‣ The company comprises of 4 partners and an additional 6 personnel that are based in the 3 offices of Inteam
located in Bologna, Reggio Emilia and Ravenna. All of the partners are ex Ernst and Young employees.
‣ From assessing the companies track record the client base is significantly focused in Bologna and the close
surrounding provinces.
82

Inteam
Board of Directors
Marco Sarti Chairman/Partner
Cristina Bertoni Director/Partner
Chiara Bersani Director/Partner
Alessandra Cabrini Director/Partner
Personnel
Marco Sarti Partner
Cristina Bertoni
Partner
Chiara Bersani Partner
Alessandra Cabrini Partner
Federica Berni Analyst
Anna Dallari Analyst
Thomas Imolesi Analyst
Massimo Morelli Analyst
Annamaria Toni Analyst
Sabrina Vacondio Analyst
INCOME STATEMENT 2008 2009
€.000
Revenue 1,599 848
Total Operating Costs 1,515 832
EBITDA 84 16
EBITDA Margin % 5% 2%
Total Amortisation and Depreciation 29 29
EBIT 55 -13
EBIT Margin % 3% -2%
EBT 164 -14
EBT Margin % 10% -2%
Tax 61 6
Net Income 104 -21
Margin % 6% -2%
BALANCE SHEET 2008 2009
€,000
A) TOTAL FIXED ASSETS 443 418
B) WORKING CAPITAL 70 111
C) INVESTED CAPITAL (A+B) 513 529
D) ALLOWANCES 35 44
E) NET INVESTED CAPITAL (C-D) 478 485
G) SHAREHOLDER'S EQUITY 682 662
H) NET FINANCIAL DEBT -205 -177
I) SHAREHOLDER'S EQUITY + NFD (G+H) 478 485
83

Inteam
TEAM – Curriculum Vitae
Marco Sarti
Marco Sarti, the Chairman and co-founder of Inteam, is a chartered accountant. Past experience for Marco Sarti includes: Partner
at Ernst & Young within their auditing and corporate finance divisions in Milan, Bologna, Moderna and Palo Alto (California);
Director of Central Planning and control at Marazzi Group. Whilst at Marazzi he oversaw the companies IPO listing; and a role
in the research team of Nomisma (Bologna). Marco Sarti is a economics graduate from the University of Moderna. He is
specialised in business performance, risk analysis, IPO listings and restructuring for companies in Italy and abroad. In addition
Marco Sarti has a specific expertise in the ceramics, biomedicine, manufacturing and financial sectors.
Cristina Bertoni
Cristina Bertoni, a director and co-founder of Inteam, is a chartered accountant and economics graduate from Modena
University. She has obtained experience in the financial industry through various roles with Ernst & Young in their auditing teams
based in Bologna and Modena. At Inteam Crisitina Bertoni is focused on business planning, company management, financial
reporting, drafting company and consolidated financials and due diligence for companies operating in the ceramics, manufacturing
and construction industry.
Chiara Bersani
Chiara Bersani, a director at Inteam, is a chartered accountant and an economics graduate from Bologna University. Prior to
joining Inteam she worked for Ernst & Young within their auditing teams based in Moderna and Milan. In addition she worked at
Marazzi group for their listing on Borsa Italiana. In her role at Inteam, Chiara Bersani is focused on auditing, company
restructuring and drafting company financials specifically for the ceramic, biomedical, manufacturing and construction industries.
Alessandra Cabrini
Alessandra Cabrini, a director at Inteam, is a chartered accountant and an economics graduate from Bologna University. Prior to
joining Inteam was employed at Ernst and Young in their auditing and corporate finance teams located in Bologna and Moderna.
Alessandra Cabrini is specialised in corporate finance transactions, valuations, business planning, financial reporting, due diligence
and financial reporting. Alessandra Cabrini has a specific sector expertise in biomedicine, ceramics, manufacturing and
construction.
84

K Finance
‣ K Finance is an advisory firm focused predominantly on activities in M&A, corporate finance transactions and
International taxation planning.
‣ The principle areas of activity are:
• M&A advisory;
• LBO and MBO operations;
• company valuations;
• IPO listings orplacements on secondary European markets for SME’s;
• restructuring advisory.
‣ K Finance shareholders include:
• Giuseppe Renato Grasso (Chairman);
• Filippo Gi Guicciardi i di(CEO) (CEO);
• Silvio Curioni (Director of Operations);
• The European House- Ambrosetti;
• Fenera Holding, a partner of the company from its founding, is part of a financial group that operates both in
Italy and abroad that was founded d in the 1980’s by the Zanon di Vli Valgiurata and Pl PalazziTrivelli families. Td Today
the groups shareholders and partners include PKP Gruppo Finanziario, Banca Passadore & Co and other
groups including Arduini, Avandero, Buson, Daffonchio, Garosci, Girotto, Lavazza, Manfredi, Maramotti,
Marsiaj, Pavesio, Savio and Seragnoli. The private and merchant banking activity of the group is performed by
the joint venture with ihBanque Morval et Cie SA (a private Swiss banking group with ihoffices in Geneva and
Lugano).
85

K Finance
‣ K Finances reported 7 deals for 2010 (5 M&A transactions and 2 debt restructurings):
• December 2010: K Finance acted as a financial advisor to Veticeramici in restructuring its debt towards MPS Capital
Services Banca per le Imprese and Efibanca for a total amount of € 22 mln. Vetriceramici is involved in the
production and marketing of semi-finished products for enhancing the appearance of glazed porcelain stoneware.
• December 2010: Nice acquired 60% of the share capital of FontanaArte a company specialised in lighting and
furnishing. The transaction was valued at € 2.4 mln in which K Finance acted as the financial advisor to FontanaArte.
Eidos Partners acted as the financial advisor the Nice in the deal.
• December 2010: K Finance announces acted as a financial advisor to Meta System Group for the restructuring of debt
valued at € 23 mln towards five banks. Meta System Group is a holding company invested in eight companies in the
sectors of automotive electronics, renewable energy, electronic components, broadcasting and communications
equipment.
• October 2010: Gruppo Salice, a company involved in the production of concealed hinges for furniture, acquired a 40%
stake in Bortoluzzi Sistemi, a company that produces closing and sliding pieces for furniture and interiors. K Finance
acted as a financial advisor to Salice in the deal.
• June 2010: K Finance acted as an advisor for the VisamVibratori MBO transaction. Visam is a company that produces
industrial electric vibrators. The company was owned 50/50 by two shareholders, however in this transaction one
shareholder purchased the other’s participation. K Finance acted as a financial advisor for both parties;
• May 2010: Safil acquired 100% of Erredi (a former client of Safil). K Finance acted as an advisor for Safil. Safil is a
company active in the production of wool yarns and with this purchase they have the potential to increase annual
revenues from € 38 million to € 50 million;
• May 2010: K Finance acted as a financial advisor to the “WisequityII&MacchineItalia”fund(managedbyWiseSgr)
for the sale of Mar-Ter Spedizioni to Mid Industry Capital. The value of the transaction was around € 35 mln. Mar-
Ter Spedizioni is a Port Logistics company that had a turnover in 2009 of € 25 mln with an EBITDA margin of 24%
of revenues. Wise Sgr is anItalian asset manager that manages 3 funds focusing on acquiring ii holdings in SME
companies with a turnover between € 25 - € 300 million.
86

K Finance
‣ Currently K Finance has a partnership with Clairfield advisors, that has offices located throughout Europe, the US,
Russia and India. Clarifield advisors has a specific sector focus on business and financial services, food and
beverage, the industrial sector, renewable energy, media and telecommunications and healthcare. Clairfield was a
party to all three of K Finance’s transactions for 2010 which signifies that this is a effective relationship for K
Finance, however does not paint a positive picture overall for K Finances revenues due to the fact they would be
sharing much of the deal commissions with other partners of Clairfeld.
‣ Another potential driver for the companies future revenues is the relatively new business segment KF Economics
(KFE), that was created in 2008. KFE provides services aimed at medium and large companies in evaluating their
credit risk/exposure. With the deterioration in the credit markets and the implementation of new regulations
including BASEL III, the majority of companies have greater difficulty in accessing quality credit from the market
therefore KFE is looking to exploit the increased demand both on the borrower and provider sides of the credit
market. KFE will go even further by implementing their own associated ratings for various companies that will be
made available to their clients.
‣ The Italian consultancy company Ambrosetti (The European House) is a 20% share holder of K Finance.
Ambrosetti is present in various countries throughout the world including the US, Japan, China and Brazil. K
Finance is not only able to leverage off referrals from Ambrosetti for new clients but Ambrosetti’s activities also
include the organisation of events, both domestically in Italy and Internationally. K Finance is able to utilise this
relationship to a great extent for the purpose of increasing their company profile.
‣ With the absence of a reported deal for 2009 on K Finances books related to corporate advisory transactions,
revenues took a large hit declining 53% from 2008. 2010 already looks to be an improvement with K Finance having
completed at least 3 deals in the first half of the year.
87

K Finance
Personnel
Giuseppe R. Grasso Chairman
Filippo Guicciardi CEO
Silvio Curioni COO
Andrea Scarsi Director
Massimo Banfi Manager
Andrea Bianchini Manager
Maximiliano Turelli Associate
Andrea Dunini Senior Analyst
Nicholas Diers Senior Advisor
Mauro Gambaro Senior Advisor
INCOME STATEMENT 2008 2009
€,000
Revenue 2,153 1,016
Total Operating Costs 1,546 1,402
EBITDA 607 -386
EBITDA Margin % 28% -38%
Total Amortisation and Depreciation 33 74
EBIT 574 -460
EBIT Margin % 27% -45%
EBT 589 -485
EBT Margin % 27% -48%
Tax 205 -126
Net Income 384 -359
Margin % 18% -35%
BALANCE SHEET 2008 2009
€,000
A) TOTAL FIXED ASSETS 267 175
B) WORKING CAPITAL 526 518
C) INVESTED CAPITAL (A+B) 793 693
D) ALLOWANCES 25 52
E) NET INVESTED CAPITAL (C-D) 768 640
G) SHAREHOLDER'S EQUITY 1,064 468
H) NET FINANCIAL POSITION -297 172
I) SHAREHOLDER'S EQUITY + NFD (G+H) 768 640
88

K Finance
TEAM – Curriculum Vitae
Giuseppe Grasso
Giuseppe Grasso holds a degree in Economics from Parma University and he is a chartered accountant. He is a specialist in business law and
is with experience in the following areas: tax and accounting consultancy, financial analysis, budgeting, reporting and control, company
evaluation, assistance in merger and acquisition deals, financial planning for SMEs and corporate groups both in Italy and abroad,
international tax planning. His professional activities have provided him with a deep knowledge of the legislative context and of the Italian
business culture, combined with an international experience of relations with multinational groups and European financial institutions and
their methods of analysis and valuation. In 1999 he co-founded K Finance and is a founding partner of Clairfield Partners Sarl, a
partnership between M&A international boutiques covering Europe, North America and Asia-Pacific. He is the President of KF Economics,
a company controlled by K Finance, focused on the production of econometric models and on the strengthening of rating-based marketing
skills.
Filippo Guicciardi
Filippo Guicciardi holds a degree in Economics from Milan's Bocconi University. After gaining experience in a multinational auditing firm,
he worked kdfor a Milan consulting company that hd had astrong orientation towards SMEs. In 1999 he co-founded d K Finance gaining
experience in M&A processes in the textile, pharmaceutical, mechanical engineering, logistic and machine tool industries. In the last few
years he worked on various debt restructuring transactions. Filippo Guicciardi developed experience in the Private Equity industry, working
with all the main players in the Italian market. He is a founding member of "Tavolo M&A" of AIFI, the Italian Association for Private
Equity and Venture Capital.
Silvio Curioni
Silvio Curonihas a degree in Public Relations obtained at “Libera Università di Lingue e Comunicazione IULM” in Milano. Thanks to some
significant experiences in different communication sectors (press offices, web developing, conference organiser), he has an expertise in
organising and supervising all aspects of communication and operations. He has a great experience in the Information Technology and
Operations sectors. He is a partner in K Finance, where he is responsible for all the activities of the business.
Andrea Scarsi
Andrea Scarsi has a degree in Economics and Finance at Bocconi University in Milano. After a brief experience in a strategy consulting
company, he carried out an internship in BNP Paribas. From February 2001 to April 2007 he worked in the Italian listed company "Tamburi
Investment Partners (TIP)". As a Vice Director he took care of a several number of M&A deals, mainly with a generalist approach and with
a focus on "shipping" and "leisure and hotel" sectors. He also made some advisory activities in the private equity field within TIP. He joined
K Finance as a Director in May 2007.
89

