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Half-yearly financial Report at June 30, 2013 - A2A

Half-yearly financial Report at June 30, 2013 - A2A

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<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong>report<strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>nergynetworksenvironmenthe<strong>at</strong>and services


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Contents3 Corpor<strong>at</strong>e boardsKey figures of the <strong>A2A</strong> Group6 Areas of activity7 Geographical areas of activity8 Group structure9 Financial highlights <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>11 Shareholdings12 <strong>A2A</strong> S.p.A. on the Stock ExchangeConsolid<strong>at</strong>ed results and report on oper<strong>at</strong>ions16 Summary of results, assets and liabilities and <strong>financial</strong> position23 Significant events during the period28 Significant events for the Group after <strong>June</strong> <strong>30</strong>, <strong>2013</strong>31 Outlook for oper<strong>at</strong>ionsConsolid<strong>at</strong>ed <strong>financial</strong> st<strong>at</strong>ements34 Consolid<strong>at</strong>ed balance sheet36 Consolid<strong>at</strong>ed income st<strong>at</strong>ement38 Consolid<strong>at</strong>ed st<strong>at</strong>ement of comprehensive income39 Consolid<strong>at</strong>ed cash-flow st<strong>at</strong>ement40 St<strong>at</strong>ement of changes in Group equity42 Balance sheet pursuant to Consob Resolution no. 17221 of March 12, 201044 Income st<strong>at</strong>ement pursuant to Consob Resolution no. 17221 of March 12, 20101Notes to the <strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report46 General inform<strong>at</strong>ion on <strong>A2A</strong> S.p.A.47 The <strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report48 Financial st<strong>at</strong>ements49 Basis of prepar<strong>at</strong>ion50 Changes in intern<strong>at</strong>ional accounting standards58 Scope of consolid<strong>at</strong>ion59 Consolid<strong>at</strong>ion policies and procedures66 Seasonal n<strong>at</strong>ure of the business68 Results sector by sector70 Notes to the balance sheet89 Net debt90 Notes to the income st<strong>at</strong>ement97 Earnings per share98 Notes on rel<strong>at</strong>ed party transactions102 Significant non-recurring events and transactions103 Guarantees and commitments with third parties104 Other inform<strong>at</strong>ion


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>ContentsAttachments to the notes to the <strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong>report158 1. St<strong>at</strong>ement of changes in tangible assets160 2. St<strong>at</strong>ement of changes in intangible assets162 3. List of companies included in the consolid<strong>at</strong>ed <strong>financial</strong> st<strong>at</strong>ements164 4. List of shareholdings in companies carried <strong>at</strong> equity166 5. List of companies included in the consolid<strong>at</strong>ed <strong>financial</strong> st<strong>at</strong>ements of theEcodeco Group168 6. List of <strong>financial</strong> assets available-for-saleChanges in legisl<strong>at</strong>ion172 Changes in legisl<strong>at</strong>ionScenario and market188 Macroeconomic scenario191 Energy market trends2Analysis of main sectors of activity198 Energy Sector203 Environment Sector206 He<strong>at</strong> and Services Sector209 Networks Sector212 Other Services and corpor<strong>at</strong>eRisks and uncertainties216 Risks and uncertaintiesResponsible management for sustainability2<strong>30</strong> Human resources and industrial rel<strong>at</strong>ions233 Social responsibility and stakeholder rel<strong>at</strong>ions237 Environmental responsibility239 Innov<strong>at</strong>ion, development and researchCertific<strong>at</strong>ion of the condensed half-<strong>yearly</strong> <strong>financial</strong>st<strong>at</strong>ements pursuant to article 154-bis paragraph 5of Legisl<strong>at</strong>ive Decree no. 58/98244 Certific<strong>at</strong>ion of the condensed half-<strong>yearly</strong> <strong>financial</strong> st<strong>at</strong>ements pursuant to article 154-bis paragraph 5 of Legisl<strong>at</strong>ive Decree no. 58/98Indipendent Auditor’s report246 Indipendent Auditor’s reportThis is a transl<strong>at</strong>ion of the Italian original “Relazione finanziaria semestrale al <strong>30</strong> giugno <strong>2013</strong>”and has been prepared solely for the convenience of intern<strong>at</strong>ional readers. In the event of anyambiguity the Italian text will prevail. The Italian original is available on the website www.a2a.eu


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Corpor<strong>at</strong>e boardsSUPERVISORY BOARDCHAIRMANPippo Ranci OrtigosaDEPUTY CHAIRMANFausto Di MezzaDIRECTORSMarco BagaAlessandro BerdiniMarina BrogiMichaela CastelliMario CocchiMarco ManzoliEnrico Giorgio M<strong>at</strong>tinzoliMarco MiccinesiAndrea MinaStefano PareglioMassimo PeronaNorberto RosiniAngelo Teodoro Zanotti3MANAGEMENT BOARDCHAIRMANGraziano TarantiniDEPUTY CHAIRMANFrancesco SilvaDIRECTORSGiamb<strong>at</strong>tista BrivioStefano CaoBruno CapariniMaria Elena CappelloRen<strong>at</strong>o RavanelliPaolo RossettiGENERAL MANAGERSCORPORATE AND MARKET AREARen<strong>at</strong>o RavanelliTECHNICAL-OPERATIONS AREAPaolo Rossetti


4<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Key figuresof the <strong>A2A</strong> Group5


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Areas of activityThe <strong>A2A</strong> Group oper<strong>at</strong>es in the production, sale and distribution of gas and electricity, districthe<strong>at</strong>ing, environmental services and the integr<strong>at</strong>ed w<strong>at</strong>er cycle. These activities in turn formpart of the following sectors:6EnergySectors of the <strong>A2A</strong> GroupEnvironment He<strong>at</strong> andNetworks Other ServicesServicesand Corpor<strong>at</strong>eThermoelectricand hydroelectricplantsCollection andstreet sweepingCogener<strong>at</strong>ionplantsElectricitynetworksOther servicesEnergyManagementTre<strong>at</strong>mentDistrict he<strong>at</strong>ingnetworksGas networksCorpor<strong>at</strong>e servicesSale ofelectricity andgasDisposaland energyrecoverySale of he<strong>at</strong> andother servicesIntegr<strong>at</strong>ed w<strong>at</strong>ercycleThis breakdown into sectors reflects the organiz<strong>at</strong>ion of the <strong>financial</strong> reporting regularly analyzedby management and by the Management Board in order to manage and plan the Group’s business.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Group structure<strong>A2A</strong> Spa56.09%Edipower100.00%Abruzzoenergia50.00%Ergosud100.00%<strong>A2A</strong> Trading70.00%<strong>A2A</strong> Alfa50.00%Premiumgas100.00%<strong>A2A</strong> Energia100.00%Aspem Energia33.33%Lumenergia100.00%Amsa100.00%Ecodeco100.00%Aprica100.00%<strong>A2A</strong> Calore &Servizi60.00%Proaris100.00%<strong>A2A</strong> RetiElettriche100.00%<strong>A2A</strong> Ciclo Idrico90.00%Aspem ( 2 )100.00%<strong>A2A</strong> RetiGas100.00%<strong>A2A</strong> Servizi alladistribuzione91.60%Retragas100.00%Selene100.00%<strong>A2A</strong> Logistica21.94%ACSM-AGAM843.70%EPCG50.00%Metamer100.00%PartenopeAmbiente74.50%CamunaEnergia49.15%ASVT ( 1 )7.91%Dolomiti Energia39.49%Rudnik Uglja adPljevljaAreas of activityEnergyEnvironmentHe<strong>at</strong> and ServicesNetworksOther Companies(1) Of which 0.38% held through <strong>A2A</strong> Reti Gas.(2) There are put options on an additional interest in the company’s share capital.This chart shows the main shareholdings of the <strong>A2A</strong> Group. For full details of shareholdingsreference should be made to Attachments 3, 4, 5 and 6.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Financial highlights<strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> (**)RevenuesGross oper<strong>at</strong>ing incomeNet profit2,845 million euro610 million euro133 million euroIncome st<strong>at</strong>ement figures 01 01 <strong>2013</strong> 01 01 2012Millions of euro 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012(a)9Revenues 2,845 3,290Oper<strong>at</strong>ing expenses (1,887) (2,517)Labour costs (348) (289)Gross oper<strong>at</strong>ing income 610 484Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion, provisions and write-downs (280) (204)Net oper<strong>at</strong>ing income 3<strong>30</strong> 280Financial balance (81) (68)Other non-oper<strong>at</strong>ing income 1 –Other non-oper<strong>at</strong>ing expenses (4) –Income before taxes 246 212Income taxes (94) (94)Net result from non-current assets sold or held for sale – 13Minorities (19) (6)Group net profit for the period 133 125Gross oper<strong>at</strong>ing income Revenues 21.4% 14.7%(a) The compar<strong>at</strong>ive figures for the period January - <strong>June</strong> 2012 have been recalcul<strong>at</strong>ed to reflect the applic<strong>at</strong>ion of Revised IAS 19“Employee Benefits”.____________(**) The figures serve as performance indic<strong>at</strong>ors as required by CESRN/05/178/B.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Financial highlights <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Balance sheet figures 06 <strong>30</strong> <strong>2013</strong> 12 31 2012Millions of euroNet capital employed 7,826 8,069Total equity <strong>at</strong>tributable to the Group and minorities 3,752 3,697Consolid<strong>at</strong>ed net <strong>financial</strong> position (4,074) (4,372)Consolid<strong>at</strong>ed net <strong>financial</strong> position/Equity <strong>at</strong>tributable to the Group and minorities 1.09 1.18Consolid<strong>at</strong>ed net <strong>financial</strong> position/Average market capitalis<strong>at</strong>ion 2.48 2.78Financial d<strong>at</strong>a 01 01 <strong>2013</strong> 01 01 2012Millions of euro 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Net cash from oper<strong>at</strong>ing activities 497 426Net cash (used in) investing activities (114) (244)Free cash flow 383 18210Average market capitaliz<strong>at</strong>ion in <strong>2013</strong>1,646 million euroKey figures of <strong>A2A</strong> S.p.A. 06 <strong>30</strong> <strong>2013</strong> 12 31 2012Share capital (euro) 1,629,110,744 1,629,110,744Number of ordinary shares (par value 0.52 euro) 3,132,905,277 3,132,905,277Number of treasury shares (par value 0.52 euro) 26,917,609 26,917,609Key indic<strong>at</strong>ors 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Average 6-month Euribor 0.3<strong>30</strong>% 1.163%Average price of Brent crude (US$/bbl) 107.99 113.60Average exchange r<strong>at</strong>e euro/US$ (*) 1.31 1.<strong>30</strong>Average price of Brent crude (euro/bbl) 82.20 87.49Average price of coal (euro/tonne) 63.27 73.<strong>30</strong>(*) Source: Italian Foreign Exchange Office


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Shareholdings (*)Market 42.5%Municipality of Milan27.5%Carlo Tassara 2.5%Municipality of Brescia27.5%11(*) Stakes higher than 2% (upd<strong>at</strong>ed <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>)Source: CONSOB


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong><strong>A2A</strong> S.p.A. on the Stock Exchange<strong>A2A</strong> S.p.A. in figures (Italian Stock Exchange)12Market capitaliz<strong>at</strong>ion <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> (millions of euro) 1,790Average capitaliz<strong>at</strong>ion in the first half of <strong>2013</strong> (millions of euro) 1,646Average volumes in the first half of <strong>2013</strong> 27,531,148Average price in the first half of <strong>2013</strong> (*) 0.526Maximum price in the first half of <strong>2013</strong> (*) 0.662Minimum price in the first half of <strong>2013</strong> (*) 0.390Number of shares 3,132,905,277(*) Euro per shareSource: Bloomberg<strong>A2A</strong> stock is also traded on the following pl<strong>at</strong>forms: Chi-X, Turquoise, BATS, BOAT OTC, LSEEurope OTC.<strong>A2A</strong> S.p.A. distributed a dividend of 0.026 euro per share on <strong>June</strong> 27, <strong>2013</strong>.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong><strong>A2A</strong> S.p.A. on the Stock ExchangeR<strong>at</strong>ingCurrentM/L Term R<strong>at</strong>ingBBBStandard & Poor’s Short Term R<strong>at</strong>ing A–2OutlookNeg<strong>at</strong>iveMoody’sM/L Term R<strong>at</strong>ingBaa3OutlookNeg<strong>at</strong>iveSource: r<strong>at</strong>ing agencies<strong>A2A</strong> forms part of the following indicesFTSE MIBSTOXX EuropeEURO STOXXWisdomTreeS&P Developed Ex-US13Ethical indicesECPI Ethical Index EMUAxia Substainable IndexSolactive Clim<strong>at</strong>e Change IndexFTSE ECPI Italia SRI BenchmarkSource: Bloomberg<strong>A2A</strong> S.p.A. is also included in the 2012 Carbon Disclosure Leadership Index and the EthibelExcellence Investment Register.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong><strong>A2A</strong> S.p.A. on the Stock Exchange<strong>A2A</strong> in the 1st half of 201<strong>30</strong>.700.650.600.550.500.450.400.35, ,, ,, ,, ,, ,, ,, ,14<strong>A2A</strong> vs FTSE MIB(Price 1st January <strong>2013</strong> = 100)Source: Bloomberg


Consolid<strong>at</strong>ed resultsand report onoper<strong>at</strong>ions


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Summary of results, assets andliabilities and <strong>financial</strong> positionResultsThe figures in the income st<strong>at</strong>ement for the six months ended <strong>June</strong> <strong>30</strong>, <strong>2013</strong> are not comparablewith those for the corresponding period of the previous year due to the fact th<strong>at</strong> the results ofEdipower S.p.A. have been consolid<strong>at</strong>ed for the whole of the period in <strong>2013</strong> while in thecorresponding period in 2012 they were only consolid<strong>at</strong>ed for <strong>June</strong>.16The consolid<strong>at</strong>ion scope for the six months ended <strong>June</strong> <strong>30</strong>, 2012 included the results of theCoriance Group which was sold in the third quarter of 2012. In compliance with IFRS 5, thegroup's results for th<strong>at</strong> period were recognized under the item "Net result from non-currentassets sold or held for sale".Further details on the above may be found in the section "Changes in scope of consolid<strong>at</strong>ion".Millions of euro 01 01 <strong>2013</strong> 01 01 2012 Changes06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012(*)Revenues 2,845 3,290 (445)of which:- Revenues from the sale of goods and services 2,739 3,232 (493)- Other oper<strong>at</strong>ing income 106 58 48Oper<strong>at</strong>ing expenses (1,887) (2,517) 6<strong>30</strong>Labour costs (348) (289) (59)Gross oper<strong>at</strong>ing income 610 484 126Depreci<strong>at</strong>ion and amortiz<strong>at</strong>ion (241) (193) (48)Provisions and write-downs (39) (11) (28)Net oper<strong>at</strong>ing income 3<strong>30</strong> 280 50Net <strong>financial</strong> expense (88) (84) (4)Share of results of companies <strong>at</strong> equity 7 16 (9)Other non-oper<strong>at</strong>ing income 1 – 1Other non-oper<strong>at</strong>ing expenses (4) – (4)Income before taxes 246 212 34Income taxes (94) (94) –Income from current oper<strong>at</strong>ions net of taxes 152 118 34Net result from non-current assets sold or held for sale – 13 (13)Minority interests (19) (6) (13)Group net profit for the period 133 125 8(*) Compar<strong>at</strong>ive figures for the period January-<strong>June</strong> 2012 have been rest<strong>at</strong>ed to reflect the adoption of Revised IAS 19 “Employee Benefits”.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Summary of results, assets and liabilities and <strong>financial</strong> positionThe Group earned revenues totaling 2,845 million euro in the period, a fall over the first half of2012 (3,290 million euros) mainly due to the significant contraction in brokerage activities on themethane gas wholesale market.The main quantit<strong>at</strong>ive d<strong>at</strong>a for the six months ended <strong>June</strong> <strong>30</strong>, <strong>2013</strong> contributing to the form<strong>at</strong>ionof these revenues with compar<strong>at</strong>ive figures are as follows:06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Electricity sold to wholesale and retail customers (GWh) 11,231 10,562Electricity sold on the Power Exchange (GWh) 6,240 5,388Electricity sold on foreign markets (GWh) 4,9<strong>30</strong> 6,169Electricity sold (GWh) - EPCG 2,208 2,168Gas sold (Mcm) 1,294 2,621He<strong>at</strong> sold (GWht) 1,466 1,311Electricity distributed (GWh) 5,533 5,737Electricity distributed (GWh) - EPCG 1,274 1,311Gas distributed (Mcm) 1,227 1,195W<strong>at</strong>er distributed (Mcm) 32 33W<strong>at</strong>er purified (Mcm) 19 19Waste disposed of (Kton) 1,284 1,25317Production details 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Thermoelectric production (GWh) 3,518 3,538Thermoelectric production (GWh) - EPCG 522 471Hydroelectric production (GWh) 2,411 1,440Hydroelectric production (GWh) - EPCG 1,760 749He<strong>at</strong> production (GWht) 1,290 1,156Electricity produced by cogener<strong>at</strong>ion (GWh) 191 185Electricity sold from waste to energy and biogas plants (GWh) 557 583“Gross oper<strong>at</strong>ing income” of 610 million euro rose by 126 million euro over the first half of2012.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Summary of results, assets and liabilities and <strong>financial</strong> positionThe following table sets out the changes in industrial gross oper<strong>at</strong>ing income by sector:Millions of euro 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Energy Sector 293 167Environment Sector 155 140He<strong>at</strong> and Services Sector 57 44Networks Sector 121 134Other Services and Corpor<strong>at</strong>e Sector (16) (1)Total EBITDA 610 484The Energy Sector posted gross oper<strong>at</strong>ing income of 293 million euro, a rise of 126 million euro(+75%) over the same period of the previous year.18The main reason for this increase was the good performance of the industrial portfolio, whichdespite the additional fall in demand in the second quarter of the year benefited from thegre<strong>at</strong>er availability of energy produced from hydroelectric sources and the resultingconsequences on the end market and on energy forward sales pl<strong>at</strong>forms. The contributionmade by the trading portfolio was also positive. The EPCG Group made a contribution of 53million euro (-4 million euro in 2012), confirming the positive trend seen in the first quarter ofthe year. The sector's result also includes a provision of approxim<strong>at</strong>ely 6 million euro made forcosts of redundancy schemes.The Environment Sector achieved a margin of 155 million euro (140 million euro in the first halfof 2012). This result includes an income component of 27 million euro rel<strong>at</strong>ing to the previousperiod arising from the fuel cost coverage component of the CIP 6 tariff (the “CEC”)applicable for the Group's waste to energy plants; the expected reduction in this item in 2012never m<strong>at</strong>erialized.The Environment Sector's margin is also due to lower revenues compared to the previous perioddue to the ending of the CIP 6 convention for the waste to energy plant <strong>at</strong> Corteolona (Pavia), theloss of a number of foreign contracts completed in 2012 and the effects of legisl<strong>at</strong>ive provisions(the Ministerial Decree of November 20, 2012 and Decree Law no. 69 of <strong>June</strong> 21, <strong>2013</strong>, the socalled “Decreto del fare”) regarding the valu<strong>at</strong>ion of the CEC component for <strong>2013</strong>.The gross oper<strong>at</strong>ing income of the He<strong>at</strong> and Services Sector totaled 57 million euro, a rise of 13million euro over the first half of 2012. Contributing to this positive performance were thedistrict he<strong>at</strong>ing segment, which in addition to its commercial development also benefited froma per capita increase in consumption due to the particularly cold we<strong>at</strong>her and the business ofmanaging he<strong>at</strong>ing plants owned by end customers.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Summary of results, assets and liabilities and <strong>financial</strong> positionThe gross oper<strong>at</strong>ing income of the Networks Sector of 121 million euro shows a decrease of 13million euro over the first half of 2012. This fall was essentially due to the provisions made forthe redundancy schemes in connection with the business restructuring plan. Excluding th<strong>at</strong>effect, the sector's gross oper<strong>at</strong>ing income was essentially in line with th<strong>at</strong> of the same periodof the previous year.The Other Services and Corpor<strong>at</strong>e Sector closed the half year with a gross oper<strong>at</strong>ing loss of 16million euro (a loss of 1 million euro in the first half of 2012). The result of the first half year wasaffected by charges for provisions for non-recurring items (costs of redundancy scheme andthose connected with settling disputes) and the fact th<strong>at</strong> it is being compared with a result forthe first half of 2012 which in turn benefited by non-recurring income arising from thefavorable outcome of past disputes.“Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and write-downs” amounted in total to 280 million euro(204 million euro for the six months ended <strong>June</strong> <strong>30</strong>, 2012). The increase of 76 million euro ismainly due to the additional depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and write-downs arising from theconsolid<strong>at</strong>ion of Edipower S.p.A..As a result of these changes “Net oper<strong>at</strong>ing income” amounted to 3<strong>30</strong> million euro (280million euro in the six months ended <strong>June</strong> <strong>30</strong>, 2012).19“Net <strong>financial</strong> expense” amounted to 88 million euro (84 million euro in the first half of 2012).Compared with the first half of 2012, debt service charges in the period in question rose by 22million euro and there was a positive change of 47 million euro arising from the measurement ofderiv<strong>at</strong>ives <strong>at</strong> fair value (a gain of 7 million euro in the six months ended <strong>June</strong> <strong>30</strong>, <strong>2013</strong>, while therewas a loss of 40 million euro in the first half of 2012). The result of the first half of 2012 includedthe positive effect of recognizing badwill of 18 million euro arising on the first-time consolid<strong>at</strong>ionof Edipower S.p.A..The “Share of results of companies <strong>at</strong> equity” provided income of 7 million euro, while thecorresponding figure for the six months ended <strong>June</strong> <strong>30</strong>, 2012 was income of 12 million euro,mainly rel<strong>at</strong>ing to the results of the investee Edipower S.p.A. in the period before control wasacquired.“Other non-oper<strong>at</strong>ing income/expense”, a net expense of 3 million euro (nil in the sixmonths ended <strong>June</strong> <strong>30</strong>, 2012) regards costs incurred by the subsidiary EPCG.“Income taxes” for the period totaled 94 million euro, in line with the corresponding periodin 2012.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Summary of results, assets and liabilities and <strong>financial</strong> positionThe “Net result from non-current assets sold or held for sale” was nil for the six monthsended <strong>June</strong> <strong>30</strong>, <strong>2013</strong>, while there was a profit of 13 million euro in the corresponding period ofthe previous year, arising from the sale of the shareholding in e-Utile S.p.A. and the results ofthe period of the Coriance Group.After deducting the result <strong>at</strong>tributable to minority interests, “Group net profit for theperiod” amounted to 133 million euro (125 million euro in the six months ended <strong>June</strong> <strong>30</strong>, 2012).The balance sheet and <strong>financial</strong> positionConsolid<strong>at</strong>ed “Capital employed” amounted to 7,826 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> and wasfunded by equity of 3,752 million euro and net debt of 4,074 million euro.“Working capital” amounted to 696 million euro, a decrease of 127 million euro overDecember 31, 2012.20“Net fixed capital”, which includes “Assets/liabilities held for sale”, amounted to 7,1<strong>30</strong> millioneuro, a decrease of 116 million euro over December 31, 2012.The “Net <strong>financial</strong> position” of 4,074 million euro fell by 298 million euro due to thegener<strong>at</strong>ion of cash from oper<strong>at</strong>ing activities which was partially offset by cash used ininvesting activities and dividends of 81 million euro distributed by the parent company.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Summary of results, assets and liabilities and <strong>financial</strong> positionMillions of euro 06 <strong>30</strong> <strong>2013</strong> 12 31 2012 ChangesCAPITAL EMPLOYEDNet fixed capital 6,836 6,969 (133)- Tangible assets 6,231 6,370 (139)- Intangible assets 1,384 1,393 (9)- Shareholdings and other non-current <strong>financial</strong> assets (*) 226 219 7- Other non-current assets/liabilities (*) (348) (346) (2)- Deferred tax assets/liabilities 261 269 (8)- Provisions for risks, charges and liabilities for landfills (597) (611) 14- Employee benefits (321) (325) 4of which with counter-entry to equity (333) (340)Working capital 696 823 (127)- Inventories 263 340 (77)- Trade receivables and other current assets (*) 2,294 2,217 77- Trade payables and other current liabilities (*) (1,890) (1,816) (74)- Current tax assets/tax liabilities 29 82 (53)of which with counter-entry to equity (28) (9) –Assets/liabilities held for sale (*) 294 277 17of which with counter-entry to equity – – –TOTAL CAPITAL EMPLOYED 7,826 8,069 (243)21SOURCES OF FUNDSEquity 3,752 3,697 55Total <strong>financial</strong> position beyond one year 3,441 4,<strong>30</strong>5 (864)Total <strong>financial</strong> position within one year 633 67 566Total net <strong>financial</strong> position 4,074 4,372 (298)of which with counter-entry to equity 21 23 –TOTAL SOURCES 7,826 8,069 (243)(*) Excluding balances included in the net <strong>financial</strong> position.