K Finance
Massimo Banfi
Massimo Banfi joined K Finance in October 2005 and he covers now the position of Manager. From 2004 to 2005 he worked in Ernst &
Young Corporate Finance as analyst in the Merger & Acquisition department. Previously he worked as investment analyst in Cape Natixis
Sgr, management company of an Italian private equity fund and formerly in PricewaterhouseCoopers in the audit department. Massimo
Banfi graduated d in Finance at the Catholic University i of Milan and obtained a Master in Merchant Banking at LIUC University.
i
Andrea Bianchini
Andrea Bianchini has a degree in Economics from Modena University and he is a certified public accountant. Before joining K Finance,
where he is nowaManager, he worked kdfor an important t Italian law and accounting firm in which h he gained a wide experience in tax and
accounting consultancy, financial analysis and company valuation.
Maximiliano Turelli
Maximiliano Turelli graduated Cum Laude from Università Carlo Cattaneo (LIUC) with a degree in economics. He previously worked as a
financial analyst on the M&A team at Unicredit Banca Mobiliare (UBM), the investment banking division of the Unicredit Group.
Maximiliano Turelli joined K Finance in 2006 and is currently an associated with the company.
Nicolas Diers
Nicolas Diers is Senior Advisor. After a long experience in Credit Lyonnais Italia as Country Manager, for the last four years he has been the
Managing Director and Senior Country Manager for Natixis Banque Italia. He grew Natixis Italia from close to nothing to around € 100 mln
in global revenues through corporate and investment activity. Nicolas will also be CEO of MPK Rating, the K-Finance fully-owned
subsidiary active in external credit rating assessment.
Mauro Gambaro
Martino Gambaro collaborates with ihK Finance as capital structuring advisor. di He has worked kdin Corporate Banking and Corporate Finance in
S.G. Warburg, Citibank, Rabobank and Abn Amro/Antonveneta at Director and Managing Director level. He has been responsible for
corporate banking, structured finance, private equity, leveraged finance and large corporate activities. He also acted as group CFO or board
member of leading corporate groups.
90

K EP Consulting
‣ KEP Consulting is a independent advisory company that offers a range of products including Financial advisory
services, compliance and corporate governance, business advisory and real estate advisory services that are tailored
to meet the requirements of their clients that predominantly operate in the sector of renewable energy.
‣ Theservices of KEP can be segregated tdas follows
Financial Advisory Services
• pricing & valuation;
• IAS/IFRS advisory;
• corporate r treasuryr management;
• financial Risk Management.
Compliance & Corporate Governance
• control governance;
• internal audit services;
• compliance.
Operational enhancement
• analyses into means of enhancing company dimensions organisational models;
• analyses into systems of control (SCG);
• implementation of Basel reforms for banking institutions and companies.
Business Advisory
• strategic;
• project financing;
• structured finance;
• transaction support;
• valuation.
91

Real Estate Services
• global investment advisory;
• business development;
• investment/valuation.
t/ ti
K EP Consulting
Energy Services
KEP offers to its clients services in advisory specially tailored to the energy sector that include:
• financial modeling;
• business strategy;
• sourcing of financing for project capital;
• assistance in the drafting of agreements for joint ventures;
• sourcing investors for the sale of projects;
• KEP offer advisory support for operations in developing joint ventures with investors (private equity,
funds and credit institutions) that are able to provide significant experience in the area of renewable energy.
92

K EP Consulting
INCOME STATEMENT 2008 2009
€,000
Revenue 600 352
Total Operating Costs 571 347
EBITDA 29 5
EBITDA Margin % 5% 1%
Total Amortisation and Depreciation 11 13
EBIT 18 -8
EBIT Margin % 3% -2%
EBT 21 -9
EBT Margin % 3% -3%
Tax 16 5
Net Income 5 -14
BALANCE SHEET 2008 2009
€,000
A) TOTAL FIXED ASSETS 51 29
B) WORKING CAPITAL -61 -13
C) INVESTED CAPITAL (A+B) -10 16
D) ALLOWANCES 13 19
E) NET INVESTED CAPITAL (C-D) -23 -4
G) SHAREHOLDER'S EQUITY 19 5
H) NET FINANCIAL DEBT -42 -8
I) SHAREHOLDER'S EQUITY + NFD (G+H) -23 -4
93

Klecha & Co.
‣ Klecha & Co began its operations in September 2009, founded by Stéphane Klecha, a former member of the
London and Milan based teams of Lazard. While at Lazard, Stéphane was involved in several significant
transactions such as the privatisation of Enel (Enel III & ENEL IV) and the listing of Geox on Borsa Italiana.
‣ The company, although very new to the market, has achieved a number of significant transactions since its
founding (7 completed transactions as the close of 2010). Klecha & Co. is part of a new breed of entrepreneurial
professionals that have cut their teeth at larger firms and have gone on to set up their own independent operations.
Despite being new to the market, the professionals at Klecha & Co. are able to draw from their sound experience
with Lazard and other international organisations. Currently Klecha & Co. is comprised of a team of 7 personnel.
‣ While early operations for the firm have been mainly in the energy sector, due to the significant growth in this
market over the course of 2009 and 2010, Klecha & Co. concentrates its activity to assisting companies with strong
growth potential without any specific sector bias. This is indicated in its current pipeline of projects in various
stages of completion. The company’s strong growth to date has been achieved through its sound business model
and the involvement by senior management in all operations of the firm.
‣ The company offers its clients a relationship network that has enabled the development of operations with
counterparts including Techint, EDPR, BKW, Co-Ver for whom Klecha & Co. has provided its services for 2 asset
disposals in the course of 2010. In addition the company has developed strong relations with principle private
equity investors in Italy and Europe as well as hedge funds for non-typical financial operations.
94

Klecha & Co.
‣ Some of the deals for which Klecha has recently completed or is currently working on are:
• Heliosfarm, in March 2009 Heliosfarm agreed to purchase from Energia In Natura 100% of two Solar
projects in the Apulia region nominal power capacities of 1 MW and 4.3 MW respectively. Klecha&Coacted
in the capacity of financial advisor for the deal.
• Techint, in February 2010 acquired from Co-Ver Group the major holding of Techbau. Techbau a company
thatt operates in the civil iilworks sector. Klecha & Cooperated as the financiali advisor di for this deal.
• EDP Renovaveis, in January 2010, acquired 85% of Italian Wind that owns various wind farms in Italy that
have a potential output capacity of 520MW. The amount paid for the stake as equal to € 12 million with
additional success fees attached for which EDP will pay upon the fulfilment of predefined targets. Klecha
acted as the sole advisor for this project to Energia In Natura a subsidiary of Co-Ver Group.
• BKW FMB, in December 2009, acquired Volturino Wind, a company active in windpower production. The
intended plan of BKW is to construct an additional farm by the end of 2011. Klecha acted as the sole
financial advisor to the former shareholders of Volturino Wind.
95

Klecha & Co.
Personnel
Stephane Klecha
Luca Giacometti
Nicholas Groen
Fabio Pellegrini
Massimo Dan
Christine Akl
Role
Chairman/Founder
Senior Advisor
Senior Advisor
Associate
Analyst
Analyst
INCOME STATEMENT 2009
€.000
Revenue 142
Total Operating Costs 103
EBITDA 38
EBITDA Margin % 27%
Total Amortisation and Depreciation 11
EBIT 28
EBIT Margin % 19%
EBT 28
EBT Margin % 19%
Tax 10
Net Income 17
Margin % 12%
BALANCE SHEET 2009
€,000
A) TOTAL FIXED ASSETS 61
B) WORKING CAPITAL -19
C) INVESTED CAPITAL (A+B) 42
D) ALLOWANCES 1
E) NET INVESTED CAPITAL (C-D) 41
G) SHAREHOLDER'S EQUITY 67
H) NET FINANCIAL DEBT -26
I) SHAREHOLDER'S EQUITY + NFD (G+H) 41
96

Kon – Business and Financial Advisor
‣ Kon, founded in 2004, is a corporate finance advisory firm that offers integrated services via a network of
professionals who have specific expertise. Kon gears its services to small to medium sized clients with annual
turnover in under € 300 mln.
‣ The offered services include:
Transaction advisory
• valuation;
• structuring;
• deal completion;
• due diligence.
Financial structuring
• corporate restructuring;
• project finance;
• securitisation;
• financing to enhance shareholder value.
Strategic Finance
• business and financial planning;
• international and Italian taxation advisory;
• risk management.
Organisation
• project management;
• strategicadvisoryforcompanies;
• advisory on business operations, reengineering and benchmarking.
97

Kon – Business and Financial Advisor
Business Development
• strategic & marketing planning;
• customer marketing and new product development;
• operational marketing;
• assistance in international activities;
• international Business & Financial Services (IBFS);
• strategic communication.
Bank & Insurance Services
• bankruptcy support;
• valuation of guarantees.
IPO Advisory on AIM Italia
• assistance in the selection of Nomads and the listing team;
• coordination of the operation with other parties involved in the development of transactions;
• assistance in the development of the offering structure;
• support in the drafting of prospectus/admission documents;
• drafting of business plans;
• valuation of companies/company segments and support in the trading with the Nomad and broker;
• in addition Kon, with its holding in Integrae SIM develops activities in the role of the Nomad and
Specialist.
‣ The four partners of the firm are former employees of Ernst & Young, Vincenzo Ferragina, Matteo Mancaruso
Francesco Ferragina and Fabrizio Bencini. Kon’s offices are located in Florence, Milan, Rome and London.
98

Kon – Business and Financial Advisor
INCOME STATEMENT 2008 2009
€,000
Revenue 2,019 2,390
Total Operating Costs 1,941 2,331
EBITDA 78 58
EBITDA Margin % 4% 2%
Totale Amortisation and Devaluation 58 23
EBIT 21 36
EBIT Margin % 1% 2%
EBT 31 30
EBT Margin % 2% 1%
Tax 16 15
Net Income 15 15
Margin % 1% 1%
BALANCE SHEET 2008 2009
€.000
A) TOTAL FIXED ASSETS 16 214
B) WORKING CAPITAL -121 -512
C) INVESTED CAPITAL (A+B) -105 -298
D) ALLOWANCES 5 6
E) NET INVESTED CAPITAL (C-D) -110 -305
G) SHAREHOLDER'S EQUITY 189 204
H) NET FINANCIAL DEBT -299 -509
I) SHAREHOLDER'S EQUITY + NFD (G+H) -110 -305
99

Lucciola & Partners
‣ Lucciola & Partners is an advisory company based in Rome that offers services in M&A, debt restructuring, equity
capital markets and strategic advisory focused on turnarounds.
‣ As at the close of 2009, Lucciola and Partners comprised of 10 personnel comprising of one managing director, 3
partners, 4 analysts and 2administrative i i staff.
‣ The company is part of L&P Investmenti Group who is one of the principle shareholders of Loan Agency
Services. The company is a collaboration between KPMG and L&P Investimenti Group that employs 2 personnel
(Roberto Mugnaioli, apartnerfrom Lucciola &Partners and Pierluigi i i D'Abramo from KPMG). From assessing
New Loan Services’ track record the company has been active since August 2009 and so far has executed a
significant number of deals for the provision of debt restructuring services. The company appears to have strong
relationships with large Italian banks and financial institutions.
‣ According to the companies financials for 2009 some of their clients include Fiat, Finmeccanica, Gruppo Unendo,
Kinexia, Banca Monte Parma, Gruppo di Bella e Gruppo Zucchi.
‣ Recent transactions for the company include:
• Lucciola assisted in the restructuring of the debt of Brioni. The company recently dismissed the former
CEO Andrea Perrone (the nephew of one of the founders). The company then found another partner,
Umberto Angeloni, that purchased 11% of the company and was appointed company CEO.
• Lucciola assisted Zucchi, a producer of fine fabrics, clothing and accessories, in the restructuring of debt to
the value of €110 mln.
• Lucciola assisted Banca Monte Parma in the securitisation of Mortgage loans.
100

Lucciola & Partners
‣ New client mandates for financial advisory
services include Finmeccanica (for a
development in the field of environmental
INCOME STATEMENT 2008 2009
€.000
Revenue 1,774 1,821
Total Operating Costs 1,497 1,597
sustainability), Gruppo Francesca Armellini,
Italgest, Ilte, Eurinvest, Kinexia, La Cascina and
EBITDA 277 224
Dister Energia.
EBITDA Margin % 16% 12%
Total Amortisation and Depreciation 43 45
EBIT 234 179
EBIT Margin % 13% 10%
Gross Income from Operations 206 65
EBT Margin % 12% 4%
Tax 120 80
Net Income from Operations 86 -15
Margin % 5% -1%
BALANCE SHEET 2008 2009
€,000
A) TOTAL FIXED ASSETS 383 182
B) WORKING CAPITAL 661 529
C) INVESTED CAPITAL (A+B) 1,044 711
D) ALLOWANCES 93 132
E) NET INVESTED CAPITAL (C-D) 951 579
G) SHAREHOLDER EQUITY 133 118
H) NET FINANCIAL DEBT 818 461
I) SHAREHOLDER EQUITY + NFD (G+H) 951 579
101

Lucciola & Partners
TEAM – Curriculum Vitae
Isidoro Lucciola
Since 2005 Isidoro Lucciola has been the Managing Partner of Lucciola & Partners. From 2001 to 2005, he was an Equity Partner of Value
Partners, the largest independent Italian management and IT consulting group, and Head of VP Finance. From 1999 to 2001 he was the
Managing Director and CFO of Grapes Communications, the Dutch holding company controlling a large alternative telecommunications
group. From 1998 to 1999 he was the CFO and Head of Corporate Development for Acea, the largest Italian water company and the
second largest Italian electricity distributor. From 1994 to 1998 he was Assistant to the CEO and Executive Director of Mediocredito
Centrale (today Unicredit Mediocredito Centrale), a development bank entirely owned by the Italian Treasury. From 1989 to 1994 he was
Vice President of Chemical Bank (today JP Morgan Chase) and European head of project finance and ECA’s ECAs multi-sourcing finance
advisory teams, working in New York, London and Milan. From 1986-1989 he was Contract Manager of Snamprogetti (today Eni Saipem).
He was one of the London Club negotiators of the “1996 Financing Proposals” for the restructuring of the $ 27 bln ex-USSR credits
claimed by international banks from the Government of the Russian Federation, member of the Governmental Commission appointed to
promote the parliamentary reform of the Italian Internationalization Support Scheme, Professor of International Finance at University of
Ubi Urbino, lecturer and speaker in various MBAs and conferences, member of the Board of Directors of listed company and winner of
prestigious awards like “Deal of the Year” from Euromoney.
Roberto Mugnaioli
Since 2005 Roberto Mugnaioli has been a Partner of Lucciola & Partners and from 2009 he has been developing Loan Agency Services’
activities, iii an independent d company active in the field of loan and contractual agency services for banks and corporations. Previously, he
worked in the finance division of VP Finance, the corporate finance unit of Value Partners, an Italian management and IT consulting group.
During his professional career he has participated in transactions related to financial restructuring, industrial turnaround, private equity and
project finance in various business fields such as consumer goods, energy, tourism and biotechnologies. He was member of the Board of
Directors for companies active in various business sectors such as dairy products, meat products and software.
Alessio Turco
Since 2007 he has been a partner of Lucciola & Partners. From 2004 to 2007 he was CFO of EEMS Group. From 2000 to 2004 he was
Head of Finance Department of Lottomatica Group and CFO of a number of its Italian and foreign subsidiaries. During his professional
career he took part in the IPO process and the international development of these companies. He has been a member of the Board of
Directors for various companies active in the entertainment and semiconductor sectors.
102

Madison Corporate Finance
‣ Madison Corporate Finance is a corporate finance
boutique that offers services in company and project
valuation, business planning, M&A assessment and
restructuring advisory.
‣ Madison Capital completed its first IPO in the capacity
of financial advisor for the listing of First Capital on
AIM Italia. First Capital is an Investment company that
targets Italian companies with market capitalisations
inferior to € 350 mln (for more information refer to
page 53).
INCOME STATEMENT 2008 2009
€.000
Revenue 55 100
Total Operating Costs 52 96
EBITDA 3 4
EBITDA Margin % 6% 4%
Total Amortisation and Depreciation 1 1
EBIT 3 3
EBIT Margin % 5% 3%
EBT 2 3
EBT Margin % 3% 3%
Tax 1 3
Net Income 1 0
Margin % 2% 0%
Board of directors
Leonardo Etro Chairman
Alberto dell'Acqua CEO
Nicolo Cardi Director
Luigi Rabuini Director
Davide Maiocco
Director
Alex Pezzoli Director
Shareholders
King Advisory Company Srl 31%
Primorago Srl 31%
Oz-Ner Srl 15%
Fidor Spa 14%
Cardi Nicolo 3%
Avalon Real Estate Spa 3%
Castellini Mercorio & Partners 3%
BALANCE SHEET 2008 2009
€000 €,000
A) TOTAL FIXED ASSETS 2 4
B) WORKING CAPITAL 28 40
C) INVESTED CAPITAL (A+B) 30 44
D) ALLOWANCES 0 0
E) NET INVESTED CAPITAL (C-D) 30 44
G) SHAREHOLDER'S EQUITY 25 45
H) NET FINANCIAL DEBT 5 -1
I) SHAREHOLDER'S EQUITY + NFD (G+H) 30 44
103

Madison Corporate Finance
TEAM – Curriculum Vitae
Leonardo Etro
Prior to Madison, Leonardo Etro held various roles with financial entities and institutions including Banca Aletti, Fortis, UBS, Confindustria,
Farmindustria and Assobiomedica. He developed his experience in theadvisory sector working for Coca-Cola Hbc Italia in theirmerger and
acquisitions team. In addition he has acted as an advisor for various transactions in Eastern Europe (Romania, Moldovia, Russia and Serbia).
Leonardo Etro is an economics graduate from Bocconi University.
Alberto dell’Acqua
Alberto dell’Acqua, is a PHD graduate in Economics from Bocconi University and a member of administration for the university’s
corporate finance faculty. Through his professional history he has acquired experience through financial advisory activity for Enel, Pirelli
Real Estate, Confindustria, Farmindustria and Assobiomedica. Like Leonardo dell’Acqua, Alberto was part of the Coca Cola Hbc Italia
merger and acquisition team that developed projects in Romania, Moldova, Russia and Serbia. In addition he is a “Visiting Research Fellow”
of the School of Finance and Economics at the University of Technology in Sydney Australia.
104

Marco Polo Advisor
‣ Marco Polo is a financial advisory firm that offers various corporate finance advisory services including IPO
listing, M&A and LBO services.
‣ Most recent deals include:
• July 2010: Best Union acquired the entire share capital of Amit. Marco Polo acted as the financial advisor for
this transaction that was completed to the value of € 1.15 million. This is the second deal for Marco Polo
with Best Union in the space of little over one year, indicating an ongoing relationship.
• July 2010: NPS Group shareholders sold their entire holding to VEM Sistemi. Marco Polo acted as the
advisor to the selling shareholders in this transaction.
• June 2009: Marco Polo assisted Codex in their public offer for the entire holding of FMR-Arté. The deal was
completed for the purpose of merging FMR-Arté into Codex that implement a delisting of FMR-Artè
shares from Borsa Italiana.
• April 2009: Best Union acquired the entire share capital of Omni Ticket for the US dollar equivalent of €
8.4 million. Marco Polo acted as the financial advisor for this transaction.
‣ By analysing the deals performed by Marco Polo advisor it is visible that many of the deals originate from the
networks of the company’s CEO (Filipo Maria Rozzanigo) and founding partner (Carlo Battistini).
105

Marco Polo Advisor
‣ With respect to long term clients Marco Polo has developed a significant relationship with Best Union Company:
Marco Polo has recently performed 2 acquisition deals for Best Union Company in little over one year.
‣ Another area where Marco Polo is looking to promote company growth is through membership to an association
of international advisors. In May 2010 the company became a founding member of the Alliance of International
Corporate Advisors (AICA) that held its first meeting in Miami during that month. Marco Polo envisions that this
membership will provide new international mandates and the ability to improve the quality of services for their
clients with respect to sourcing potential acquirers. At this point in time it is difficult to assess whether this
membership will be beneficial for the company as it is still early days.
106

Marco Polo Advisor
INCOME STATEMENT 2008 2009
€,000
Revenue 506 617
Total Operating Costs 485 607
EBITDA 21 10
EBITDA Margin % 4% 2%
Total Amortisation and Depreciation 0 3
EBIT 20 8
EBIT Margin % 4% 1%
EBT 22 7
EBT Margin % 4% 1%
Tax 14 5
Net Income 8 1
Margin % 2% 0%
BALANCE SHEET 2008 2009
€,000
A) TOTAL FIXED ASSETS 73 12
B) WORKING CAPITAL 72 150
C) INVESTED CAPITAL (A+B) 145 162
D) ALLOWANCES 30 32
E) NET INVESTED CAPITAL (C-D) 115 130
G) SHAREHOLDER'S EQUITY 107 108
H) NET FINANCIAL DEBT 8 22
I) SHAREHOLDER'S EQUITY + NFD (G+H) 115 130
107

Marco Polo Advisor
TEAM – Curriculum Vitae
Filippo Rozzanigo
Filippo Rozzanigo, an honours graduate from Bocconi University, became a chartered accountant in 1992. He has developed his experience
in financial advisory through various IPO operations and has managed various projects for Italian and foreign companies such as H3G,
Arval (BNP Paribas group), Best Union Company, FMR Art’è Group, Pierrel, Tesmec and Parques Reunidos. In addition Filippo Rozzanigo
has published various articles on the listing process and financial restructuring.
Carlo Battistini
Carlo Battinistini, an economics graduate from Bologna University, served as the Chief Secretary for the Italian Vice Minister of
Economy and Finance, Roberto Pinza, from 2006 to 2008. Prior to joining Marco Polo he was a consultant for SECIT (Tax Advisory and
Inspection Service with the Ministry of Economy and Finance). Carlo Battinistini has acquired experience in management consulting and he
has worked for various organizations, including the Commission for Economic Policy for the Emilia-Romagna Region. He is an instructor
with a various of institutions of higher education where he has conducted research activity and published a number of economic studies.
Moreover, he has been enrolled with the Order of Journalists since 1992 and has published a number of studies and articles for major
various newspapers, including Il Messaggero and Il Resto del Carlino, and magazines.
Elisa Chiarioni
Elisa Chiarioni, a graduate in Business Management from the University of Bologna, acquired experience in Control Management with
various roles at PricewaterhouseCoopers, Art’è Group and Nike Italy. She assisted Cinti Group and Tesmec with extraordinary transactions
and has developed a specific expertise in the fashion and luxury goods industries.
Michele Marchiori
Michele Marchiori, a graduate in in Electronic Engineering from the University of Padua, has been enrolled with the Order of Engineers
since 2001. He received a Master’s Degree in International Business from MIB School of Management in Trieste and worked as a manager
for Alcatel Italia and Alcatel. In his role with Marco Polo he works as a telecommunications consultant for major transnational network
operators in Europe, the United States and the Middle East. He also assisted Best Union Company with its stock exchange listing process
and is currently working on a number of international projects in the energy industry.
108

Marco Polo Advisor
Alberto Romersa
Alberto Romersa, a graduate in Politics and Economics from Bologna University, acquired his professional experience working for
organisations such as Deloitte & Touche, San Paolo IMI Private Equity and Alliance Capital Management in London. He also assisted a
company in the energy industry with ihits extraordinary financiali transactions and worked kdwith ihBest Union Company in their hi IPO listing. i
Alberto Romersa manages the team’s renewable energy industry projects.
Giovanni Maldarizzi
Giovanni Maldarizzi is a graduate in engineering management from Bologna University, was admitted to the industrial engineers register in
2009. With Marco Pl Polo he has assisted the Partners in various projects including amajor Group in aPrivate Pi Equity operation in the field of
Renewable Energy and FMR-ART’E’ in the process of fund raising.
Federico Castelnuovo
Federico Castelnuovo, a graduate in Economic and Social Sciences from Bocconi University, acquired experience in management consulting
as the financial director for a number of important industrial and service groups as well as in his role as Turnaround Manager for a variety
of corporate restructuring and reorganisation projects. He is currently the CEO and partner of TTS Italia and in the past has held the
position of Financial Director with Costume National, Atahotels, Nassetti and Air Industrie Systemes. He also worked for Banca IMI and
Arthur D. Little International and assisted an important Family Office with its private investment portfolio strategy.
109

Natali & Partners
‣ Natali & Partners, founded in September 2008, is a company that specialises in advisory for corporate finance
transactions tailored for small and medium sized companies focused in the following areas:
• IPO’s on the non regulated markets of AIM Italia and MAC;
• Refinancing and restructuring activity;
• Assistance in corporate communication i and Investor relations;
• Strategic planning and advisory;
• Corporate governance;
• Due diligence.
‣ Natali & Partners with its partner Methorios Capital are currently market leaders in financial advisory services for
IPO listings on the non regulated markets of AIM Italia and MAC, in which together they have participated in the
listings of IKF (AIM Italia 08/05/2009), Poligrafici Printing (AIM Italia 16/03/2010), Methorios Capital (AIM
Italia 14/07/2010) and Editorialei Olimpia i (MAC 02/08/2010).
‣ In addition to its partnership with Methorios Capital, Natali & Partners formed a partnership with Ambromobiliare
for activities related to IPO advisory and structured finance transactions. Giovanni Natali is a current board
member of Ambromobiliare bili and Corinna zur Ndd Nedden is a Partner (h (that currently holds stock options for
Ambromobiliare).
‣ October 2010: Natali and Partners was among the new consortium to acquire Agrinvest. a company that has a
21.03% holding in Arena Agroindustrie i Alimentari. i The transaction involved the sale in shares of Dante Di Dario
& Partners. The consortium of investors includes Natali & Partners, Findinvest and Raffaello Lombardi. Arena
group is a company involved in the packaged food industry.
110

Natali & Partners
INCOME STATEMENT 2008 2009
€.000
Revenue 117 489
Total Operating Costs 108 446
EBITDA 9 42
EBITDA Margin % 8% 9%
Total Amortisation and Depreciation 0 0
EBIT 9 42
EBIT Margin % 8% 9%
EBT 9 39
EBT Margin % 8% 8%
Tax 7 21
Net Income 2 18
Margin % 2% 4%
BALANCE SHEET 2008 2009
€,000
A) TOTAL FIXED ASSETS 7 51
B) WORKING CAPITAL -23 -18
C) INVESTED CAPITAL (A+B) -17 33
D) ALLOWANCES 0 0
E) NET INVESTED CAPITAL (C-D) -17 33
G) SHAREHOLDER'S EQUITY 52 70
H) NET FINANCIAL DEBT -69 -37
I) SHAREHOLDER'S EQUITY + NFD (G+H) -17 33
111