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Summary of results, assets and liabilities and <strong>financial</strong> positionMillions of euro 01 01 <strong>2013</strong> 01 01 201206 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 201222NET FINANCIAL POSITION AT THE BEGINNING OF THE PERIOD (4,372) (4,021)Net <strong>financial</strong> position of Edipower – (959)Net income for the period (including minorities) (**) 152 123Depreci<strong>at</strong>ion and amortiz<strong>at</strong>ion 241 193Write-downs/disposals of tangible and intangible assets 5 9Results from shareholdings <strong>at</strong> equity (7) (16)Net taxes paid (29) (90)Changes in assets and liabilities (*) 135 207Net cash from oper<strong>at</strong>ing activities 497 426Net cash from investing activities (114) (244)Free cash flow 383 182Dividends paid by the parent (81) (40)Dividends paid by subsidiaries (6) (8)Cash flow from the distribution of dividends (87) (48)Changes in <strong>financial</strong> assets/liabilities with counter-entry to equity 2 (14)NET FINANCIAL POSITION AT THE END OF THE PERIOD (4,074) (4,860)(*) Excluding balances with counter-entry to equity.(**) The result for the period is st<strong>at</strong>ed excluding gains on shareholdings.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Significant events during theperiodMeeting between <strong>A2A</strong> represent<strong>at</strong>ives and the N<strong>at</strong>ional Trade UnionSecretari<strong>at</strong>sThe business and <strong>financial</strong> development lines included in the <strong>2013</strong>-15 Business Plan approvedby the Management Board and Supervisory Board of <strong>A2A</strong> S.p.A. on November 8, 2012 wereillustr<strong>at</strong>ed during the meeting th<strong>at</strong> took place in February <strong>2013</strong> between <strong>A2A</strong> S.p.A.represent<strong>at</strong>ives and the N<strong>at</strong>ional Trade Union Secretari<strong>at</strong>s. In addition, a series of measuresdesigned to contain labour costs, including the use of the social security cushions, weredescribed.23On April 19, <strong>2013</strong>, <strong>A2A</strong> S.p.A. (also on behalf of Group companies) and the N<strong>at</strong>ional Trade UnionSecretari<strong>at</strong>s signed a framework agreement on the use of the Cassa Integrazione GuadagniOrdinaria (CIGO) and of the Redundancy schemes.In summary, this agreement contains the following:Cassa Integrazione Guadagni Ordinaria (CIGO)The Group plans to use the CIGO scheme between April <strong>2013</strong> and April 2015 for the plants <strong>at</strong>Cassano, Sermide, Chivasso and Turbigo.The scheme is expected to be utilized for a period of approxim<strong>at</strong>ely forty weeks over the twoyears.Only the staff strictly needed for looking after the plants and for security will be kept in serviceduring the periods when the CIGO scheme is in force.In addition, <strong>A2A</strong> S.p.A. will use a rot<strong>at</strong>ional arrangement, where this is possible and to the extentcomp<strong>at</strong>ible with workers’ availability, to reduce the effect of the social security cushions to aminimum.Employees will be paid the portion of their wages and salaries for which the cost is borne bythe n<strong>at</strong>ional social security agency INPS, and <strong>A2A</strong> will take this up to 85% of their fixed,continuous remuner<strong>at</strong>ion.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Significant events during the periodIntegr<strong>at</strong>ion of <strong>A2A</strong> S.p.A. with Edipower S.p.A.Approxim<strong>at</strong>ely 260 excess employees will leave the Group by means of various procedures ofthe redundancy schemes.These procedures will rel<strong>at</strong>e solely to workers who by the end of the redundancy schemesmeet the requirements for receiving a pension and workers who, although not identified asbeing in excess, formally express their wish to be made redundant under the redundancyschemes, to the extent th<strong>at</strong> technical, organiz<strong>at</strong>ion and production requirements are met.24In addition to an indemnity in lieu of notice, workers will also receive the following amounts asleaving incentives:• two months’ wages plus a supplement equal to 88% of their fixed and continuousremuner<strong>at</strong>ion for the whole period they are included in the redundancy scheme;• those employees who elect to join the redundancy schemes on a voluntary basis bySeptember 15, <strong>2013</strong> will receive another five months’ wages;• workers under 62 years of age who elect for early retirement will be entitled to an additionalindemnity of two months’ wages for each year of early retirement below 62 years of age;• workers already meeting the conditions to receive a pension on the other hand will onlyreceive a leaving incentive equivalent to four months’ wages.Mestre loc<strong>at</strong>ionIn connection with the Mestre loc<strong>at</strong>ion, an agreement was signed with the trades unions onJuly 5, <strong>2013</strong> aiming to preserve the employment aspects of the area, suspending the decisionto close the site. Under this agreement working hours will be reduced by an average of 45%through the use of solidarity contracts, with the resulting recourse to the use of the voluntaryredundancy scheme for a limited number of workers who by following this approach willreach their pension requirements.Harmoniz<strong>at</strong>ion of contractual arrangements and r<strong>at</strong>ionaliz<strong>at</strong>ion of the n<strong>at</strong>ionalcollective bargaining agreements (CCNL) usedSpecific negoti<strong>at</strong>ions will begin <strong>at</strong> a Group level in <strong>June</strong> <strong>2013</strong> with the aim of harmonizing theeconomic and legisl<strong>at</strong>ive aspects currently in place in the individual companies, includingEdipower S.p.A..In addition, the principle of “one single CCNL” for each individual company was generallyacknowledged.In this case too specific talks will be initi<strong>at</strong>ed so th<strong>at</strong> each company can identify the mostsuitable CCNL.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Significant events during the period<strong>A2A</strong> S.p.A.: new 5-year revolving credit line agreement signed with asyndic<strong>at</strong>e of domestic and intern<strong>at</strong>ional banksOn April 22, <strong>2013</strong> <strong>A2A</strong> S.p.A. signed an agreement for a new 5-year revolving credit line of 600million euro which will replace the revolving credit lines expiring over the next 24 months andunused <strong>at</strong> the d<strong>at</strong>e of signing the new agreement.Following the transaction, the overall available credit lines amount to 1,640 million euro. Thesehave an average dur<strong>at</strong>ion of 3.6 years and assure the <strong>A2A</strong> Group significant <strong>financial</strong> flexibility.The Supervisory Board of <strong>A2A</strong> S.p.A. approves the 2012 <strong>financial</strong>st<strong>at</strong>ementsOn April 29, <strong>2013</strong>, the Supervisory Board approved the separ<strong>at</strong>e <strong>financial</strong> st<strong>at</strong>ements and the<strong>A2A</strong> Group’s consolid<strong>at</strong>ed annual report for the year ended December 31, 2012 prepared bythe Management Board.The Supervisory Board also approved the Management Board’s proposal to submit to theshareholders’ meeting the distribution of a dividend of 0.026 euro per ordinary share to bepaid as from <strong>June</strong> 27, <strong>2013</strong> (ex-dividend d<strong>at</strong>e <strong>June</strong> 24, <strong>2013</strong>).25Subsequent to this, on <strong>June</strong> 13, <strong>2013</strong>, the Shareholders’ Meeting of <strong>A2A</strong> S.p.A. approved theproposal for the distribution of a dividend of 0.026 euro per ordinary share to be paid as from<strong>June</strong> 27, <strong>2013</strong> (ex-dividend d<strong>at</strong>e <strong>June</strong> 24, <strong>2013</strong> - coupon no. 16) and having record d<strong>at</strong>e <strong>June</strong> 26,<strong>2013</strong>.Standard & Poor’s confirms the long-term credit r<strong>at</strong>ing of <strong>A2A</strong> S.p.A. asBBB with a neg<strong>at</strong>ive outlook. Unchanged short-term credit r<strong>at</strong>ing of A-2.Standard & Poor’s has confirmed the long-term credit r<strong>at</strong>ing of <strong>A2A</strong> S.p.A. as BBB with aneg<strong>at</strong>ive outlook, and its short-term r<strong>at</strong>ing as A-2.The confirm<strong>at</strong>ion of the r<strong>at</strong>ing rewards <strong>A2A</strong>’s debt reduction plan and the effectiveness of its<strong>financial</strong> str<strong>at</strong>egy which is aimed <strong>at</strong> obtaining funds in advance for repaying its debts falling due.The r<strong>at</strong>ing additionally reflect a strong and stable business profile, characterized by a highlevel of diversific<strong>at</strong>ion and integr<strong>at</strong>ion and supported by a significant presence in regul<strong>at</strong>edbusinesses.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Significant events during the period<strong>A2A</strong> Energia S.p.A.: the Joint Committee set up with the Consumers’Associ<strong>at</strong>ions begins workAs envisaged in the Self-Regul<strong>at</strong>ion Protocol signed on March 1, <strong>2013</strong> by <strong>A2A</strong> Energia S.p.A. - gasand electricity sales company of the <strong>A2A</strong> Group - and the Consumers’ Associ<strong>at</strong>ions, the workof the Joint Committee officially got under way on May 22, <strong>2013</strong>.The task of the Committee, consisting of three members design<strong>at</strong>ed by the Consumers’Associ<strong>at</strong>ions and three by <strong>A2A</strong> Energia S.p.A. (plus one substitute member), is to supervisecompliance with the rules set out in the Self-Regul<strong>at</strong>ion Protocol and to ensure th<strong>at</strong> thecompany is following proper marketing procedures.The Associ<strong>at</strong>ions which contributed to drawing up the agreement and signed it were as follows:26ACU, Adiconsum, Adoc, Adusbef, Altroconsumo, Assoutenti, Casa del Consum<strong>at</strong>ore,Cittadinanz<strong>at</strong>tiva, Codacons, Codici, Confconsum<strong>at</strong>ori, Coniacut, Federconsum<strong>at</strong>ori, LegaConsum<strong>at</strong>ori, Movimento Consum<strong>at</strong>ori, Movimento Difesa del Cittadino and UnioneNazionale Consum<strong>at</strong>ori.At the Committee’s first meeting members agreed on the modus operandi of the meetingsand their frequency. The following priorities have been identified and are already included onthe agenda of the initial meetings:• the form<strong>at</strong>ion and checking of the quality of the work and of compliance by tradingpartners with the contents of the Self-Regul<strong>at</strong>ion Protocol;• an analysis of the different circumstances which might give rise to disputes.The direction which has been taken for quite some time by <strong>A2A</strong> Energia S.p.A. to prevent unfairtrading practices and protect customers therefore continues. In addition to the JointCommittee, the Self-Regul<strong>at</strong>ion Protocol also provides for the extension of the cooling off periodto which the end customer is entitled, requires <strong>A2A</strong> Energia S.p.A. to send a confirm<strong>at</strong>ion letterto notify customers th<strong>at</strong> a new supply contract has been activ<strong>at</strong>ed and envisages specific trainingand possible penalties for the trading partners of <strong>A2A</strong> Energia S.p.A..If conduct is identified which fails to comply with the requirements of the Protocol, in additionto compens<strong>at</strong>ion being paid directly to the end customer the Protocol also requires a fund tobe set up to be used to provide inform<strong>at</strong>ion on unfair trading practices and to prevent thesefrom occurring.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Significant events during the periodThe project for the non-proportional demerger of Edipower S.p.A. isapprovedOn February 6, <strong>2013</strong> the Iren Group announced its intention to exercise its put option on itsshareholding in Edipower S.p.A., receiving a series of gener<strong>at</strong>ion assets in compens<strong>at</strong>ion.On <strong>June</strong> 28, <strong>2013</strong>, in execution of the agreements reached between <strong>A2A</strong> S.p.A. and Iren S.p.A.on the purchase of Edipower S.p.A. completed in May 2012, and as a consequence of theexercising of the rights envisaged therein by Iren S.p.A., which occurred in February <strong>2013</strong>, theextraordinary shareholders’ meetings of Edipower S.p.A. and Iren Energia S.p.A. approved theproject for the non-proportional demerger of Edipower S.p.A..Under this oper<strong>at</strong>ion a group of net assets is assigned to Iren Energia S.p.A. consisting of theTurbigo thermoelectric plant and the Tusciano hydroelectric complex, the staff working inthose plants, the assets and liabilities <strong>at</strong>tributable to the plants and the debt of 44.8 millioneuro. After the demerger the Iren Group will no longer be a shareholder of Edipower S.p.A..After the time limits laid down by law are met and once the formalities required for signing thedemerger deed are completed, the oper<strong>at</strong>ion will become effective in the fourth quarter of<strong>2013</strong>; an adjustment mechanism will come into oper<strong>at</strong>ion based on the balance sheet <strong>at</strong> theeffect d<strong>at</strong>e of the demerger.27Following the completion of the demerger the share capital of Edipower S.p.A. will be made upas follows: <strong>A2A</strong> S.p.A. 71%, Dolomiti Energia S.p.A. 8.5%, SEL S.p.A. 8.5%, Mediobanca 5.1%,Fondazione CRT 4.3%, BPM 2.6%.As the result of this oper<strong>at</strong>ion <strong>A2A</strong> S.p.A. will be able to fully disp<strong>at</strong>ch the installed capacity ofthe plants of Edipower S.p.A., thereby optimizing the way in which the Group’s portfoliogener<strong>at</strong>ion is managed. At the same time it will be possible for the initi<strong>at</strong>ives aiming to increaseoper<strong>at</strong>ional efficiency to become practical by means of a more comprehensive integr<strong>at</strong>ionbetween <strong>A2A</strong> S.p.A. and Edipower S.p.A..