Natali & Partners
TEAM – Curriculum Vitae
Giovanni Natali Chairman
Giovanni Gova Natali, an economics o cs graduate gaduatefrom Bergamo ega oUniversity, sty, began his career at Radici Group Goupin 1991 where e he
was involved in various transactions in Brazil, Germany and the US. Following on from Radici Group, Giovanni Natali
then assumed the role of CFO at the Mariella Burani Fashion Group in 1999. During this period he concluded 5
transactions related to M&A and was an advisor for the companies listing on the STAR segment of Borsa Italiana. In
2001 Giovanni became the CFO of Negri Bossi during which time he was oversaw 2 acquisitions and participated p in
their listing on the STAR segment of Borsa Italiana. Following on in 2003 and 2004 he held roles as the CEO of Cit
and Toora in which he acted as an advisor for the listing of Toora’s Polish subsidiary (Toora Poland) on the Warsaw
Stock Exchange. In the period of 2006 to 2008 he held the position of CEO of Investimenti e Sviluppo and in 2007
became the Vice president of IES Mediterraneo in which he played an essential role in their IPO. In 2008 Giovanni
founded IKF an investment company for which he listed on the AIM Italia segment of Borsa Italiana in May 2009. In
addition Giovanni Natali became a Director of Sca.mo.ter and I Pinco Pallino. From his career background we are able
to see that Giovanni Natali has an extensive track record in the listing process not only in AIM Italia and MAC segments
of Borsa Italiana but also in main market listings.
Corinna zur Nedden CEO
Corinna zur Nedden upon graduating with a degree in economics and a doctorate in company management from the
University of Colonia, assumed a strategy role at Robert Bosch in 1991.By the end of 2005 Corinna was acting as a
management trainer for various firms including Renault and Deutsche Telekom. Corinna zur Nedden upon transferring
to Italy assumed the role of Investor relations manager for Mariella Burani Fashion Group. In 2005 she worked on the
IPO listing of Toora Poland on the Warsaw stock exchange. From the end of 2006 to September 2008 Corinna zur
Nedden held the role of Investor relations manager for Investimenti e Sviluppo and for the IPO listings of Tessitura
Pontelambro and IES Mediterraneo.
112

Pentar
• Pentar is a company that provides financial advisory services targeted at Italian SMEs.
• The company operates from 5 offices in Italy (Rome, Milan, Lecce, Cagliari and Napoli)
• In 2009 the companies revenue from advisory services was € 798,320 (an incidence of 86% on total revenues).
This figure was down 59% on advisory revenues in 2008, a year in which advisory accounted for 87% of revenues).
Pentar Shareholders %
Bigli 1 S.p.A 34.9%
Gemina S.p.A 20.4%
Management Pentar 21.8%
Firet S.r.l. 5.9%
• In the years leading up to the financial crisis the company focused much of
Pentar Shareholders %
its activity in the nautical sector. This is shown by their investment in a 45%
holding in Italgest Mare, a company that has developed Marpark boat
mooring facilities on various coasts throughout Italy, and Franchini
International (48%), a producer of luxury motor boats and yachts. The
deterioration of global markets conditions are likely to have had a significant
AFG Asia Investment Limited 2.0%
impact on these investments that is visible in the substantial investment
write downs for 2009.
• In addition the company produces also an annual study on the nautical
sector and the associated financial services “Osservatorio nautica &
finanza”.
• Other holdings of the company include: Twin DPL the holding company
of Twin DDM, a fashion company; Banca del Sud; Capiam, a company
involved in small retail food sector; and Manzano Sviluppo a company that
operates in the real estate sector.
S. La Spisa 2.0%
Italgest Servizi S.r.l. 1.6%
Immobiliareuropea 1.6%
INCI 1.4%
Per4m S.A. 1.2%
GCA S.p.A 1.0%
Monrif S.p.A 1.0%
Graniti System S.r.l. 0.8%
Tiesse Holding 0.8%
HIPE 0.6%
M. Francia 0.4%
GMC S.p.A 0.4%
E.Gilberti 0.4%
Nexus Global Partners 0.4%
Pulsar Holding 0.4%
Sabina International 0.4%
G. Semeraro 0.4%
113

Pentar
‣ As shown from the company financials,
Pentar incurred a significant loss in the
2009 financial year (€ 11.4 mln).
‣ The predominant contributors to this was
the € 5.7 mln in investment write downs,
the decline in advisory revenues by € 1.1
mln.
Board of Directors
Michele Perini Chairman
Maurizio Romiti Vice Chairman/CEO
Salvatore La Spisa Director
Mario Francia Director
Vittorio Amadio Director
Gianrenzo Cova Director
INCOME STATEMENT 2008 2009
€,000
Revenue 2,226 929
Total Operating Costs 2,676 5,567
EBITDA -450 -4,637
EBITDA Margin % -20% -499%
EBIT -619 -5,397
EBIT Margin % -28% -581%
EBT -267 -11,081
EBT Margin % -12% -1192%
Tax 77 361
Net Income -344 -11,442
Margin % -15% -1231%
BALANCE SHEET 2008 2009
€,000
A) TOTAL FIXED ASSETS 19,343 13,720
B) WORKING CAPITAL 2,513 2,059
C) INVESTED CAPITAL (A+B) 21,856 15,779
D) ALLOWANCES 36 780
E) NET INVESTED CAPITAL (C-D) 21,820 14,999
G) SHAREHOLDER'S EQUITY 22,926 11,484
H) NET FINANCIAL DEBT -1,106 3,516
I) SHAREHOLDER'S EQUITY + NFD (G+H) 21,820 14,999
114

Pentar
TEAM – Curriculum Vitae
Michele Perini
Michele Perini, an economics graduate from Bocconi University, is the Chairman of Pentar and SAGSA. From 2001 to June 2005 he
was Chairman of Assolombarda a small industry association. From 1997 to 2001 Michele Perini was a member of the legal advisory
board of Confindustria junta and the advisory board for Assufficio. In addition he is a former Chairman of the Leonardo da Vinci
Science and Technology museum in Milan and a former advisor for the directors of Finlombarda, ICE and the Commerce University
at LiiB Luigi Bocconi.
Maurizio Romiti
Maurizio Romiti, a graduate in economics from Bocconi University, was CEO of RCS Media Group (formerly HdP) from 1997 to
2004. From 1973 to 1977 he worked for Banca Nazionale dell’Agricoltura and was an advisor to the board of directors for various
Italian and foreign companies that included, Banca Commerciale Italiana, Fondiaria, RCS, Corriere della Sera, the Corriere della Sera
foundation, Unedisa, Snia, BPD, Credito Italiano Internazionale Ltd, Ratti and H3G. Currently he is the chairman of Copiam and
Franchini Internazionale as well as advisor to Twin and Marpark.
Alessandro Santini
Alessandro Santini graduated from Mercy College (New York) with a degree in business administration and a masters graduate in
Business Administration from Luiss University. From 2001 to 2005 he was a director at Deloitte Financial Advisory Services,
overseeing the firms activity in the Italian luxury goods sector. In this role he gained significant expertise in the corporate finance
sector primarily in M&A transactions for the consumer goods and services sector. Prior to joining Deloitte, Alessandro Santini was
employed with Ferragamo group where he oversaw the groups European and Asian subsidiaries.
115

Pentar
Alessandro Sigorini
Alessandro Sigorini is an honours graduate in economics from the Naples University and a masters graduate in Business
Administration from Wharton School in Philadelphia. From 1989 to 1993, he was employed with Benetton Group in a role in which
he oversaw the financial, fiscal, administrative and management aspects of all affiliated Italian and foreign companies for the group.
In 1993 he joined Pirelli Cavi e Sistemi where he initially held the role of CFO of Cavi e Sistemi and from 1994 to 2000 held the role
of Director of market development. In 2001 he became Director of Group Business at Pirelli and from 2002 to 2008 held the role
of Director of public affairs and international business development for Pirelli & Co in the industrial sector.
Domenico Sibilio
Domenico Sibilio from 2002 was a manager at Deloitte Financial Advisory Services where he gained experience in corporate finance.
From 1999 to 2002 he worked for Ernst & Young Corporate Finance in the role as a financial analyst and prior to this role he was
employed at Fila holding. He is currently an advisor to various domestic and international companies operating in the manufacturing
sector.Domenicois an honours graduate in economics from Bocconi University.
Alberto Carlucci
Alberto Carlucci is a graduate from Federico II University in Napoli and a masters graduate in Merchant Banking from Castellanza
University. From 2003 he worked at Tamburi Investment Partners as an associate where he gained experience in corporate finance
(M&A, company and project valuation, and IPO listings). Alberto Carlucci has a specific expertise in the consumer services, retail
and luxury goods sectors. Prior to joining Pentar he was a member of the corporate finance team of KPMG.
Giovannella D’Andrea
Giovanella D’Andrea, a graduate in law, worked kdin Brussels for the European Commission i and Dorsey & Witney from 1990 to 1996.
From 1996 to 2003 she was employed at the legal offices of LeBouf, Lamb, and Greene MacRae (today Dewi LeBoeuf), acquiring
experience at both a domestic and international level in legal services to private and public entities. In 2004 she founded the legal
firm B-Legal located in Rome. She is qualified as a practicing solicitor both in Italy and the UK and has experience in European
M&A transactions and in project development and financing.
116

Pentar
Cinzia Rascazzo
Cinzia Rascazzo is graduate from Bocconi University and Masters graduate from Harvard business School in Boston. From 2002 she
was employed as an associate of Goldman Sachs in their offices in London and New York, working within their fixed income
derivatives team where her clients were predominantly French multinational companies. Prior to her experience at Goldman Sachs
she worked for Johnson and Johnson in 1996 and Kraft in 1998.
Bruno Valenti
From 1989, Bruno Valenti was general director of Sfirs, a Sardinia based financial firm with net assets of around € 150 mln. Prior to
Sfirs he was Chairman of Osservatorio Industriale in Sardinia and was the CEO of Sarda Factoring. In addition he has been the
CEO of various companies operating in the industrial sector that includes Lasi and Seed Invest Sardegna.
Alberto Marino
Alberto Marino, a practicing lawyer, is specialised in activities related to bankruptcy law. This legal background has assisted him in
developing his experience in debt restructuring. Alberto Marino prior to joining Pentar was a director at Filiale Regionale Siciliana
dell’Agenzia. From June 2005 to June 2006 he was a Southern & Central region Coordinator for the “International Federation of
Italian companies. ”
Emanuela Cattaneo
Emanuela Cattaneo graduated from Bocconi University with a degree in economics. From 2004 to 2007 she occupied the role of
general manager for one of Italy’s primary textiles companies in Shanghai. From 1995 to 2004 she held a director role for an advisory
firm with offices in Shanghai, Hong Kong and Milan, for projects in establishing access to Chinese markets for Italian and
international companies. Emanuella Cattaneo has obtained significant experience in various sectors including textiles, large consumer
goods and fashion accessories.
117

Studio Trementozzi
‣ Studio Trementozzi is a Rome based Financial Advisor that was established in 1947. The company provides
consulting services in the area of strategic planning, finance, administration, control, company law and taxation. In
addition the company offers financial advisory services in debt and equity restructuring, M&A and company
valuation. However the main areaof company activity ii is in accounting services.
‣ Company networks include AA International an Italian based networking group that aims to promote business
activities between its associate members. The group currently consists of 9 members across 5 countries in Europe
and South America. Members of the network comprise of legall and advisory di firms (h (that includes Bldi Baldi &
Partners).
118

Universoft
‣ Universoft is an advisory firm based in Bergamo. They offer financial advisory services specifically focused at debt
restructuring, company valuations, business planning and services for market listings/IPOs.
‣ The company was founded d as a result of asplit from the University i of Bergamo. The twoshareholders h in the
company are Fabio Trabucchi (50%) and Daniele Piazzalunga (50%) are the companies Chairman and CEO
respectively. Other associates and personnel include Stefano Paleari Renato Redondi and Silvio Vismara.
‣ Universoft produces an annual research study on IPO’s in the European market titled ild “EurIPO” that is put
together in collaboration with a number of universities in Italy. The study provides a pre and post IPO valuation
analysis on the listed companies as well as a run down of overall listings and capital increase statistics.
‣ In addition i to EurIPO, Universoft produces an annual study focused on the compensation levelsl for senior
management and directors for listed companies in Europe. The study, titled ReDi analyses salary packages for over
1,000 listed companies on Borsa Italia, the London Stock Exchange, Euronext and Deutsche Börse. The purpose
of the study is to provide an important human resource tool for mid to large cap companies.
‣ Universoft has a strong industry focus on the renewable energy sector and projects related to energy efficiency. For
this purpose the company conducts studies specifically tailored to the photovoltaic industry and offers advisory
services for parties interested in installing plants for the benefit of qualifying for government financial
assistance/incentives.
i
119