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Significant events for the Groupafter <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Establishment of <strong>A2A</strong> Ambiente S.r.l.<strong>A2A</strong> Ambiente S.r.l. was established on July 1, <strong>2013</strong> as announced in the Business Planpresented in November 2012; the new entity is the biggest Italian company in the environmentsector by turnover and has a prominent positioning compared to the large European groupsworking in the same industry.28<strong>A2A</strong> Ambiente S.r.l. was established in two stages:• the first, regarding plant reorganiz<strong>at</strong>ion, was completed on July 1, <strong>2013</strong>, and saw thetransfer of the waste tre<strong>at</strong>ment and disposal plants from Amsa S.p.A. and Aprica S.p.A.to Ecodeco S.r.l. by means of a spin-off. Ecodeco S.r.l. subsequently changed its nameto <strong>A2A</strong> Ambiente S.r.l.;post spin-off Amsa S.p.A. and Aprica S.p.A. will continue to oper<strong>at</strong>e in their local areas andwith their trade names, carrying out their core business of urban hygiene and maintainingunchanged their rel<strong>at</strong>ionship with their municipality customers (around 160, includingthose also served by the associ<strong>at</strong>e G.Eco S.r.l.) and the high level of services provided toresidents, who will therefore continue to interface with these companies in the same wayas present.Amsa S.p.A. and Aprica S.p.A. will accordingly deliver waste to <strong>A2A</strong> Ambiente S.r.l. whichwill be responsible for its tre<strong>at</strong>ment and energy enhancement, thereby obtaining morethan 1,400 GWh of electricity and over 1,000 GWh of thermal energy to be utilized indistrict he<strong>at</strong>ing for urban use;• the second phase will involve the simplific<strong>at</strong>ion of the <strong>A2A</strong> Group’s corpor<strong>at</strong>e structure,and this is expected to be completed by the end of <strong>2013</strong>. The shareholdings in Amsa S.p.A.,Aprica S.p.A. and Partenope Ambiente S.p.A. (which manages the Acerra waste to energyplant and the waste shredding, sifting and packaging plant <strong>at</strong> Caivano), wholly owned bythe parent <strong>A2A</strong> S.p.A., will be contributed to <strong>A2A</strong> Ambiente S.r.l..The aim of setting up the new company is to combine in one single entity an array of plants th<strong>at</strong>is unique in the Italian market and to lay the found<strong>at</strong>ions for a significant r<strong>at</strong>ionaliz<strong>at</strong>ion and


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Significant events for the Group after <strong>June</strong> <strong>30</strong>, <strong>2013</strong>optimiz<strong>at</strong>ion of the <strong>A2A</strong> Group’s environmental hub, which currently consists of fourcompanies (Amsa S.p.A., Aprica S.p.A., Ecodeco S.r.l. and Partenope Ambiente S.p.A.), thusachieving economies of scale by capitalizing on the integr<strong>at</strong>ion of across the board activitiesand improving the planning of waste flows.On completion of the oper<strong>at</strong>ion <strong>A2A</strong> Ambiente S.r.l., wholly owned by the parent <strong>A2A</strong> S.p.A.,will have a total EBITDA of over 250 million euro and will be able to count on the collabor<strong>at</strong>ionof around 600 employees (over 4,000 including those working in the subsidiaries).<strong>A2A</strong> Ambiente S.r.l. will be able to grow further in a market th<strong>at</strong> is undergoing considerableevolution; in fact with approxim<strong>at</strong>ely 50% of its waste disposed of in landfills, there is a verylarge gap in terms of plants between Italy and the main European countries. Abroad, thecompany will be able to continue taking advantage of its know-how both in the markets whereit already has a presence (United Kingdom, Spain, Greece) and in new geographical areas.Issue carried out on the European bond market for a total of 500 millioneuro and an offer is made for the repurchase of the bonds redeemablein 2014 and 201629On July 3, <strong>2013</strong>, <strong>A2A</strong> S.p.A. issued bonds of 500 million euro on the European market having <strong>at</strong>erm of seven and a half years as part of the Euro Medium Term Notes Program of 2 billion euroapproved by the Management Board on September 19, 2012. The issue was addressed exclusivelyto institutional investors.The newly-issued bonds will be governed by English law and from July 10, <strong>2013</strong> will be tradedon the Luxembourg stock exchange.Consistent with the Group’s <strong>financial</strong> str<strong>at</strong>egy, which is aimed <strong>at</strong> extending the average debt termand optimizing the timing of the due d<strong>at</strong>es, <strong>A2A</strong> S.p.A. made an offer for the partial repurchase ofbonds redeemable in 2014 and 2016, being of amounts of 500 and 1,000 million euro respectively.On July 9, <strong>2013</strong> <strong>A2A</strong> S.p.A. announced the final results and the pricing of the partial repurchaseoffer addressed to the holders of bonds falling due in 2014 and 2016.As st<strong>at</strong>ed in the Tender Offer Memorandum, the repurchase price for the bonds falling due in2014 and 2016 was 103.8% and 107% respectively.<strong>A2A</strong> S.p.A. sells five small hydroelectric and flowing w<strong>at</strong>er plantsOn July 5, <strong>2013</strong> <strong>A2A</strong> S.p.A. completed the sale to the Swiss group BKW of the wholly ownedcompany Chi.Na.Co S.r.l., to which <strong>A2A</strong> S.p.A. had contributed five small hydroelectric andflowing w<strong>at</strong>er plants having installed power of approxim<strong>at</strong>ely 8 MW.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Significant events for the Group after <strong>June</strong> <strong>30</strong>, <strong>2013</strong>This transaction is based on consider<strong>at</strong>ion of 38 million euro, to which a further 1.6 millioneuro could be added on the occurrence of certain conditions by the end of next year. In 2012the plants produced 37 GWh of electricity, with revenues of around 4 million euro and anEBITDA of 3.1 million euro.<strong>A2A</strong> S.p.A., which was supported in the sales tender process by Banca IMI, considered th<strong>at</strong>the best offer was made by BKW not only from an economic point of view but also in termsof continuity of industrial management of the sold plants, taking into account the localcontext in which it is being carried out. BKW is a leading oper<strong>at</strong>or in the sector, with over3,000 employees and has had a direct presence in Italy for more than 13 years.By means of this sale <strong>A2A</strong> S.p.A. is continuing with the steps it is taking to r<strong>at</strong>ionalize itsindustrial portfolio and reduce its debt, consistent with the <strong>2013</strong>-2015 Business Plan.<strong>30</strong>The first half of <strong>2013</strong> for the Acerra waste to energy plant: 100% ofproduction capacity confirmed. Atmospheric emissions well below thelegal limitsThe Acerra waste to energy plant tre<strong>at</strong>ed 314,000 tonnes of waste in the first half of <strong>2013</strong>,confirming the high efficiency standards th<strong>at</strong> have been reached.At the same time, thanks to the energy enhancement of the waste, 278 GWh of electricity wasput into the grid (equal to the energy needs, in the half year, of 200,000 households) and theconsumption of 52,000 toe (tonnes of oil equivalent) was avoided.The waste to energy plant confirmed its excellent results also in terms of <strong>at</strong>mosphericemissions, which thanks to the modern technologies deployed in purifying combustiongases led to values well below the legal limits and the stricter limits set by the Integr<strong>at</strong>edEnvironmental Authoriz<strong>at</strong>ion.Scheduled maintenance was carried out during the half year on the combustion lines and theenergy production section making up the plant. More specifically, these activities regardedchecking the combustion systems, the system for recovering energy from the waste and thefume purific<strong>at</strong>ion systems. All the maintenance, typical in these kinds of plants, was carriedout to ensure the reliability and efficiency of the whole system and the plant’s reducedemission levels over time.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Outlook for oper<strong>at</strong>ionsThe Group’s positive economic performance in the first half year leads management tobelieve th<strong>at</strong> the <strong>A2A</strong> Group will be able to achieve an industrial result (EBITDA) in <strong>2013</strong> th<strong>at</strong>exceeds th<strong>at</strong> of the previous year (1,068 million euro).Consistent with the results obtained in the last 5 quarters, management will continue to becommitted in the second half of the year to seeking a further reduction in debt levels.31


Consolid<strong>at</strong>ed<strong>financial</strong> st<strong>at</strong>ements


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ed balance sheet ( 1 )AssetsMillions of euro Note 06 <strong>30</strong> <strong>2013</strong> 12 31 2012 06 <strong>30</strong> 2012(*)34NON-CURRENT ASSETSTangible assets 1 6,231 6,370 6,716Intangible assets 2 1,384 1,393 1,392Shareholdings carried according to equity method 3 217 210 229Other non-current <strong>financial</strong> assets 3 54 53 50Deferred tax assets 4 261 269 289Other non-current assets 5 79 89 163TOTAL NON-CURRENT ASSETS 8,226 8,384 8,839CURRENT ASSETSInventories 6 263 340 354Trade receivables 7 1,849 1,907 1,912Other current assets 8 473 318 352Current <strong>financial</strong> assets 9 81 27 97Current tax assets 10 49 90 8Cash and cash equivalents 11 710 553 269TOTAL CURRENT ASSETS 3,425 3,235 2,992NON-CURRENT ASSETS HELD FOR SALE 12 346 326 195TOTAL ASSETS 11,997 11,945 12,026(1) As required by Consob Resolution no. 17221 of March 12, 2010 the effects of rel<strong>at</strong>ed party transactions on the consolid<strong>at</strong>ed <strong>financial</strong> st<strong>at</strong>ements areprovided in the <strong>financial</strong> st<strong>at</strong>ements in section 0.2 and commented upon in Note 39.As required by Consob Communic<strong>at</strong>ion no. DEM/6064293 of July 28, 2006 the effects of significant non-recurring events and transactions on theconsolid<strong>at</strong>ed <strong>financial</strong> st<strong>at</strong>ements are provided in Note 39.(*) Compar<strong>at</strong>ive figures for the six months ended <strong>June</strong> <strong>30</strong>, 2012 have been recalcul<strong>at</strong>ed to reflect the applic<strong>at</strong>ion of Revised IAS 19 “Employee Benefits”.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ed balance sheetEquity and liabilitiesMillions of euro Note 06 <strong>30</strong> <strong>2013</strong> 12 31 2012 06 <strong>30</strong> 2012(*)EQUITYShare capital 13 1,629 1,629 1,629(Treasury shares) 14 (61) (61) (61)Reserves 15 1,189 1,018 1,076Net profit for the year – 260 –Net profit for the period 16 133 – 125Equity pertaining to the Group 2,890 2,846 2,769Minority interests 17 862 851 849Total equity 3,752 3,697 3,618LIABILITIESNON-CURRENT LIABILITIESNon-current <strong>financial</strong> liabilities 18 3,506 4,371 4,762Employee benefits 19 321 325 318Provisions for risks, charges and liabilities for landfills 20 597 611 581Other non-current liabilities 21 407 413 378Total non-current liabilities 4,831 5,720 6,039CURRENT LIABILITIESTrade payables 22 1,158 1,332 1,126Other current liabilities 22 732 486 514Current <strong>financial</strong> liabilities 23 1,452 653 514Tax liabilities 24 20 8 57Total current liabilities 3,362 2,479 2,211Total liabilities 8,193 8,199 8,250LIABILITIES DIRECTLY ASSOCIATED WITHNON-CURRENT ASSETS HELD FOR SALE 25 52 49 158TOTAL EQUITY AND LIABILITIES 11,997 11,945 12,02635(*) Compar<strong>at</strong>ive figures for the six months ended <strong>June</strong> <strong>30</strong>, 2012 have been recalcul<strong>at</strong>ed to reflect the applic<strong>at</strong>ion of Revised IAS 19 “Employee Benefits”.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ed incomest<strong>at</strong>ement ( 1 )Millions of euro Note 01 01 <strong>2013</strong> 01 01 2012 01 01 201206 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012 12 31 2012(*)36RevenuesRevenues from the sale of goods and services 2,739 3,232 6,281Other oper<strong>at</strong>ing income 106 58 199Total revenues 27 2,845 3,290 6,480Oper<strong>at</strong>ing expensesExpenses for raw m<strong>at</strong>erials and services 1,775 2,384 4,559Other oper<strong>at</strong>ing expenses 112 133 251Total oper<strong>at</strong>ing expenses 28 1,887 2,517 4,810Labour costs 29 348 289 602Gross oper<strong>at</strong>ing income <strong>30</strong> 610 484 1,068Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion, provisions andwrite-downs 31 280 204 567Net oper<strong>at</strong>ing income 32 3<strong>30</strong> 280 501Financial balanceFinancial income <strong>30</strong> 42 58Financial expense 118 126 251Affili<strong>at</strong>es 7 16 13Total <strong>financial</strong> balance 33 (81) (68) (180)Other non-oper<strong>at</strong>ing income 34 1 – 3Other non-oper<strong>at</strong>ing expenses 34 (4) – (6)Income before taxes 246 212 318(1) As required by Consob Resolution no. 17221 of March 12, 2010 the effects of rel<strong>at</strong>ed party transactions on the consolid<strong>at</strong>ed <strong>financial</strong> st<strong>at</strong>ements areprovided in the <strong>financial</strong> st<strong>at</strong>ements in section 0.2 and commented upon in Note 39.As required by Consob Communic<strong>at</strong>ion no. DEM/6064293 of July 28, 2006 the effects of significant non-recurring events and transactions on theconsolid<strong>at</strong>ed <strong>financial</strong> st<strong>at</strong>ements are provided in Note 39.(*) Compar<strong>at</strong>ive figures for the period January-<strong>June</strong> 2012 have been recalcul<strong>at</strong>ed to reflect the applic<strong>at</strong>ion of Revised IAS 19 “Employee Benefits”.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ed income st<strong>at</strong>ementMillions of euro Note 01 01 <strong>2013</strong> 01 01 2012 01 01 201206 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012 12 31 2012(*)Income taxes 35 94 94 128Income after taxes from oper<strong>at</strong>ing activities 152 118 190Net result from non-current assetssold or held for sale 36 – 13 81Net profit 152 131 271Minorities (19) (6) (11)Group net profit for the period/year 37 133 125 260Earnings (loss) per share (in euro):– basic 0.0428 0.0401 0.0838– basic, from oper<strong>at</strong>ing activities 0.0428 0.0361 0.0579– basic, from activities held for sale 0.0000 0.0041 0.0259– diluted 0.0428 0.0401 0.0838– diluted, from oper<strong>at</strong>ing activities 0.0428 0.0361 0.0579– diluted, from activities held for sale 0.0000 0.0041 0.025937(*) Compar<strong>at</strong>ive figures for the period January-<strong>June</strong> 2012 have been rest<strong>at</strong>ed to reflect the adoption of Revised IAS 19 “Employee Benefits”.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ed st<strong>at</strong>ement ofcomprehensive incomeMillions of euro 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012 12 31 2012(*)38Net income/(loss) for the period/year (A) 152 131 271Actuarial gains/(losses) on employee benefits bookedas net equity 4 (12) (33)Tax effect of other actuarial gains/(losses) (1) 3 8Total actuarial gains/(losses) net of tax effect (B) 3 (9) (25)Effective part of gains/(losses) on cash flow hedges (16) (12) (54)Tax effect of other gains/(losses) 6 5 18Total other gains/(losses) net of the tax effect ofcompanies consolid<strong>at</strong>ed on a line-by-line basis (C) (10) (7) (36)Other gains/(losses) of companies valued <strong>at</strong> equitynet of the tax effect (D) – 1 2Total comprehensive income/(loss) (A) + (B) + (C) + (D) 145 116 212Total comprehensive income/(loss) <strong>at</strong>tributable to:Shareholders of the parent company 125 108 201Minority interests 20 8 11(*) Compar<strong>at</strong>ive figures for the period January-<strong>June</strong> 2012 have been rest<strong>at</strong>ed to reflect the adoption of Revised IAS 19 “Employee Benefits”.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ed cash flowst<strong>at</strong>ementMillions of euro 06 <strong>30</strong> <strong>2013</strong> 12 31 2012 06 <strong>30</strong> 2012CASH AND CASH EQUIVALENTS AT THE BEGINNINGOF THE PERIOD/YEAR 553 147 147Edipower S.p.A. liquidity – 89 89CASH AND CASH EQUIVALENTS AT THE BEGINNINGOF THE PERIOD/YEAR 553 236 236Oper<strong>at</strong>ing activitiesNet income for the period/year (**) 152 192 123Tangible assets depreci<strong>at</strong>ion 210 417 160Intangible assets amortiz<strong>at</strong>ion 31 72 33Fixed assets write-downs 5 10 9Result from shareholdings in companies carried <strong>at</strong> equity (7) (13) (16)Net taxes paid (a) (29) (251) (90)Changes in assets and liabilities before tax (b) 135 534 207Total changes in assets and liabilities (a+b) (*) 106 283 117Cash flow (net) from oper<strong>at</strong>ing activities 497 961 426Investment activitiesInvestments in tangible assets (89) (275) (95)Investments in intangible assets and goodwill (29) (85) (41)Investments in shareholdings and securities (*) (3) (1<strong>30</strong>) (125)Disposal of fixed assets and shareholdings 4 234 11Dividends received from shareholdings carried <strong>at</strong> equityand other shareholdings 3 6 6Cash flow (net) from investment activities (114) (250) (244)FREE CASH FLOW 383 711 182Financing activitiesChange in <strong>financial</strong> assets (*) (75) 151 179Change in <strong>financial</strong> liabilities (*) 10 (324) (222)Net <strong>financial</strong> expenses paid (74) (173) (58)Dividends paid by parent company (81) (40) (40)Dividends paid by subsidiaries (6) (8) (8)Cash flow from financing activities (226) (394) (149)CHANGE IN CASH AND CASH EQUIVALENTS 157 317 33CASH AND CASH EQUIVALENTS AT THE END OF THEPERIOD/YEAR 710 553 269(*) Cleared of balances in return of shareholders’ equity and other consolid<strong>at</strong>ed balance sheet items.(**) Net profit for the period/year is exposed net of gains on shareholdings’ and fixed assets’ disposals.39


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>St<strong>at</strong>ement of changes inGroup equityDescription Share Treasury Cash FlowMillions of euro capital shares HedgeNote 13 Note 14 Note 15Net equity <strong>at</strong> December 31, 2011 (**) 1,629 (61) 2040Changes in the first half of 20122011 profit alloc<strong>at</strong>ionDistribution of dividendsIAS 19 reserve (*)IAS 32 and IAS 39 reserves (*) (8)Put option on Delmi S.p.A. shares (***)Other changesGroup and Minorities net profit for the periodNet equity <strong>at</strong> <strong>June</strong> <strong>30</strong>, 2012 (**) 1,629 (61) 12Changes in the second half of 2012IAS 19 reserve (*)IAS 32 and IAS 39 reserves (*) (28)Put option on Delmi S.p.A. shares (***)Put option on Aspem S.p.A. sharesOther changesGroup and Minorities net profit for the periodNet equity <strong>at</strong> December 31, 2012 1,629 (61) (16)Changes in the first half of <strong>2013</strong>2012 profit alloc<strong>at</strong>ionDistribution of dividendsIAS 19 reserve (*)IAS 32 and IAS 39 reserves (*) (11)Put option on Edipower S.p.A. sharesOther changesGroup and Minorities net profit for the periodNet equity <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> 1,629 (61) (27)(*) These form part of the st<strong>at</strong>ement of comprehensive income.(**) Net equity <strong>at</strong> December 31, 2011 and <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>30</strong>12 reflects the applic<strong>at</strong>ion of IAS 19 Revised Employee Benefits with theevidence of the reserve regarding the effects of actuarial gains-losses net of the tax effect.(***) On January 1, <strong>2013</strong> the merger of Delmi S.p.A. into Edipower S.p.A. became effective.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>St<strong>at</strong>ement of changes in Group equityOther Group net Total Minority Total netreserves and income equity interests shareholders’retained for the pertaining equityearnings period/year to the GroupNote 15 Note 16 Note 171,602 (423) 2,767 826 3,593(423) 423(40) (40) (8) (48)(9) (9) (9)(8) 2 (6)(62) (62) (131) (193)(4) (4) 154 150125 125 6 1311,064 125 2,769 849 3,61841(16) (16) (1) (17)(28) (28)(22) (22) 4 (18)(1) (1)8 8 (5) 3135 135 5 1401,034 260 2,846 851 3,697260 (260)(81) (81) (6) (87)3 3 3(11) 1 (10)(3) (3) (3)3 3 (3) –133 133 19 1521,216 133 2,890 862 3,752


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Balance sheetpursuant to Consob Resolution no. 17221 of March 12, 2010AssetsMillions of euro 06 <strong>30</strong> <strong>2013</strong> of which 12 31 2012 of which 06 <strong>30</strong> 2012 of whichRel<strong>at</strong>ed Rel<strong>at</strong>ed ( 1 ) Rel<strong>at</strong>edParties Parties Parties(note n. 39) (note n. 39) (note n. 39)42NON-CURRENT ASSETSTangible assets 6,231 6,370 6,716Intangible assets 1,384 1,393 1,392Shareholdings carried according to equity method 217 217 210 210 229 229Other non-current <strong>financial</strong> assets 54 6 53 5 50 6Deferred tax assets 261 269 289Other non-current assets 79 89 163TOTAL NON-CURRENT ASSETS 8,226 8,384 8,839CURRENT ASSETSInventories 263 340 354Trade receivables 1,849 171 1,907 127 1,912 154Other current assets 473 318 352Current <strong>financial</strong> assets 81 3 27 5 97 84Current tax assets 49 90 8Cash and cash equivalents 710 553 269TOTAL CURRENT ASSETS 3,425 3,235 2,992NON-CURRENT ASSETS HELD FOR SALE 346 – 326 195 2TOTAL ASSETS 11,997 11,945 12,026(1) The compar<strong>at</strong>ive figures for the period January-<strong>June</strong> 2012 have been rest<strong>at</strong>ed to reflect the adoption of Revised IAS 19 “Employee Benefits”.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Balance sheet pursuant to Consob Resolution no. 17221 of March 12, 2010Equity and liabilitiesMillions of euro 06 <strong>30</strong> <strong>2013</strong> of which 12 31 2012 of which 06 <strong>30</strong> 2012 of whichRel<strong>at</strong>ed Rel<strong>at</strong>ed ( 1 ) Rel<strong>at</strong>edParties Parties Parties(note n. 39) (note n. 39) (note n. 39)EQUITYShare capital 1,629 1,629 1,629(Treasury shares) (61) (61) (61)Reserves 1,189 1,018 1,076Net profit for the year – 260 –Net profit for the period 133 – 125Equity pertaining to the Group 2,890 2,846 2,769Minority interests 862 851 849Total equity 3,752 3,697 3,618LIABILITIESNON-CURRENT LIABILITIESNon-current <strong>financial</strong> liabilities 3,506 4,371 4,762Employee benefits 321 325 318Provisions for risks, charges and liabilities for landfills 597 1 611 4 581 2Other non-current liabilities 407 413 378Total non-current liabilities 4,831 5,720 4 6,039 2CURRENT LIABILITIESTrade payables 1,158 39 1,332 34 1,126 26Other current liabilities 732 9 486 8 514 8Current <strong>financial</strong> liabilities 1,452 653 514Tax liabilities 20 8 57Total current liabilities 3,362 2,479 2,211Total liabilities 8,193 8,199 8,250LIABILITIES DIRECTLY ASSOCIATED WITHNON-CURRENT ASSETS HELD FOR SALE 52 49 158 76TOTAL EQUITY AND LIABILITIES 11,997 11,945 12,02643(1) The compar<strong>at</strong>ive figures for the period January-<strong>June</strong> 2012 have been rest<strong>at</strong>ed to reflect the adoption of Revised IAS 19 “Employee Benefits”.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Income st<strong>at</strong>ementpursuant to Consob Resolution no. 17221 of March 12, 2010Millions of euro 01 01 <strong>2013</strong> of which 01 01 2012 of which 01 01 2012 of which06 <strong>30</strong> <strong>2013</strong> Rel<strong>at</strong>ed 06 <strong>30</strong> 2012 Rel<strong>at</strong>ed 12 31 2012 Rel<strong>at</strong>edParties (1) Parties Parties(note 39) (note 39) (note 39)44RevenuesRevenues from the sale of goods and services 2,739 259 3,232 486 6,281 761Other oper<strong>at</strong>ing income 106 58 199Total revenues 2,845 3,290 6,480Oper<strong>at</strong>ing expensesExpenses for raw m<strong>at</strong>erials and services 1,775 22 2,384 376 4,559 447Other oper<strong>at</strong>ing expenses 112 4 133 4 251 9Total oper<strong>at</strong>ing expenses 1,887 2,517 4,810Labour costs 348 2 289 2 602 3Gross oper<strong>at</strong>ing income - EBITDA 610 484 1,068Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion, provisions and write-downs 280 204 567 2Net oper<strong>at</strong>ing income - EBIT 3<strong>30</strong> 280 501Financial balanceFinancial income <strong>30</strong> 13 42 8 58 7Financial expense 118 126 251 1Affili<strong>at</strong>es 7 7 16 16 13 13Total <strong>financial</strong> balance (81) (68) (180)Other non-oper<strong>at</strong>ing income 1 – 3Other non-oper<strong>at</strong>ing expenses (4) – (6)Income before taxes 246 212 318Income taxes 94 94 128Income after taxes from oper<strong>at</strong>ing activities 152 118 190Net result from non-current assets sold or held for sale – 13 81Net profit 152 131 271Minorities (19) (6) (11)GROUP NET PROFIT FOR THE PERIOD/YEAR 133 125 260(1) Compar<strong>at</strong>ive figures for the period January-<strong>June</strong> 2012 have been rest<strong>at</strong>ed to reflect the adoption of Revised IAS 19 “Employee Benefits”.