Universoft
Board of Directors
Fabio Trabucchi Chairman
Daniele Piazzalunga CEO
Marco Franceschetti Independent Director
Giacomino Maurini Independent Auditor
INCOME STATEMENT 2008 2009
€ €,000
Revenue 464 1,013
Total Operating Costs 388 980
EBITDA 77 32
EBITDA Margin % 17% 3%
Total Amortisation and Depreciation 3 3
EBIT 74 30
EBIT Margin % 16% 3%
EBT 74 31
EBT Margin % 16% 3%
Tax 26 14
Net Income 48 16
Margin % 10% 2%
BALANCE SHEET 2008 2009
€000 €,000
A) TOTAL FIXED ASSETS 4 10
B) WORKING CAPITAL 66 -138
C) INVESTED CAPITAL (A+B) 70 -128
D) ALLOWANCES 0 0
E) NET INVESTED CAPITAL (C-D) 70 -128
G) SHAREHOLDER'S EQUITY 110 127
H) NET FINANCIAL DEBT -40 -255
I) SHAREHOLDER'S EQUITY + NFD (G+H) 70 -128
120

Vitale & Associati
‣ Vitale & Associati was founded in 2001 by Guido Vitale and today the company employs around 30 personnel in
their office based in Milan.
‣ Themainactivityof thegroupisprovidingadvisoryservices to private and institutional companies both in Italy
and abroad for the activities of M&A, IPO listings, capital raisings and financial restructurings.
‣ Recently completed transactions include:
• Pending completion: Vitale & Associati is currently in the process of restructuring debt to the value of € 250
mln for Gruppo Acam.
• December 2010: Vitale & Associati acted in the role of financial advisor to Gruppo Desa in their acquisition
of 100% of Chlabe, the owner of brand Quasar (a producer of cleaning products).
• October 2010: Vitale & Associati advised in the financial restructuring of Conipel, an Italian company that
operates in the apparel industry. The activity included the reorganising of an existing credit facility to the
value of € 112 million, the obtaining of new credit lines to the value of € 25 million and organising a
shareholder cash injection for the amount of € 20 mln.
• September 2010: Vitale & Associati advised Casa di Cura Abano Terme Polispecialistica and Termale in their
leasing of Villa Pini d’Abruzzo for an undisclosed value. In this role Vitale & Associati provided services in
drafting a business plan and information materials related to the target company, as well as assessment of
the companies financial position.
121

Vitale & Associati
• August 2010: Vitale & Associati acted as an independent advisor to Idea Alternative Investments for the
demerger of Wise Sgr. The mandate was for the valuation of Wise’s assets that were being spun off and
assessing the correct exchange ratio on the basis of the assets of Idea Alternative Investments.
• July 2010: Vitale & Associati acted as an advisor to the Del Bon family that sold their holding in Bruni Glass
to a consortium of investors (40% purchased by Cape Natixis II fund). The overall deal value was worth
around € 85 million.
• June 2010: Vitale & Associati advised in the financial restructuring of medium to long term credit lines and
real estate leasing contracts for Statuto Group valued at € 944 mln and the cancelation of real estate leasing
contracts valued at € 311 mln. In the mandate Vitale & Associati also organised the € 55 mln in new
financing by existing financial institutions of which was a € 35 mln capital increase.
• June 2010: Vitale & Associati provided assistance in the financial restructuring of Anagnina Property through
the cancelation of real estate leasing contracts. The deal was valued at € 196 mln.
• April 2010: Vitale & Associati acted as an advisor to Banca Popolare di Milano for its sale of its depository
bank services segment for asset managers. The mandate included an assessment on the best mode in which
to sell the business and coordinating the other advisors acting on the project.
• April 2010: Vitale & Associati acted as a financial advisor to Zambon Company for the sale of its “La
Porte” facilities in Texas and its US subsidiary Zach Systems USA that specialises in the production of fine
chemicals. Zambon purchased its US assets from PPG Industries in September 2007 for $65 million. The
new buyers are Ampac (American Pacific) who purchased the company for an undisclosed figure.
• April 2010: Vitale & Associati in collaboration with Transcapital acted as an advisor for Quartier Francais
Spiriteux’s acquisition of 60% of the Italian Dilmoor. Both the acquirer and target produce private label
spirits (alcohol). The value of the deal was calculated at € 25 million.
122

Vitale & Associati
• March 2010: Vitale & Associati acted as an advisor for Alicros sale of its shares in Ercom to Lavazza for an
undisclosed value. Alicros is a producer of drinks (hot chocolate, fruit syrups and coffees).
• February 2010: Vitale & Associati provided debt restructuring and fund raising services to Mosaicon.
Mosaicon is a retailer of handbags and accessories. Vitale & Associati set up a financial restructuring
agreement from a pool of investors that provided € 80 mln in funding.
• December 2010: Vitale & Associati acted as a financial advisor for Barberini’s acquisition of Ophthalmic
Lenses' German division from Schott AG. Baberini is a producerof sunglasslensesandwithitsacquisition
of Ophthalmic the company will be able to draw from the German companies technology and know how in
the sector to add further quality to its existing products.
‣ From analysing the recent transactions performed by Vitale&Associatiweareabletoseethatathesectorbaseis
spread across the Industrial sector (chemicals and aluminium producers) Consumer goods sector (apparel,
beverages and glass producers).
123

Vitale & Associati
Board of Directors
Guido Roberto Vitale Chairman
Orlando Barucci Director
Francesco Cesarini Director
Alberto Gennarini Director
Francesco Giavazzi Director
Riccardo Martinelli Director
Daniele Sottile Director
Paola Tondelli
Director
INCOME STATEMENT 2008 2009
BALANCE SHEET 2008 2009
€,000
€.000
Revenue 8,738 11,455
A) TOTAL FIXED ASSETS 202 205
Total Operating Costs 6,820 8,439
B) WORKING CAPITAL 3,725 3,107
EBITDA 1,919 3,015
C) INVESTED CAPITAL (A+B) 3,927 3,312
EBITDA Margin % 22% 26%
Total Amortisation and Depreciation 95 80
D) ALLOWANCES 589 720
EBIT 1,824 2,936 E) NET INVESTED CAPITAL (C-D) 3,338 2,592
EBIT Margin % 21% 26% G) SHAREHOLDER'S EQUITY 2,413 2,329
EBT 1,723 1,756 H) NET FINANCIAL DEBT 924 264
EBT Margin % 20% 15%
I) SHAREHOLDER'S EQUITY + NFD (G+H) 3,338 2,592
Tax 848 991
Net Income 875 765
Margin % 10% 7%
124

Vitale & Associati
TEAM – Curriculum Vitae
Guido Roberto Vitale Chairman
Guido Vitale has developed significant experience in the Italian financial sector having managed the activity of over 20 companies
on Borsa Italiana. This is added to the numerous transactions for which he has been a party to in the field of M&A and financial
restructuring for large Italian groups, multinational companies, family companies and institutional investors. In 2001 he founded
Vitale & Associati for which he remains chairman to this day. Prior to forming Vitale & Associati, Guido Vitale was the Chairman
of Lazard Italia from 1997 to 2001. Before joining Lazard he formed Vitale Borghesi & Co. in 1992. Vitale Borghesi was a
company active in the financial advisory sector prior to being acquired by Lazard in 1997. In early 1970’s Giudo Vitale was a
founder of Euromobiliare (an independent Italian investment bank and securities broker) where he was CEO until 1991. Guido
has held roles for various other Italian companies including (AON Nichols, FAI – the Italian Environment Fund). Giudo is an
economics graduate from Turin University and a graduate from the School of Management at Columbia University.
Orlando Barucci Managing Partner
Orlando Barucci has been involved in numerous corporate finance transactions in the construction, automotive, real estate,
utilities, retail and business information sectors. Specific experience for Orlando Barucci includes operations in planning and the
management of corporate finance transactions for the Montedison group from 1994 to 2001. Prior to this for the period from
1992 to 1993 he was employed at Lazard in Paris. Before joining Lazard Orlando Barucci was an advisor at KPMG from 1990 to
1992. Orlando is a graduate in economics from Florence University.
Alberto Gennarini Managing Partner
Alberto Gennarini, a graduate in economics from Luiss University in Rome, has developed numerous operations in M&A and the
sectors of consumer goods, food produce, pharmaceuticals and retail for various large multinational li i land Italian companies. From
1989 to 2002, Alberto was at Euromobiliare where he held the role of Director of Euromobiliare Corporate Finance from 1994.
125

Vitale & Associati
Daniele Sottile Managing Partner
Daniele Sottile, an economics graduate from Bocconi University, has been involved in numerous corporate finance transactions
including in the field of privatisations and placements on securities markets. In addition he has been involved in various
international joint ventures and re-organisations of holding companies primarily in the banking, insurance, aerospace and defence,
telecommunications, and media sectors. Before joining Vitale & Associati, Daniele Sottile was employed at Lazard where he was
involved in the companies activity for financial sector clients and managed relations between the company and various listed
Italian groups.
Riccardo Martnelli Partner
Riccardo Martnelli, an economics graduate from Florence University, has been involved in numerous corporate finance operations
in the sectors of manufacturing, retail, fashion and automobiles. Specific experience includes operations in financial restructuring,
also for the purpose of bankruptcy proceedings. From 2000 to 2001 he was the promoter of PolizzaLab, an Italian online
insurance broker. In 2000 he was a director of ING’s Corporate Finance division. Prior to this he was a director of the Corporate
Finance Division of PWC. Other roles for which Riccardo Martnelli has held includes an associate position at Lazard Italia from
1994 to 1996. From 1991 to 1992 he was employed as an equity analyst at Akros Finanziara.
Paola Tondelli Partner
Paola Tondelli, a graduate in law and a SDA masters graduate from Bocconi University, has been involved in various operations in
corporate finance in the construction, real estate, automotive, chemical, transport and tourism sectors. Prior to joining Vitale &
Associati, Paola Tondelli was employed with Lazard corporate finance transactions and restructuring operations whilst
employment with Lazard from 1997 to 2000 and Vitale & Borghesi (acquired by Lazard in 1997) from 1993. Prior to this she was
employed with Gemini Consulting inastrategic role in which she was involved in the company’s investment activity.
126

Vitale & Associati
Giacomo Bindi Executive Director
Giacomo Bindi, an economics graduate from Bocconi University, has been involved in various transactions in M&A (both cross
border and domestic) and IPO listings for various large Italian and international groups. Giacomo Bindi through his experience
developed an expertise in the Energy sector in which he has been involved in various corporate finance transactions on behalf of
numerous primary clients. Pi Prior to joining i Vitale & Associati, i Giacomo Bindi was the executive director of Corporate Finance at
ABN AMRO from 1997 to 2007. From 1994 to 1997 he was the director of the investment banking division at SBC Warburg.
Additional experience includes roles with Reconta Touche Ross, Barclays Bank and IMI Group.
Marco Bigono Director
Marco Bigono, an economics graduate from Bocconi University, has been involved in various M&A transactions in the healthcare,
large consumer goods, and luxury goods sectors. In addition he has followed numerous activities on Italian equity capital markets.
From 1999 to 2002 he was employed at Euromobiliare Corporate Finance.
Massimo Insalaco Director
Massimo Insalaco, an economics graduate from Bocconi University, has followed various transactions in M&A and restructuring,
primarily in the finance, large consumer goods, transport and automotive industries. Prior to joining Vitale & Associati he was
employed with Montedison from 2001
Deborah Venturini Director
Deborah Venturini, an economics graduate from Bocconi university and a registered accountant, has been involved in numerous
operations in M&A in the consumer goods, pharmaceutical and retail sectors both for Italian and multi national groups. From
1998 to 2002 Deborah Venturini was employed with Euromobiliare Corporate Finance. Prior to this she held various roles with
Ath Arthur Andersen and Allianz RAS.
Feliciano Latella Director
Feliciano Latella, a graduate in economics from the University of Milan, has followed various M&A transactions for Italian and
international companies in the financial and consumer goods sectors. Prior to joining Vitale & Associati Feliciano Latella was
employed at Sopaffrom 2003. Prior to Sopaf he worked as a researcher for the Bank of Italy (Banca d’Italia).
127

Italian Listed Players

Italian Listed Players
‣ The following chart shows the share price performance of Italian listed financial advisory companies (Methorios
Capital, Tamburi Investment Partners and Mittel Group) against the FTSE MIB index from August to the end of
2010.
‣ From the graph we are able to determine that all three of the listed financial advisory firms have outperformed the
FTSE MIB. The strongest share prices performance of these companies has been achieved by Tamburi Investment
Partners that achieved a share price gain of 10.5%.
‣ The correlation between the listed companies and the FTSE MIB over this period are as follows: Methorios (+0.17),
Tmb Tamburi ri( (-0.31) and Mittel (+0.51).
Methorios Tamburi Mittel FTSE MIB
130
120
110
100
90
80
70
Source: Bloomberg 30/12/2010
129