Notes to the<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong>report


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>General inform<strong>at</strong>ion on<strong>A2A</strong> S.p.A.<strong>A2A</strong> S.p.A. is a company incorpor<strong>at</strong>ed under Italian law.<strong>A2A</strong> S.p.A. and its subsidiaries (the “Group”) oper<strong>at</strong>e both in Italy and abroad, in particular inMontenegro especially following the acquisition which took place in recent years.46The <strong>A2A</strong> Group mainly oper<strong>at</strong>es in the following sectors:• the production, sale and distribution of electricity;• the sale and distribution of gas;• the production, distribution and sale of he<strong>at</strong> through district he<strong>at</strong>ing networks;• waste management (from collection and sweeping to disposal) and the construction andmanagement of integr<strong>at</strong>ed waste disposal plants and systems, also making these availablefor other oper<strong>at</strong>ors;• integr<strong>at</strong>ed w<strong>at</strong>er cycle management.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>The <strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> reportThe <strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report (in the following the “<strong>Half</strong>-<strong>yearly</strong> report”) of the <strong>A2A</strong> Group<strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> is presented in millions of euro; the euro is also the functional currency of theeconomies in which the Group oper<strong>at</strong>es.The <strong>Half</strong>-<strong>yearly</strong> report of the <strong>A2A</strong> Group <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> has been prepared:• in compliance with Legisl<strong>at</strong>ive Decree no. 58/1998 (art. 154-ter) as amended and with theIssuers’ Regul<strong>at</strong>ions published by Consob;• in accordance with the Intern<strong>at</strong>ional Financial <strong>Report</strong>ing Standards (IFRS) issued by theIntern<strong>at</strong>ional Accounting Standard Board (IASB) and approved by the European Union andin particular IAS 34. IFRS means all the revised intern<strong>at</strong>ional accounting standards (IAS)and all the interpret<strong>at</strong>ions of the Intern<strong>at</strong>ional Financial <strong>Report</strong>ing Interpret<strong>at</strong>ionsCommittee (IFRIC), formerly known as the Standing Interpret<strong>at</strong>ions Committee (SIC).47In preparing the <strong>Half</strong>-<strong>yearly</strong> report the Group has applied the same principles as those used inthe prepar<strong>at</strong>ion of the consolid<strong>at</strong>ed annual <strong>financial</strong> report <strong>at</strong> December 31, 2012.The principles and interpret<strong>at</strong>ions described in detail in the paragraph below “Changes inaccounting principle” were adopted for the first time on January 1, <strong>2013</strong>.This <strong>Half</strong>-<strong>yearly</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>, which has been subject to a review by the auditors,was approved by the Management Board on July 31, <strong>2013</strong>, which authorized public<strong>at</strong>ion.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Financial st<strong>at</strong>ementsThe Group has adopted a form<strong>at</strong> for the balance sheet which presents current and noncurrentassets and current and non-current liabilities as separ<strong>at</strong>e classific<strong>at</strong>ions, as requiredby paragraphs 60 and following of IAS 1 (Revised).48The income st<strong>at</strong>ement is presented by n<strong>at</strong>ure, a form<strong>at</strong> which is considered morerepresent<strong>at</strong>ive than a present<strong>at</strong>ion by function. The selected form<strong>at</strong> is in agreement with thepresent<strong>at</strong>ion used by the Group’s major competitors and in line with intern<strong>at</strong>ional practice.The results of ordinary oper<strong>at</strong>ions are shown in the income st<strong>at</strong>ement separ<strong>at</strong>ely fromincome or expense deriving from transactions which are non-recurring in the business'sordinary oper<strong>at</strong>ions, such as gains or losses on the sale of investments and other nonrecurringincome or expense; this makes it easier to measure the effective performance of theGroup’s ordinary oper<strong>at</strong>ing activities.The cash flow st<strong>at</strong>ement has been prepared using the indirect method as permitted by IAS 7.The st<strong>at</strong>ement of changes in equity has been prepared in accordance with IAS 1 (Revised).The form<strong>at</strong>s adopted for the <strong>financial</strong> st<strong>at</strong>ements are the same as those used to prepare theannual consolid<strong>at</strong>ed <strong>financial</strong> st<strong>at</strong>ements <strong>at</strong> December 31, 2012.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Basis of prepar<strong>at</strong>ionThe <strong>Half</strong>-<strong>yearly</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> has been prepared on a historical cost basis, with theexception of those items which under IFRS must be or can be measured <strong>at</strong> fair value, asdiscussed in further detail in the accounting policies.The consolid<strong>at</strong>ion principles, the accounting principles, the accounting policies and themethods of measurement used in the prepar<strong>at</strong>ion of the <strong>Half</strong>-<strong>yearly</strong> report are consistentwith those used to prepare the annual consolid<strong>at</strong>ed <strong>financial</strong> st<strong>at</strong>ements <strong>at</strong> December 31, 2012.49


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in accounting standards50The accounting principles adopted for the first half of <strong>2013</strong> are essentially the same as those usedin the prior year, as indic<strong>at</strong>ed below in the paragraph below “Accounting principles, amendmentsand interpret<strong>at</strong>ions applied by the Group from the current year”. In particular, since reporting isbased on an interim period, the requirements of IAS 34 “Interim Financial <strong>Report</strong>ing” arecomplied with.A summary is provided in the following paragraphs “Accounting principles, amendments andinterpret<strong>at</strong>ions approved by the European Union but applicable after <strong>June</strong> <strong>30</strong>, <strong>2013</strong>” and“Accounting principles, amendments and interpret<strong>at</strong>ions not yet approved by the EuropeanUnion” of the changes th<strong>at</strong> will be adopted in future periods, st<strong>at</strong>ing the expected effects onthe <strong>A2A</strong> Group’s half-<strong>yearly</strong> <strong>financial</strong> report to the extent this is possible.Accounting principles, amendments and interpret<strong>at</strong>ions applied bythe Group from the current yearA series of amendments introduced by intern<strong>at</strong>ional accounting standards andinterpret<strong>at</strong>ions have been applied, none of which however has led to a significant effect on theGroup’s <strong>financial</strong> st<strong>at</strong>ements. The main changes are described in the following:• IAS 1 - “Present<strong>at</strong>ion of Financial St<strong>at</strong>ements” - present<strong>at</strong>ion of Items of OtherComprehensive Income: this amendment, applicable from July 1, 2012, was issued on <strong>June</strong>5, 2012 and regards the classific<strong>at</strong>ion of items in “other comprehensive income” on thebasis of whether they are potentially reclassifiable to profit or loss subsequently;• IFRS 1 “Government Loans”: this amendment, applicable from January 1, <strong>2013</strong>, was issuedon March 12, 2012 and regards government loans <strong>at</strong> a below-market r<strong>at</strong>e of interest. Morespecifically, the amendment requires th<strong>at</strong> a first-time adopter must classify all outstandinggovernment loans received as a <strong>financial</strong> liability or an equity instrument in accordancewith IAS 32 “Financial Instruments: Present<strong>at</strong>ion”. In addition, the amendment st<strong>at</strong>es th<strong>at</strong>a first-time adopter may not recognize the corresponding benefit of a government loan <strong>at</strong>a below-market r<strong>at</strong>e of interest as a government grant;• IFRS 7 “Financial Instruments: Disclosures”: on December 16, 2011 the IASB issued anamendment to this standard “Disclosures - Offsetting Financial Assets and Financial


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in accounting standardsLiabilities” which is applicable retrospectively for annual periods beginning on or afterJanuary 1, <strong>2013</strong>. This amendment requires inform<strong>at</strong>ion to be provided on the effects orpotential effects on the st<strong>at</strong>ement of <strong>financial</strong> position of netting agreements for <strong>financial</strong>assets and liabilities;• IFRS 13 “Fair Value Measurement”: this standard was issued by the IASB on May 12, 2011 andis applicable from January 1, <strong>2013</strong>. IFRS 13 defines fair value, provides guidelines on how tomeasure it and introduces disclosure requirements.The standard does not specify when fair value measurement is applicable but establisheshow it should be calcul<strong>at</strong>ed when it is required by other standards. The new standardapplies to all transactions, both <strong>financial</strong> and non-<strong>financial</strong>, for which intern<strong>at</strong>ionalaccounting standards require or permit fair value measurements, with the exception oftransactions recognized on the basis of IFRS 2 “Share-based Payments”, lease agreementsgoverned by IAS 17 “Leases” and transactions recognized on the basis of “net realizablevalue” as specified in IAS 2 “Inventories” and “value in use” as specified in IAS 36“Impairment of Assets”.The standard defines “fair value” as the “price th<strong>at</strong> would be received to sell an asset orpaid to transfer a liability in an orderly transaction between market participants <strong>at</strong> themeasurement d<strong>at</strong>e”. If transactions can be observed directly in the marketplace, fair valuecan be measured fairly easily; where this is not possible, valu<strong>at</strong>ion techniques are used. Thestandard describes three of these techniques which can be used to measure fair value; thefirst is the market approach, which uses prices and other relevant inform<strong>at</strong>ion gener<strong>at</strong>edby market transactions involving comparable assets and liabilities; the second is theincome approach, which consists in discounting future cash inflows and outflows; thethird is the cost approach, which requires an entity to produce a value th<strong>at</strong> reflects theamount th<strong>at</strong> would be required currently to replace the service capacity of an asset.As regards the disclosures to be provided in the <strong>financial</strong> st<strong>at</strong>ements, IFRS 13 extends thehierarchy of three levels of fair value which vary depending on the input used in the valu<strong>at</strong>iontechniques, as st<strong>at</strong>ed in IFRS 7 “Financial Instruments: Disclosures”, to all assets and liabilitieswithin its scope of applic<strong>at</strong>ion. Certain disclosure requirements vary depending on whetherthe fair value measurement is carried out on a recurring or non-recurring basis: recurringmeans the fair value measurements required by other accounting standards <strong>at</strong> the end of eachreporting period, whereas non-recurring means fair value measurements required in specialcircumstances only;• IAS 12 “Income Taxes: on December 20, 2010, the IASB issued an amendment, applicableretrospectively from January 1, <strong>2013</strong>, which clarifies how to determine deferred tax<strong>at</strong>ionwhen investment property is measured <strong>at</strong> fair value. The amendment introduces therequirement th<strong>at</strong> deferred tax<strong>at</strong>ion rel<strong>at</strong>ing to an investment property measured using thefair value model in IAS 40 “Investment Property” should be calcul<strong>at</strong>ed on the presumption51