Gruppo MITTEL
‣ Mittel Group, founded in 1885, is one of the oldest companies listed on Borsa Italiana. Its main operations are in
equity investment activity in listed and non listed companies, advisory in corporate finance transactions
(predominantly M&A) as well as corporate lending.
‣ The operations of the group are organised into 4 business segments:
• Private Equity and Investments
Mittel Group invests directly in medium sized Italian companies with strong growth potential through its
closed end funds. In addition Mittel invests in non listed companies that include Hopa and long term
investments in companies such as RCS Mediagroup, Intesa Sanpaolo, and UBI Banca Scpa.
• Finance Operations
The group through its subsidiary Mittel Generale Investimenti (MGI) is involved directly in the corporate
lending activity and proprietary trading. MGIimplements corporate finance operations for private companies
withinterestsinmediumtosmallsizedcompanies.InadditionMGIassiststheGroupinprivateequityand
real estate operations. Through the MGI’s subsidiary, Ma-Tra Fiduciaria the company is involved in trustee
activity.
• Real Estate
Mittel Group though its subsidiary Mittel Investimenti Immobiliari (MII), operates in real estate sector
through residential and tertiary investment, either direct or through affiliated companies. The group offers
services in advisory on financial operations through Mittel Corporate Finance and is anindustry partner of
Castello Sgr, a company that manages real estate funds.
• Advisory
Mittel Corporate Finance (MCF) is an independent advisory company specialised in corporate finance
transactions with a particular focus on cross border transactions both in nationally and through cross border
transactions.
130

Gruppo MITTEL
‣ Activity related MCF in terms of completed M&A transactions for 2010 are as follows:
• MCF assisted BH Holding, a vehicle owned jointly by Mittel 38.1%; Equinox 38.1%; Earchimede 19.05%;
and Bootes 4.77%, acquired 38% of share capital of Sorin. Sorin is a company thatt develops, manufactures
and markets medical technologies for cardiac surgery and for the treatment of cardiac rhythm disorders.
• MCF assisted Fifia Farmaceutici in the capacity of sole advisor for the sale of 100% of its holding in Fidia
Advanced Biopolymers (FAB) to the US based company Anika Therapeutics, a listed NASDAQ company.
FAB is an Italian pharmaceutical company based in Abano Terme.
• MCF assisted Evrel Group as the sole advisor for 60% of its holding in Siber do Brasil, a
telecommunications provider of both fixed line and mobile services in Brazil.
131

Gruppo MITTEL
Company Name
Mittel SpA
Country
ITALY
Currency
EUR
Market Price 3.1
Number of Outstanding Shares (Mln) 71
Market Cap (€ Mln) 218
N.F.D. (€ Mln) 185
Enterprise Value (€ Mln) 402
Source: Bloomberg@ 30/12/2010
Shareholders
CARLO TASSARA SPA 19.00%
ITALMOBILIARE SPA 12.91%
FONDAZIONE TRENTO E 10.88%
ISTITUTO ATESINO DI 10.21%
LA SCUOLA SPA 4.68%
MANULI REALTOR SPA 4.29%
FERALPI HOLDING SPA 2.34%
APERTA SICAV 0.30%
FIDEURAM GESTIONS SA 0.05%
Market 35.34%
Management
Giovanni i Bazoli
Chairman
Romain Camille Zaleski Vice Chairman
Giovanni Gorno Tempini General Manager
Source: Bloomberg 30/12/2010
Income Statement (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Sales 50 68 35.5%
Ebitda 16 21 37%
Ebit na na na
Net Income 32 44 40%
Ebitda % Sales 31.2% 31%
Ebit % Sales na na
Net Income % Sales 63.2% 65.2%
Balance Sheet (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Total Assets 591 634 7%
of which Net Fixed Assets 3 3 5.5%
N.F.D. na 185 na
Tot Equity 416 422 2%
Source: Bloomberg 30/12/2010
4.50
4.00
3.50
3.00
2.50
200 2.00
1.50
1.00
0.50
0.00
200
180
160
140
120
100
80
60
40
20
0
Volume (trad ded shares ,000)
Source: Bloomberg 30/12/2010
Volume
Price
132

Gruppo MITTEL
TEAM – Curriculum Vitae
Mario Spogano General Director and CFO
Mario has been with Mittel Group since January 2008. Prior to joining the group he was the CEO and CFO of Euricals
Group, a company in the pharmaceutical sector and the Deputy CEO of Euro MTS in London (regulated market).
From 1991 to 2001 he held a internal managerial role with JP Morgan in Italy and the UK in fixed income securities
trading.
Eugenio Volonte’ CEO, Mittel Generale Investimenti and Mittel Investimenti Immobiliari
Eugenio prior to joining Mittel Group was the Vice Chairman and CEO of Ma-Tra Fiduciaria and was a Director at
Ambrosiano Veneto and Credito Milanese.
Pietro Santicoli COO of Mittel
Pietro has obtained professional experience with Sopaf group as an Administrative Director from 1993 to 2000 and
Administrative Director from 2000 to 2005. Prior to Sopaf he was an auditor for Deloitte & Touche.
133

Tamburi Investment Partners
‣ Tamburi Investment Partners is a merchant bank that focuses its services towards small to medium sized Italian
companies.
‣ Tamburi & Associati (T&A) is the principle division of Tamburi Investment Partners. T&A’s activity comprises of
advisory services in M&A, strategic planning, privatisation of public companies, market analysis and valuations.
‣ T&A also provides services in company listings on Italian equity markets for which it can offer its services on a fees
for equity basis.
‣ With respect to information that is available in the public domain, so far this year they have completed a debt
restructuring transaction for Gabetti Property Solutions for € 240 mln of debt.
‣ In October 2010, the CEO of Tamburi made the request to Borsa Italiana to transfer their listing from the Standard
segment on the MTA market of Borsa Italiana to the Star Segment. The Star segment carries more stringent
regulatory responsibilities and a larger market float requirement (35% as opposed to 25% on other segments of the
MTA).The listing transfer was carried out on the 28 th of December that Tamburi see as an important development
for attracting international investment.
134

Tamburi Investment Partners
‣ SecondTip is Tamburi Investment Partners’ private equity vehicle that invests predominantly in secondary markets.
Significant investments in listed companies include:
• Datalogic (produces portable data collection systems) holding 6.39% as at 27/10;
• Monrif (publishing, media and hotels) holding 7.82% as at 27/10;
• Bolzoni (manufactures forklift and logistics equipment) holding 2.52% as at 27/10;
• Valsoia (produces soya bean based products) holding 2.05% as at 27/10;
• Noemalife (develops software for medical applications) holding 2.62% as at 27/10.
‣ Investments in non listed companies include:
• Clubtre: a company owned 35% by SecondTip, currently owns 4.08% of Prysmian which is a company
involved in manufacturing cables for the electrical and telecommunications sectors;
• Gruppo IPGH (Interpump): a producer of high pressure pistons and hydraulic pumps;
• Data Holding (B.E.E.Team) a technology outsourcing company focused at services for the banking, insurance
and pubic administration sectors;
• Borletti Group: a holder of 30% of Printemps the second largest department store in France.
135

Company Name
Tamburi
Investment
Country
ITALY
Currency
EUR
Market Price 1.4
Number of Outstanding Shares (Mln) 111
Market Cap (€ Mln) 156
N.F.D. (€ Mln) -42
Enterprise Value (€ Mln) 114
Source: Bloomberg@ 30/12/2010
Tamburi Investment Partners
Income Statement (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Sales 6 3 -47.6%
Ebitda 2 -1 -141%
Ebit 2 -1 -144%
Net Income -21 1 105%
Ebitda % Sales 28.0% -22%
Ebit % Sales 27.4% -23%
Net Income % Sales -335.2% 31.8%
Shareholders Balance Sheet (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
ASSICURAZIONI GENERA 6.09%
Total Assets 153 151 -1%
D'AMICO SOCIETA DI N 5.91%
of which Net Fixed Assets 0 0 23.3%
MAIS SPA 4.93%
N.F.D. -31 -42 -33.5%
DAM SRL 4.48%
Tot Equity 151 149 -1%
LIPPIUNO SRL 4.46%
Source: Bloomberg 30/12/2010
REALMARGI DI SANDRO 3.97%
ARBUS SRL 2.82%
1.60
2,000
GRUPPO FERRERO SPA 2.80%
140 1.40
1,800
1,600
BSI SA 2.22%
1.20
1,400
Market 62.32%
1.00
1,200
0.80
1,000
0.60
800
600
Management
0.40
400
Giovanni Tamburi Chairman/Co-CEO
0.20
200
Alessandra Gritti Vice Chairman/Co-CEO
0.00
0
Claudio Berretti
Fin Rep Offi/Gen Manager
Source: Bloomberg 30/12/2010
Volume Price
)
raded shares ,000)
Volume (t
Source: Bloomberg 30/12/2010
136

Tamburi Investment Partners
TEAM – Curriculum Vitae
Giovanni Tamburi Chairman and CEO
Giovanni Tamburi is a co-founder of Tamburi Investment Partners and Tamburi and Associates. He has been active in
the sector of company finance since 1977 initially at Gruppo Bastogi and later from 1981 to 1991 at Euromobiliare.
Alessandra Gritti Vice Chairman and CEO of Tamburi Investment Partners
Alessandra Gritti, a co-founder of Tamburi Investment Partners and Tamburi and Associates, has been involved in the
corporate finance sector since 1983. She developed her experience with Sopaf, Mediocredito Lombardo and at
Euromobiliare Montagu. from 1991 to 1994 where she was the director of M&A.
Claudio Berretti General Director of Tamburi Investment Partners
Claudio Berretti who joined Tamburi Investment Partners in 1995, is a former employee of Fiat UK.
137

Methorios Capital
‣ Methorios Capital, founded in December 2004, is a specialist in corporate finance transactions. The services the company
provide include advisory for debt and equity restructuring, M&A and IPO’s.
‣ Aside from advisory activity, the company is a investor on the AIM Italia and MAC segments of Borsa Italiana, in the
primary market. The IPO advisory facilitates this investment activity through the offering of fees for equity to its clients to
whom it acts as a financial advisor in their respective listings.
‣ The company is also involved in receivable purchases through its subsidiary Mediocredito Europeo (registered under article
106 of Italy’s unique legislation on banking TUB, Testo Unico Bancario). This activity is predominantly for receivables
against public institutions.
‣ On July 14, 2010 Methorios Capital became the 9 th company to list on AIM Italia. The company successfully performed a
capital increase of € 7.85 mln that was achieve through a placement of 5.6 mln shares (market float equal to 11.1%).
‣ Company recent activity for the company includes:
• December 27, 2010 – Methorios acquired 7.413% of Novasim for € 350,321. 321 Novasim is aConsob registered
proprietary brokerage that offers asset management services.
• December 20, 2010 – Methorios acquired 9.06% of Personal Loans Holding S.p.A. for € 1 mln from Net Insurance.
Personal Loans Holding is a holding company whose subsidiaries are active in indirect long term investments in
holdings, interests and shares of companies in Italy and abroad. The shareholder structure following the operation
was 49.77% Net Insurance, 40.87% Net Insurance Servizi Assicurativi, 9.06% Methorios Capital and 0.30% CQ
Service.
• December 3, 2010 Methorios contributed a credit of € 4.26 mln for the capitalisation of Imvest’s listing on MAC
for early 2011. Imvest is acompany involved in retail real estate investment and management. The pre listing
shareholding in Imvest is comprised of: 44% Isinvest 1; 31% Cassa di Risparmio di San Miniato Group); and 25%
Methorios Capital.
‣ This investment activity reaffirms the Company’s strategy to perform direct strategic investments to re-enforce its advisory
activity in sectors with interesting business opportunities and development potential. The flow on effects enable greater
access to advisory revenues through the future corporate finance transaction activity of its minority holdings, examples
being: Imvest, in which Methorios will act as a financial advisor for its listing on MAC in early 2011; and Personal Loans
Holding, in which Methorios will act as the financial advisor for future securitisation transactions for the company.
138

Methorios Capital
‣ Recent IPO advisory for 2010 include:
• Editoriale Olimpia, a company that publishes specialised magazines in sport and other pursuits interests,
was listed on MAC in August 2010. Methorios acted as the financial advisory and coordinator for this
transaction (refer to page pg 74formoreinformation).
• Poligrafici Printing, a subsidiary of Monrif Group that specialises in publishing services for newspapers,
specialist magazines and books, was listed on AIM Italia in March 2010. The company was the best
performing AIM listed company for the 4 th quarter of 2010. Methorios acted as the financial advisor and
coordinator r forthis transaction ti (refer r to page 51 for more information).
‣ Through its partnership with Natali & Partners, Methorios has become a market leader and point of reference for
small cap IPO listings on the AIM Italia and MAC MTFs of Borsa Italiana. In 2011 this lead is only expected to
further grow as Methorios has a significant pipeline of 10 to 12 companies in various stages of listing on the
Borsa Italiana MTFs.
139