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in accounting standardsth<strong>at</strong> the carrying amount of th<strong>at</strong> asset will be recovered entirely through sale. As a result SIC21 “Income Taxes - Recovery of Non-Depreciable Assets” is no longer applicable to th<strong>at</strong>amendment. The standard is applicable retrospectively with no requirement to rest<strong>at</strong>ecompar<strong>at</strong>ive figures;• IFRIC 20 “Stripping Costs in the Production Phase of a Surface Mine”: this interpret<strong>at</strong>ionwas issued by the IASB on October 19, 2011 and is applicable from January 1, <strong>2013</strong>; theinterpret<strong>at</strong>ion considers when and how to account for the costs of removing wastem<strong>at</strong>erials in the production phase of a mine. The interpret<strong>at</strong>ion makes a distinctionbetween the different benefits accruing from waste removal activities, which may consistof the gener<strong>at</strong>ion of usable ore or improved access to real reserves.In the former case, the m<strong>at</strong>erials constitute inventory and the costs in question aretherefore accounted for as such (in compliance with IAS 2 “Inventories”). In the l<strong>at</strong>tercase, the costs are accounted for as non-current assets (stripping activity assets) providedth<strong>at</strong> the future economic benefits associ<strong>at</strong>ed with the improved access to the ore will in alllikelihood flow to the entity.52On March 28, <strong>2013</strong> a set of proposed amendments to IFRSs “Annual Improvements to IFRSs2009 - 2011 Cycle” was approved which had been issued by the IASB in May 2012; theseamendments are applicable retrospectively from January 1, <strong>2013</strong> and more specifically regard:a) IAS 1 “Financial Instruments: Present<strong>at</strong>ion” sets out the criteria for presenting current andnon-current liabilities as separ<strong>at</strong>e classific<strong>at</strong>ions in the balance sheet;b) IAS 16 “Property, Plant and Equipment” clarifies th<strong>at</strong> servicing equipment shall beclassified as property, plant and equipment if used for more than one year, otherwise suchitems shall be classified as inventory;c) IAS 32 “Financial Instruments: Present<strong>at</strong>ion” clarifies the fiscal tre<strong>at</strong>ment for directtax<strong>at</strong>ion arising from distributions to equity holders and from transaction costs on equityinstruments, st<strong>at</strong>ing th<strong>at</strong> this should follow the rules of IAS 12 “Income Taxes”;d) IAS 34 “Interim Financial <strong>Report</strong>ing” addresses segment reporting disclosures; inparticular, it clarifies th<strong>at</strong> total assets for a particular reportable segment shall only bereported if th<strong>at</strong> inform<strong>at</strong>ion is regularly provided to the entity’s chief oper<strong>at</strong>ing decisionmaker and if there has been a m<strong>at</strong>erial change from the amount disclosed in the last<strong>financial</strong> st<strong>at</strong>ements for th<strong>at</strong> reportable segment.The amendment to IAS 19 “Employee Benefits” was approved on <strong>June</strong> 6, 2012 and is applicablefrom January 1, <strong>2013</strong>, and the <strong>A2A</strong> Group has early applied this from January 1, 2012.The changes made in the amendment may be grouped into three main c<strong>at</strong>egories:(i) recognition and present<strong>at</strong>ion in the <strong>financial</strong> st<strong>at</strong>ements;(ii) disclosures;(iii) additional changes.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in accounting standardsThe first c<strong>at</strong>egory of changes concerns defined benefit plans. In particular, the corridormethod used as a means of recognizing actuarial gains and losses has been elimin<strong>at</strong>ed, withthe simultaneous requirement being introduced to recognize “remeasured” items (actuarialgains and losses) in other comprehensive income.The change in the defined benefit oblig<strong>at</strong>ion is then separ<strong>at</strong>ed into the following threecomponents in the income st<strong>at</strong>ement present<strong>at</strong>ion:1. an oper<strong>at</strong>ing component (service cost);2. a <strong>financial</strong> component (finance cost);3. a measurement component (remeasurement cost).As far as disclosures are concerned, in addition to the elimin<strong>at</strong>ion of the disclosure rel<strong>at</strong>ing tothe deferral of the recognition of income components (which is no longer required followingthe elimin<strong>at</strong>ion of the option to select the corridor method), disclosures are required of thefe<strong>at</strong>ures of the plans and the rel<strong>at</strong>ed amounts recognized in the <strong>financial</strong> st<strong>at</strong>ements, the risksinvolved in the plans, which includes a sensitivity analysis for the demographic risk, and detailsof any particip<strong>at</strong>ion in multiemployer pension plans.53Accounting principles, amendments and interpret<strong>at</strong>ions approved bythe European Union but applicable after <strong>June</strong> <strong>30</strong>, <strong>2013</strong>The following principles and interpret<strong>at</strong>ions already approved by the European Union andcurrently not applied by the Group could be adopted in the next few years if the conditionsarise:• IFRS 10 “Consolid<strong>at</strong>ed Financial St<strong>at</strong>ements” was issued by the IASB on May 12, 2011 and isapplicable from January 1, 2014. Unlike IAS 27 “Consolid<strong>at</strong>ed and Separ<strong>at</strong>e FinancialSt<strong>at</strong>ements”, in which control is defined as the power to govern the <strong>financial</strong> andoper<strong>at</strong>ing policies of an entity so as to obtain benefits from its activities, in IFRS 10 aninvestor controls an investee when it is exposed, or has rights, to variable returns from itsinvolvement with the investee and when <strong>at</strong> the same time it has the ability to affect thosereturns through its power over the investee. An investor controls an investee if and only ifthe investor has all of the following:1. the power to direct the relevant activities of the investee;2. the exposure to future returns from the investee;3. the ability to use its power over an investee to affect the investor’s returns.The power to direct activities th<strong>at</strong> significantly affect the results of the subsidiary (relevantactivities) may more easily be exercised through voting rights (including potential votingrights), but also through contractual arrangements. When control is exercised throughvoting rights, relevant activities are represented by oper<strong>at</strong>ing activities (development,


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in accounting standards54purchasing and product sales) and <strong>financial</strong> management activities (obtaining andnegoti<strong>at</strong>ing loans, acquisitions and sales of <strong>financial</strong> assets).Future returns also include dividends, payment for services provided by the parent for thesubsidiary's activities and tax benefits.The third condition for establishing whether control exists regards the interactionbetween the first two conditions. In particular, in certain circumstances an entity may havean interest in a group of the subsidiary's assets and liabilities as part of a legal orcontractual condition. IFRS 10 establishes th<strong>at</strong> to determine the existence of control, thisgroup of assets and liabilities can only be considered a separ<strong>at</strong>e entity if it is economicallysepar<strong>at</strong>e from the entity as a whole, and is therefore a subsidiary for the purposes of theconsolid<strong>at</strong>ed <strong>financial</strong> st<strong>at</strong>ements.Following the introduction of this standard, revised versions of IAS 27 “Separ<strong>at</strong>e FinancialSt<strong>at</strong>ements”, which remains the main reference standard for separ<strong>at</strong>e <strong>financial</strong> st<strong>at</strong>ements,and IAS 28 “Investments in Associ<strong>at</strong>es and Joint Ventures” were issued. The interpret<strong>at</strong>ionSIC 12 “Consolid<strong>at</strong>ion - Special Purpose Entities” has been superseded;• IFRS 11 “Joint Arrangements” was issued by the IASB on May 12, 2011 and is effective fromJanuary 1, 2014. This standard establishes th<strong>at</strong> in a joint arrangement two or more partieshave joint control and decisions regarding relevant activities require the unanimousconsent of the parties.IFRS 11 identifies two different types of joint arrangement:1. joint oper<strong>at</strong>ions;2. joint ventures.The two types differ in the rights and oblig<strong>at</strong>ions of each party to the joint arrangement. Ina joint oper<strong>at</strong>ion, the parties have rights to the assets and oblig<strong>at</strong>ions for the liabilities ofthe arrangement, whereas in a joint venture the parties have rights linked to the net assetsof the arrangement. IFRS 11 requires an entity to fully recognize the assets, liabilities,revenues and expenses rel<strong>at</strong>ing to a joint oper<strong>at</strong>ion on the basis of its interest, while itshould account for a joint venture using the equity method, as required by IAS 28“Investments in Associ<strong>at</strong>es and Joint Ventures”.Joint oper<strong>at</strong>ions are recognized in the same way in both the separ<strong>at</strong>e and consolid<strong>at</strong>ed<strong>financial</strong> st<strong>at</strong>ements, with an entity recognizing the assets, liabilities, revenues andexpenses on the basis of its interest; joint ventures and investments in subsidiaries andassoci<strong>at</strong>es on the other hand may be recognized in the separ<strong>at</strong>e <strong>financial</strong> st<strong>at</strong>ementseither <strong>at</strong> cost or on the basis of IFRS 9 “Financial Instruments” (and IAS 39 “FinancialInstruments: Recognition and Measurement”), as also specified in IAS 27 “Separ<strong>at</strong>eFinancial St<strong>at</strong>ements”. As regards disclosures for the purpose of completeness,reference should be made to the new IFRS 12 “Disclosures of Interests in OtherEntities”.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in accounting standards• IFRS 12 “Disclosure of Interests in Other Entities” was issued by the IASB on May 12, 2011and is applicable from January 1, 2014. This standard establishes the minimum disclosurerequirements, combining them with those established by other standards, th<strong>at</strong> entitiesmust provide about all types of interests, including those in a subsidiary, a jointarrangement, an associ<strong>at</strong>e, a special-purpose entity or an unconsolid<strong>at</strong>ed vehicle;• IAS 27 (Revised) “Separ<strong>at</strong>ed Financial St<strong>at</strong>ements” was issued by the IASB on May 12, 2011and is applicable from January 1, 2014; a revised version of IAS 27 was issued <strong>at</strong> the sametime as IFRS 10 “Consolid<strong>at</strong>ed Financial St<strong>at</strong>ements” was introduced, which retains its roleas the general standard of reference for separ<strong>at</strong>e <strong>financial</strong> st<strong>at</strong>ements. This standardapplies to the measurement of investments in subsidiaries, associ<strong>at</strong>es and joint ventures inthe separ<strong>at</strong>e <strong>financial</strong> st<strong>at</strong>ements of the parent. Joint ventures, as is also the case forinvestments in subsidiaries and associ<strong>at</strong>es, may be recognized in the separ<strong>at</strong>e <strong>financial</strong>st<strong>at</strong>ements either <strong>at</strong> cost or on the basis of IFRS 9 “Financial Instruments” (and IAS 39“Financial Instruments: Recognition and Measurement”). When, in accordance with IFRS10 “Consolid<strong>at</strong>ed Financial St<strong>at</strong>ements”, a parent elects not to prepare consolid<strong>at</strong>ed<strong>financial</strong> st<strong>at</strong>ements, in its separ<strong>at</strong>e <strong>financial</strong> st<strong>at</strong>ements it must disclose inform<strong>at</strong>ionabout its investments in subsidiaries, associ<strong>at</strong>es and joint ventures, their principal placesof business (and their registered offices if different), their activities, the ownershipinterest in each individual investee and a description of the method used to account forthe investment;• IAS 28 (Revised) “Investments in Associ<strong>at</strong>es and Joint Ventures” was issued by the IASB onMay 12, 2011 and is applicable from January 1, 2014; a revised version of IAS 28 was issued <strong>at</strong>the same time as IFRS 10 “Consolid<strong>at</strong>ed Financial St<strong>at</strong>ements” was introduced, whosescope is to prescribe the accounting for investments in associ<strong>at</strong>es and joint ventures. Anentity th<strong>at</strong> exercises joint control or has significant influence over another entity mustaccount for its investment using the equity method;• IAS 32 “Financial Instruments: Present<strong>at</strong>ion” was issued by the IASB on December 16, 2011and is applicable retrospectively for annual periods beginning on or after January 1, 2014.This amendment clarifies the applic<strong>at</strong>ion of certain criteria for offsetting the <strong>financial</strong>assets and liabilities included in IAS 32.55Accounting principles, amendments and interpret<strong>at</strong>ions not yetapproved by the European UnionThe following standards and interpret<strong>at</strong>ions have not been applied, since <strong>at</strong> the present time thecompetent bodies of the European Union have still to complete their approval process.• IFRS 9 “Financial Instruments”: applicable retrospectively from January 1, 2015(applic<strong>at</strong>ion was previously set as from January 1, <strong>2013</strong>), this standard represents the first