Methorios Capital
Company Name
Methorios
Capital SpA
Income Statement (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Country
ITALY
Sales 2.66 3.34 25.7%
Currency
EUR
Ebitda 0.34 1.05 213%
Ebit 0.32 1.03 222%
Market Price 1.0
Net Income 031 0.31 095 0.95 208%
Number of Outstanding Shares (Mln) 50.4
Ebitda % Sales 12.6% 31%
Market Cap (€ Mln) 50.4
Ebit % Sales 12.1% 31%
N.F.D. (€ Mln) 4
Net Income % Sales 11.6% 28.5%
Enterprise Value (€ Mln) 54
Source: Bloomberg@ 30/12/2010
Shareholders Balance Sheet (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Fabio Palumbo 40.67%
Total Assets 7.1 10.7 49%
Ernesto Mocci 40.45%
of which Net Fixed Assets 0.1 0.1 -4.5%
Market 18.88%
N.F.D. na 4 na
Tot Equity 1 2 249%
Source: Bloomberg 30/12/2010
Fabio Palumbo
Ernesto Mocci
Antonio Marchese
Giovanni Gargani
Luigi Ragno
Management
Chairman
CEO
Director
Director
Independent Director
1.60
1.40
1.20
1.00
0.80
060 0.60
0.40
0.20
0.00
450,000
400,000
350,000
300,000
250,000
200,000
150,000
100,000
50,000
0
Source: Bloomberg 30/12/2010
Source: Bloomberg 30/12/2010
Volume
Price
140

Methorios Capital
TEAM – Curriculum Vitae
Fabio Palumbo Chairman
Fabio Palumbo is a graduate in economics from La Sapienza University, and a chartered accountant from in theregister
of accounting auditors, Rome. In his career in the financial sector he has developed close to 20 years experience in in
Investment Banking in financial institutions such as Flemings, Swiss Bank Corporation and IBM implementing merger
and acquisition operations and complying with consultant mandates, including “cross border” projects, privatizations
and financial restructuring. In addition to being the chairman and co-founder of Methorios Capital he is a director of
Poligrafici Real Estate. Prior to Methorios Capital, Fabio Palumbo held various senior advisor roles for Dresdner, Ernst
& Young, Marsh, and Monrif Group.
Ernesto Mocci CEO
Ernesto Mocci is a graduate in economics from La Sapienza University, and a chartered accountant from in the register
of accounting auditors, Rome. In his professional career he has developed close to 20 years experience in corporate
finance and asset management, covering the role of Head of Savings at Gruppo Capitalia. Other institutions where he
has developed his experience include Banca Akros, Banca Intermobiliare, Italian International Bank plc London (Monte
dei Paschi Group), and Banca IMI.
Luca Perconti Managing Director
Luca Perconti is agraduatein economics from La Sapienza University. He has gained his experience in the financial
sector in various roles with Caboto Sim, ICCREA Holding and RisorSa, a property management company of Sviluppo
Lazio . In addition to being a managing director at Methorios Capital he is also a member of the board of directors of
Imvest, a company involved in the Italian real estate sector.
141

Global Listed Players

Global Listed Players
‣ This section examines listed companies involved in the financial advisory sector (excluding the “Big Four”
companies and banks) looking at the recent share price performance and comparison of multiples.
‣ The global listed players contained within this analysis are listed by market capitalisation as follows:
Players Share price Ordinary shares
Market Cap
(€ Mln)
N.F.D.
(€ Mln)
EV
(€ Mln)
% change % change % change
over the last 3 over the last 6 over the last
months* months* 12 months*
LAZARD LTD-CL A USD 39.5 119.29 3,539 259 3,798 12.3 49 4
GREENHILL & CO INC USD 81.7 29.33 1,800 -28 1,772 2.9 30.7 1.8
EVERCORE PARTNERS INC-CL A USD 34.0 19.73 955 148 1,103 20.8 49.1 12
KBW INC USD 27.9 35.42 743 -125 618 10.8 34.7 6.1
PIPER JAFFRAY COS USD 35.0 20.79 547 465 1,012 19.1 16.3 -31
ABG SUNDAL COLLIER HOLDING NOK 8.6 388.92 427 -121 306 35 52 20
MITTEL SPA EUR 3.1 70.50 218 185 402 -3.2 -3.0 -23.4
NUMIS CORPORATION PLC GBp 129.0 111.13 167 -99 68 -1.9 -0.8 -20
TAMBURI INVESTMENT PARTNERS EUR 1.40 111.06 156 -42 114 7 11 13
ARBUTHNOT BANKING GROUP PLC GBp 413.0 14.62 70 18 88 1 2 9
RODMAN & RENSHAW CAPITAL GRP USD 2.7 33.74 68 -9 59 23 -2 -34
METHORIOS CAPITAL EUR 10 1.0 50.41 50 4 54 -24 na na
* Note share price performances are Euro adjusted.
Source: Bloomberg 31/12/2010 (closing prices for Italian listed companies as at 30/12/2010)
143

Global & Italian Listed Player - Multiples
‣ The below chart indicates analysts forecasts for Enterprise Value and Market Capital value as a multiple of Sales
and Net Income.
EV as a multiple of
Equity as a multiple of
Mkt Cap €/Mln
Sales Sales Net Income
@ 30/12/2010
2009 2010 2011 2012 2009 2010 2011 2012 2009 2010 2011 2012
LAZARD LTD-CL A 3,539 3.16 x 2.77 x 2.42 x 2.14 x 2.88 x 2.52 x 2.20 x 1.95 x na 21.11 x 14.18 x 12.16 x
GREENHILL & CO INC 1,800 7.94 x 7.74 x 5.49 x 4.52 x 8.02 x 7.81 x 5.54 x 4.57 x 33.63 x 45.51 x 23.41 x 20.13 x
EVERCORE PARTNERS INC-CL A 955 4.38 x 3.87 x 2.86 x 2.36 x 3.77 x 3.33 x 2.46 x 2.03 x na 32.08 x 18.23 x 13.91 x
KBW INC 743 2.19 x 1.98 x 1.63 x 1.39 x 2.55 x 2.31 x 1.90 x 1.62 x 41.89 x 32.64 x 16.91 x 13.03 x
PIPER JAFFRAY COS 547 239x 2.39 239x 2.39 215x 2.15 204x 2.04 151x 1.51 151x 1.51 136x 1.36 129x 1.29 23.97 x 38.11 x 18.8282 x 18.02 x
ABG SUNDAL COLLIER HOLDING 427 2.47 x 2.08 x 1.92 x 1.79 x 3.28 x 2.75 x 2.54 x 2.38 x 16.20 x 12.62 x 12.09 x 11.39 x
MITTEL SPA 218 6.75 x 18.33 x 24.12 x 30.56 x 3.20 x 8.70 x 11.45 x 14.50 x na na 54.38 x 72.50 x
NUMIS CORPORATION PLC 167 0.80 x 0.69 x 0.75 x na 2.76 x 2.41 x 2.59 x na na na na na
TAMBURI INVESTMENT PARTNERS 156 33.50 x 18.01 x 15.44 x na 48.31 x 25.97 x 22.26 x na 151.94 x 31.16 x 31.16 x na
ARBUTHNOT BANKING GROUP PLC 70 1.33 x 1.42 x 1.31 x 1.20 x 1.04 x 1.12 x 1.03 x 0.94 x 17.22 x 16.10 x 11.79 x na
RODMAN & RENSHAW CAPITAL GRP 68 0.67 x 0.88 x 0.60 x na 0.68 x 0.90 x 0.62 x na 3.31 x 64.13 x 5.32 x na
METHORIOS CAPITAL 50 16.05 x na na na 14.95 x na na na 52.53 x na na na
Average 6.80 x 5.47 x 5.33 x 5.75 x 7.75 x 5.39 x 4.90 x 3.66 x 42.59 x 32.61 x 20.63 x 23.02 x
Median 2.82 x 2.39 x 2.15 x 2.09 x 3.04 x 2.52 x 2.46 x 1.99 x 28.80 x 32.08 x 17.57 x 13.91 x
Source: Bloomberg 30/12/2010
‣ The below table indicates multiples related to listed Italian operators in the financial advisory sector.
EV as a multiple of
Equity as a multiple of
Mkt Cap €/Mln
Sales Sales Net Income
@ 30/12/2010
2009 2010 2011 2012 2009 2010 2011 2012 2009 2010 2011 2012
MITTEL SPA 218 6.75 x 18.33 x 24.12 x 30.56 x 3.20 x 8.70 x 11.45 x 14.50 x na na 54.38 x 72.50 x
TAMBURI INVESTMENT PARTNERS 156 33.50 x 18.01 x 15.44 x na 48.31 x 25.97 x 22.26 x na 151.94 x 31.16 x 31.16 x na
METHORIOS CAPITAL 50 16.05 x na na na 14.95 x na na na 52.53 x na na na
Average 18.77 x 18.17 x 19.78 x 30.56 x 22.15 x 17.33 x 16.85 x 14.50 x 102.24 x 31.16 x 42.77 x 72.50 x
Median 16.05 x 18.17 x 19.78 x 30.56 x 14.95 x 17.33 x 16.85 x 14.50 x 102.24 x 31.16 x 42.77 x 72.50 x
Source: Bloomberg 30/12/2010
144

Share price performance of global listed players (>€ 300 mln mkt cap)
‣ If we separate the medium and large cap from the smaller cap companies we are able to see there is asignificant
difference in share price performance. One noticeable trend is that all companies, with exception to Piper Jaffrays,
experienced a rebound in share price after a significant decline in the first half of the year.
‣ The best performing companies with respect to share price return in local currency were Evercore (+11.8%) and ABG
Sundal (+7.7%).
Lazard Greenhill ABG Sundal KBW Piper Jaffray Cos Evercore
130
120
110
100
90
80
70
60
50
Source: Bloomberg 31/12/2010
145

Share price performance of global listed players (

Lazard Ltd
Company Name
Lazard Ltd
Country
BERMUDA
Currency
USD
Market Price 39.5
Number of Outstanding Shares (Mln) 119
Market Cap (€ Mln) 3,539
N.F.D. (€ Mln) 259
Enterprise Value (€ Mln) 3,798
Source: Bloomberg@ 31/12/2010
Shareholders
LORD ABBETT & CO LLC 4.93%
ARIEL INVESTMENTS LL 4.08%
BANK OF NEW YORK MEL 4.01%
GOLDMAN SACHS GROUP 3.79%
T ROWE PRICE ASSOCIA 3.69%
JENNISON ASSOCIATES 2.36%
RAINIER INVESTMENT M 2.10%
MFC GLOBAL INV MGMT 2.10%
MARATHON ASSET MANAG 2.09%
Market 70.85%
Management
Kenneth M Jacobs Chairman/CEO
Steven J Golub Vice Chairman/Mng Dir
Gary W Parr
Vice Chairman/Mng Dir
Ashish Bhutani Vice Chairman/Mng Dir
Income Statement (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Sales 1,275 1,231 -3.5%
Ebitda 143 12 -92%
Ebit na na na
Net Income 2 -98 -4250%
Ebitda % Sales 11.2% 1%
Ebit % Sales na na
Net Income % Sales 0.2% -7.9%
Balance Sheet (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Total Assets 2,151 2,365 10%
of which Net Fixed Assets 129 125 -2.6%
NFD N.F.D. 267 259 -3.0% 30%
Tot Equity 234 393 68%
Source: Bloomberg 31/12/2010
45.00
40.00
35.00
30.00
25.00
20.00
15.00
10.00
5.00
0.00
45 4.5
4.0
3.5
3.0
2.5
2.0
1.5
1.0
0.5
0.0
Source: Bloomberg 31/12/2010
Volume
Price
Source: Bloomberg 31/12/2010
147

Greenhill & Co. Inc
Company Name
Greenhill & Co
Inc
Country
UNITED
Currency
USD
Market tPrice 81.7
Number of Outstanding Shares (Mln) 29
Market Cap (€ Mln) 1,800
N.F.D. (€ Mln) -28
Enterprise Value (€ Mln) 1,772
Source: Bloomberg@ 31/12/2010
Shareholders
MORGAN STANLEY INVES 11.15%
T ROWE PRICE ASSOCIA 7.74%
WADDELL & REED FINAN 5.69%
GENERATION INVESTMEN 4.69%
LUPTON JAMES R C 4.27%
GEORGE TIM M 4.25%
WILLIAM BLAIR & COMP 4.13%
ARTISAN PARTNERS 4.13%
GREENHILL ROBERT F 3.62%
Market 50.33%
Management
Robert F Greenhill Chairman/Founder
Scott L Bok
Chief Executive Officer
Richard J Lieb Chief Financial Officer
Harold JRodriguez Jr
CAO/Chief Compliance Officer
Income Statement (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Sales 167 224 34.6%
Ebitda 65 90 39%
Ebit na na na
Net Income 37 54 45%
Ebitda % Sales 38.8% 40%
Ebit % Sales na na
Net Income % Sales 22.1% 23.9%
Balance Sheet (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Total Assets 200 247 24%
of which Net Fixed Assets 9 10 6.0%
N.F.D. -27 -28 -2.7%
Tot Equity 150 175 17%
100.00
90.00
80.00
70.00
60.00
50.0000
40.00
30.00
20.00
10.00
0.00
4.0
3.5
3.0
2.5
20 2.0
1.5
1.0
0.5
0.0
Volume
Price
148

Evercore Partners
Company Name
Evercore
Partners Inc
Country
UNITED
Currency
USD
Market Price 34.0
Number of Outstanding Shares (Mln) 20
Market Cap (€ Mln) 955
N.F.D. (€ Mln) 148
Enterprise Value (€ Mln) 1,103103
Source: Bloomberg@ 31/12/2010
Shareholders
FIDELITY MANAGEMENT 14.42%
TIMESSQUARE CAPITAL 5.38%
SCHLOSSTEIN RALPH LE 4.79%
TAYLOR BERNARD J 4.77%
VANGUARD GROUP INC 3.57%
EAGLE ASSET MANAGEME 3.49%
CITADEL ADVISORS LLC 3.35% 35%
ROYCE AND ASSOCIATES 3.20%
GOLDMAN SACHS GROUP 2.96%
Market 54.07%
Management
Roger C Altman
Co-Chairman/Co-Founder
Pedro Aspe
Co-Chairman
Eduardo G Mestre
Co-Vice Chairman
Bernard JTaylor
Co-Vice Chairman
Ralph Lewis Schlosstein President/CEO
Source: Bloomberg 31/12/2010
Income Statement (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Sales 169 254 50.0%
Ebitda 23 53 126%
Ebit na na na
Net Income -4 -1 67%
Ebitda % Sales 13.9% 21%
Ebit % Sales na na
Net Income % Sales -2.1% -0.5%
Balance Sheet (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Total Assets 555 670 21%
of which Net Fixed Assets 6 6 0.9%
N.F.D. 153 148 -3.6%
Tot Equity 174 222 28%
Source: Bloomberg 31/12/2010
45.00
3.0
40.0000
35.00
2.5
30.00
2.0
25.00
20.0000
1.5
15.00
1.0
10.00
5.00
0.5
0.00
0.0
Volume Price
Source: Bloomberg 31/12/2010
149

KBW Inc
Company Name
KBW Inc
Country
UNITED
Currency
USD
Market Price 27.9
Number of Outstanding Shares (Mln) 35
Market Cap (€ Mln) 743
N.F.D. (€ Mln) -125
Enterprise Value (€ Mln) 618
Source: Bloomberg@ 31/12/2010
Shareholders
LORD ABBETT & CO LLC 5.73%
BANK OF NEW YORK MEL 4.93%
VANGUARD GROUP INC 3.90%
T ROWE PRICE ASSOCIA 3.69%
AMERIPRISE FINANCIAL 3.46%
AXA 3.20%
JP MORGAN CHASE & CO 3.18%
WIRTH PETER J 3.02%
ROYCE AND ASSOCIATES 2.69%
Market 66.20%
Source: Bloomberg 31/12/2010
Management
John G Duffy
Chairman, CEO
Andrew M Senchak Vice Chairman/President
Thomas B Michaud Vice Chairman/COO
Robert Giambrone Exec VP/CFO/CAO
Source: Bloomberg 31/12/2010
Income Statement (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Sales 182 291 59.8%
Ebitda -70 37 153%
Ebit na na na
Net Income -47 18 138%
Ebitda % Sales -38.2% 13%
Ebit % Sales na na
Net Income % Sales -25.7% 6.1%
Balance Sheet (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Total Assets 429 474 10%
of which Net Fixed Assets 14 14 -0.5%
N.F.D. -114 -125 -9.2%
Tot Equity 298 337 13%
Source: Bloomberg 31/12/2010
35.00
0.75
30.00
25.00
0.50
20.00
15.00
10.00
0.25
5.00
0.00
0.00
Volume
Price
Source: Bloomberg 31/12/2010
150

Piper Jaffray Cos
Company Name
Piper Jaffray
Cos
Income Statement (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Country
UNITED
Sales 259 363 39.8%
Currency
USD
Ebitda -34 63 285%
Ebit na na na
Market Price 35.0
Net Income -137 23 117%
Number of Outstanding Shares (Mln) 21
Ebitda % Sales -13.0% 17%
Market Cap (€ Mln) 547
Ebit % Sales na na
N.F.D. (€ Mln) 465
Net Income % Sales -53.0% 6.3%
Enterprise Value (€ Mln) 1,012
Source: Bloomberg@ 31/12/2010
Shareholders Balance Sheet (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
T ROWE PRICE ASSOCIA 6.13%
Total Assets 992 1,280 29%
VANGUARD GROUP INC 4.41%
of which Net Fixed Assets 15 12 -17.2%
DIMENSIONAL FUND ADV 3.91%
N.F.D. 234 465 98.8%
BLACKROCK FUND ADVIS 3.61%
Tot Equity 562 585 4%
KENNEDY CAPITAL MANA 3.06%
Source: Bloomberg 31/12/2010
BLACKROCK INSTITUTIO 2.72%
GOLDMAN SACHS GROUP 2.41%
60.00
1.5
BANK OF NEW YORK MEL 2.29% 29%
O'BRIEN BRIEN 2.05%
50.00
Market 69.41%
40.00
30.00
1.0
Management
Andrew S Duff
Chairman/CEO
Thomas P Schnettler President/COO
Debbra L Schoneman Chief Financial Officer
Ronald Todd Firebaugh Chief Administrative Officer
Source: Bloomberg 31/12/2010
20.00
10.00
000 0.00
Source: Bloomberg 31/12/2010
Volume
Price
0.5
00 0.0
151

ABG Sundal Collier
Company Name
ABG Sundal
Collier Holding
Income Statement (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Country
NORWAY
Sales 165 130 -21.2%
Currency
NOK
Ebitda 43 35 -19%
Market Price 8.6
Ebit 41 32 -21%
Net Income -12 26 315%
Number of Outstanding Shares (Mln) 389
Ebitda % Sales 26.3% 27%
Market Cap (€ Mln) 427
Ebit % Sales 24.7% 25%
N.F.D. (€ Mln) -121
Net Income % Sales -7.4% 20.2%
Enterprise Value (€ Mln) 306
Source: Bloomberg@ 30/12/2010
Shareholders Balance Sheet (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
RASMUSSENGRUPPEN 15.30%
Total Assets 357 279 -22%
SANDEN AS 9.10%
of which Net Fixed Assets 8 6 -22.7%
CITIBANK NA 5.48%
N.F.D. -69 -121 -74.0%
AWILCO INVEST AS 2.73%
Tot Equity 140 152 8%
STOREBRAND LIVSFORSI 2.21%
Source: Bloomberg 30/12/2010
WINTERGREEN ADVISERS 1.61%
SIX SIS AG 1.59%
10.00
6.5
GOLDMAN SACHS & CO 1.58%
9.00
6.0
5.5
NORDEA FONDENE AS 1.33%
8.00
5.0
Market 59.07%
7.00
4.5
6.00
4.0
3.5
5.00
3.0
400 4.00
Management
25 2.5
3.00
2.0
Judith Lee Bollinger
Jan Petter Collier
Arild Abel Engh
Tore Grottum
Source: Bloomberg 30/12/2010
Chairman
Chief Executive Officer
Head:Corp Finance
Chief Financial Officer
2.00
1.00
0.00
Volume
Price
1.5
1.0
0.5
0.0
Source: Bloomberg 30/12/2010
152

Numis Corporation
Company Name
Numis Corp
PLC
Country
BRITAIN
Currency
GBp
Market Price 129.0
Number of Outstanding Shares (Mln) 111
Market Cap (€ Mln) 167
N.F.D. (€ Mln) -99
Enterprise Value (€ Mln) 68
Source: Bloomberg@ 31/12/2010
Shareholders
DIRECTOR & RELATED H 16.49%
NUMIS EMPLOYEE SHARE 14.23%
NUMIS CORPORATION PL 13.26%
HEMSLEY OLIVER ALEXA 12.42%
PRIVATE INDIVIDUALS 6.96%
POUTNEY DAVID JOHN 6.75%
MR DAVID J POUTNEY 6.75%
BLACKROCK INC 6.71%
FARQUHAR EDWARD P H 6.64%
Market 9.79%
Thomas David Guy Arculus
Oliver Alexander Hemsley
Lorna Tilbian
Source: Bloomberg 31/12/2010
Management
Chairman
CEO/Founder
Executive Director
Income Statement (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Sales 59 55 -6.3%
Ebitda 6 -14 -358%
Ebit 4 -15 -459%
Net Income 17 -10 -159%
Ebitda % Sales 9.3% -26%
Ebit % Sales 7.3% -28%
Net Income % Sales 29.1% -18.2%
Balance Sheet (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Total Assets 379 333 -12%
of which Net Fixed Assets 4 3 -18.7%
N.F.D. -110 -99 10.1%
Tot Equity 138 132 -4%
Source: Bloomberg 31/12/2010
180
160
140
120
100
80
60
40
20
0
5.0
4.5
4.0
3.5
3.0
2.5
2.0
1.5
1.0
0.5
0.0
Volume
Price
Source: Bloomberg 31/12/2010
153

Company Name
Arbuthnot
Banking Group
Country
BRITAIN
Currency
GBp
Market Price 413.0
Number of Outstanding Shares (Mln) 15
Market Cap (€ Mln) 70
N.F.D. (€ Mln) 18
Enterprise Value (€ Mln) 88
Source: Bloomberg@ 31/12/2010
Shareholders
ANGEST HENRY 54.16%
SALMON ANDREW ALFRED 0.34%
JENNISON GARY A 0.17%
KIRTON NEIL WILLIAM 0.15%
TURREL ATHOLL DENIS 0.15%
LYNAM PAUL ANTHONY 0.07%
WICKHAM ROBERT JJ 0.02%
Market 44.94%
Henry Angest
Chairman/CEO
Robert J J Wickham
James Robert Cobb
Andrew Alfred Salmon
Source: Bloomberg 31/12/2010
Management
Arbuthnot Banking Group Plc
Deputy Chairman
Group Finance Director
COO/Head:Business Development
Income Statement (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Sales 64 67 5.1%
Ebitda 7 10 50%
Ebit na na na
NtIn Net Income 1 4 576%
Ebitda % Sales 10.2% 15%
Ebit % Sales na na
Net Income % Sales 0.9% 6.0%
Balance Sheet (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Total Assets 418 526 26%
of which Net Fixed Assets 11 10 -9.5%
N.F.D. 16 18 16.1%
Tot Equity 40 40 -1%
Source: Bloomberg 31/12/2010
460
440
420
400
380
360
340
320
70
60
50
40
30
20
10
0
shares ,000)
Volume (traded
Volume
Price
Source: Bloomberg 31/12/2010
154

Rodman & Renshaw Capital Group
Rodman &
Company Name
Income Statement (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
Renshaw
Sales 37 99 168.8%
Country
UNITED
Ebitda -8 34 521%
Currency
USD
Ebit na na na
Market Price 2.7
Net Income -28 21 173%
Number of Outstanding Shares (Mln) 34
Ebitda % Sales -22.1% 35%
Market Cap (€ Mln) 68
Ebit % Sales na na
N.F.D. (€ Mln) -9
Net Income % Sales -76.1% 20.6%
Enterprise Value (€ Mln) 59
Source: Bloomberg@ 31/12/2010
Shareholders Balance Sheet (€ Mln) Dec-08 Dec-09 ∆ % (2008-2009)
PAUL REVERE LLC 37.68%
Total Assets 36 71 99%
NEWBY STEVEN 11.09%
of which Net Fixed Assets 1 2 99.5%
NFD N.F.D. -16 -9 43.5%
BORER III JOHN J 8.13%
Tot Equity 23 57 147%
LACOVARA MICHAEL 2.88%
OPPENHEIMERFUNDS INC 2.23%
Source: Bloomberg 31/12/2010
SANDLER O'NEILL ASSE 2.21%
DIMENSIONAL FUND ADV 1.26%
6.00
2000
1800
BLACKROCK FUND ADVIS 1.04%
5.00
1600
VISIUM ASSET MANAGEM 1.04%
4.00
1400
Market 32.44%
1200
3.00
1000
800
Management
2.00
600
Wesley K Clark Chairman
1.00
400
Michael Vasinkevich Vice Chairman
200
Edward Rubin
President/CEO/Co-Founder
0.00
0
David Jay Horin Chief Financial Officer
John J Borer III Senior Managing Director
Source: Bloomberg 31/12/2010
Volume Price
Source: Bloomberg 31/12/2010
Volume (tra aded shares ,000)
155

Via Bocca di Leone, 78
00187 Roma
Tel: +39 06 679 1636
Fax: +39 06 679 8610
This document was prepared on the basis of available market information and on information
and data available in the public environment. All the necessary measures were taken to assure
the accuracy of information and data when drafting the document. Although Methorios Capital
S.p.A. (“MC”) has fulfilled its obligation with respect to required due diligence, it shall not be
required to verify authenticity, completeness and correctness of information. MC refuses all
direct or indirect responsibility for decisions made on the basis of information contained within
this document.
Its is forbidden to reproduce any content of this presentation without the prior written consent of
MC. It is forbidden to provide all or part of this document to third parties without the prior
written consent of MC.