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in accounting standards56of a three-stage process whose scope is to fully replace IAS 39 “Financial Instruments:Recognition and Measurement” and introduces new criteria for classifying and measuring<strong>financial</strong> assets and liabilities. The main changes introduced by IFRS 9 may be summarizedas follows: <strong>financial</strong> assets are classified into two c<strong>at</strong>egories alone - “<strong>at</strong> fair value” or “<strong>at</strong>amortized cost”. As a result, the c<strong>at</strong>egories “loans and receivables”, “available-for-sale<strong>financial</strong> assets” and “held-to-m<strong>at</strong>urity investments” disappear. Classific<strong>at</strong>ion within thetwo c<strong>at</strong>egories is carried out on the basis of an entity’s business model and the contractualcash flow characteristics of the <strong>financial</strong> asset. A <strong>financial</strong> asset is measured <strong>at</strong> amortizedcost if both of the following requirements are met: the objective of the entity’s businessmodel is to hold assets to collect contractual cash flows (and therefore in substance not toearn trading profits) and the characteristics of the cash flows of the asset are solelypayments of principal and interest. A <strong>financial</strong> asset is measured <strong>at</strong> fair value if it is notmeasured <strong>at</strong> amortized cost. The rules for accounting for embedded deriv<strong>at</strong>ives havebeen simplified: separ<strong>at</strong>e accounting for the embedded deriv<strong>at</strong>ive and the <strong>financial</strong> asset“hosting” it is no longer required.All equity instruments - listed or unlisted - must be measured <strong>at</strong> fair value. IAS 39established on the other hand th<strong>at</strong> unlisted equity instruments should be valued <strong>at</strong> cost iffair value could not be reliably measured.An entity has the option of presenting changes in the fair value of equity instruments th<strong>at</strong>are not held for trading in equity; th<strong>at</strong> option is not permitted for equity instruments th<strong>at</strong>are held for trading. This design<strong>at</strong>ion is permitted on initial recognition, may be adoptedfor each individual instrument and is irrevocable. If an election is made for this option,changes in the fair value of these instruments may never be reclassified from equity toprofit or loss. Dividends on the other hand continue to be recognized in profit or loss.IFRS 9 does not permit reclassific<strong>at</strong>ions between the two c<strong>at</strong>egories of <strong>financial</strong> assetexcept in the rare case of a change in an entity’s business model. In this case the effects ofthe reclassific<strong>at</strong>ion are applied prospectively.The disclosures required to be made in the notes have been adjusted to the classific<strong>at</strong>ionand measurements rules introduced by IFRS 9;• IAS 36 “Impairment of Assets”: the amendments to IAS 36, which are applicable fromJanuary 1, 2014, were issued on May 29, <strong>2013</strong> and regard the disclosures required onrecognizing impairment losses when the recoverable amount of impaired assets is basedon fair value less costs of disposal. The amendments remove the requirement to disclosethe recoverable amount of assets when the cash gener<strong>at</strong>ing unit (CGU) includes goodwillor intangible assets with indefinite useful lives but the asset is not impaired. In addition,disclosures are required of the recoverable amount of an asset or CGU and the way inwhich fair value less costs of disposal has been calcul<strong>at</strong>ed when an impairment loss hasbeen recognized for the asset;


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in accounting standards• IAS 39 “Financial Instruments: Recognition and Measurement”: the amendments to thisstandard, issued on <strong>June</strong> 27, <strong>2013</strong>, regard the accounting for deriv<strong>at</strong>ives which have beendesign<strong>at</strong>ed as hedging instrument if there is nov<strong>at</strong>ion of the counterparty. Before theintroduction of these amendments, if a deriv<strong>at</strong>ive which had been design<strong>at</strong>ed as a hedginginstrument was nov<strong>at</strong>ed, IAS 39 required an interruption to cash flow hedge accounting onthe assumption th<strong>at</strong> the nov<strong>at</strong>ion led to the conclusion and extinguishment of the preexistinghedging instrument. These amendments are applicable retrospectively fromJanuary 1, 2014;• IFRS 10, IFRS 12 and IAS 27: the amendments to these standards, issued in October 2012,regard the exclusion from the consolid<strong>at</strong>ion scope of the majority of companies controlledby funds or similar bodies, requiring th<strong>at</strong> these be measured <strong>at</strong> “fair value through profitor loss”. The amendments also regard IFRS 12 on the question of disclosures made byinvestment companies;• IFRIC 21 “Levies”: this interpret<strong>at</strong>ion of IAS 37 “Provisions, Contingent Liabilities andContingent Assets” was issued on May 20, <strong>2013</strong> and regards the accounting for leviesimposed by governments which do not fall within the scope of IAS 12 “Income Taxes”. IAS37 “Provisions, Contingent Liabilities and Contingent Assets” sets out criteria for therecognition of a liability, one of which is the requirement for the entity to have a presentoblig<strong>at</strong>ion as a result of a past event (known as an oblig<strong>at</strong>ing event). The interpret<strong>at</strong>ionclarifies th<strong>at</strong> the oblig<strong>at</strong>ing event th<strong>at</strong> gives rise to a liability to pay a levy is the activitydescribed in the legisl<strong>at</strong>ion th<strong>at</strong> triggers the payment of the levy. The interpret<strong>at</strong>ion isapplicable from January 1, 2014.57


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Scope of consolid<strong>at</strong>ionThe <strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report of the <strong>A2A</strong> Group <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> includes the figures of theparent <strong>A2A</strong> S.p.A. and those of the subsidiaries over which <strong>A2A</strong> S.p.A. holds, directly orindirectly, the majority of the voting rights which may be exercised <strong>at</strong> an ordinaryshareholders’ meeting. In addition, companies in which the parent exercises joint control withother entities (joint ventures) and those over which it has a significant influence areconsolid<strong>at</strong>ed using the equity method.58Following the establishment of Chi.Na.Co S.r.l. in May <strong>2013</strong> as part of the purchase and saleagreement entered into by <strong>A2A</strong> S.p.A. and the BKW group, as discussed further in the section“Significant events for the Group after <strong>June</strong> <strong>30</strong>, <strong>2013</strong>”, the l<strong>at</strong>ter, a wholly owned subsidiary ofthe parent company <strong>A2A</strong> S.p.A., entered the consolid<strong>at</strong>ion scope.In addition, the merger of Delmi S.p.A. into Edipower S.p.A. took effect on January 1, <strong>2013</strong>.Neither of the above transactions represents a real change in the consolid<strong>at</strong>ion scope, as theydid not lead to any differences in the consolid<strong>at</strong>ion perimeter as far as consolid<strong>at</strong>ed assets andliabilities are concerned.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ion policies andproceduresConsolid<strong>at</strong>ion policiesSubsidiariesThe consolid<strong>at</strong>ion scope of the <strong>A2A</strong> Group comprises the parent <strong>A2A</strong> S.p.A. and the companiesover which it exercises direct or indirect control, including the case when the holding is less than50%.. Subsidiaries are consolid<strong>at</strong>ed from the d<strong>at</strong>e on which the Group effectively acquirescontrol and cease to be consolid<strong>at</strong>ed on a line-by-line basis from the d<strong>at</strong>e on which control istransferred to a company outside the Group.59Associ<strong>at</strong>es and joint venturesInvestments in associ<strong>at</strong>es, namely those in which the <strong>A2A</strong> Group has a considerable interestand is able to exercise significant influence, and those over which <strong>A2A</strong> has joint controltogether with other entities (joint ventures) are accounted for using the equity method. Gainsand losses <strong>at</strong>tributable to the Group are recognized in the <strong>financial</strong> st<strong>at</strong>ements from the d<strong>at</strong>eon which significant influence or joint control commences.In the event th<strong>at</strong> the loss <strong>at</strong>tributable to the Group exceeds the carrying amount of aninvestment, the carrying amount is reduced to zero and any excess loss is provided for to theextent th<strong>at</strong> the Group has legal or constructive oblig<strong>at</strong>ions to make good the associ<strong>at</strong>e’s lossesor, in any case, to make payments on its behalf.Potential voting rightsIf the <strong>A2A</strong> Group holds call options on shares or other equity instruments th<strong>at</strong> representcapital (warrants) th<strong>at</strong> are convertible into ordinary shares or similar instruments having thepotential, if exercised or converted, to give the Group voting rights or reduce the voting rightsof third parties (“potential voting rights”), such potential voting rights are taken intoconsider<strong>at</strong>ion when assessing whether or not the Group has the power to govern or influenceanother company's <strong>financial</strong> and oper<strong>at</strong>ing policies.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ion policies and proceduresTre<strong>at</strong>ment of put options on the shares of subsidiariesThe Group has granted put options to minority shareholders which entitle them to require the<strong>A2A</strong> Group to purchase the shares they own <strong>at</strong> a future d<strong>at</strong>e.60Paragraph 23 of IAS 32 st<strong>at</strong>es th<strong>at</strong> a contract th<strong>at</strong> contains an oblig<strong>at</strong>ion for an entity topurchase shares for cash or another <strong>financial</strong> asset gives rise to a <strong>financial</strong> liability for thepresent value of the exercise price of the option.As a result, therefore, if the Group does not have the unconditional right to avoid the deliveryof cash or other <strong>financial</strong> instruments when a put option on the shares of subsidiaries isexercised, a liability must be recognized.In the absence of specific recommend<strong>at</strong>ions made by the accounting standards adopted, the<strong>A2A</strong> Group (i) considers th<strong>at</strong> the shares th<strong>at</strong> are the object of the put option have already beenacquired, even in the case th<strong>at</strong> the risks and rewards connected with the ownership of theshares remain with the minority shareholders and they continue to be exposed to equity risk;(ii) recognizes the liability arising from the oblig<strong>at</strong>ion and any changes in the liability th<strong>at</strong> donot depend on the simple passage of time (the unwinding of the discounting of the exerciseprice), with a counter-entry to equity; (iii) recognizes the l<strong>at</strong>ter in profit or loss.Consolid<strong>at</strong>ion policiesGeneral procedureThe <strong>financial</strong> st<strong>at</strong>ements of the subsidiaries, associ<strong>at</strong>es and joint ventures consolid<strong>at</strong>ed by the<strong>A2A</strong> Group are prepared <strong>at</strong> the end of each reporting period using the same accountingpolicies as the parent. Any items recognized by using different accounting principles areadjusted during the consolid<strong>at</strong>ion process to bring them into line with Group accountingpolicies. All intragroup balances and transactions, including any unrealized profits arisingfrom transactions between Group companies, are fully elimin<strong>at</strong>ed.In preparing the <strong>Half</strong>-<strong>yearly</strong> <strong>Report</strong> the assets, liabilities, income and expenses of thecompanies being consolid<strong>at</strong>ed are included in their entirety on a line-by-line basis, with theportion of equity and net income for the period <strong>at</strong>tributable to minority interests being st<strong>at</strong>edsepar<strong>at</strong>ely in the balance sheet and income st<strong>at</strong>ement.The carrying amount of the investment in each subsidiary is elimin<strong>at</strong>ed against thecorresponding share of its net equity, including any adjustments to fair value <strong>at</strong> the acquisitiond<strong>at</strong>e; any differences arising are accounted for in accordance with IFRS 3.Transactions with minority interests which do not lead to the loss of control in consolid<strong>at</strong>edcompanies are accounted for using the economic entity view approach.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ion policies and proceduresProcedure for the consolid<strong>at</strong>ion of assets and liabilities held for sale(IFRS 5)In the case of particularly large amounts and solely in connection with non-current assetsand liabilities held for sale, and only in this case, in accordance with IFRS 5 the rel<strong>at</strong>iveintragroup <strong>financial</strong> receivables and payables are not elimin<strong>at</strong>ed in order to provide a clearpresent<strong>at</strong>ion of the <strong>financial</strong> impact of a possible disposal.Effect on the consolid<strong>at</strong>ion procedures of certain agreementsinvolving the shares or quotas of Group companiesa) Rights granted to the <strong>financial</strong> shareholders (Mediobanca, Fondazione CRT andBanca Popolare di Milano)On May 24, 2012, <strong>A2A</strong> S.p.A., the other shareholders of Edipower S.p.A. (formerly Delmi S.p.A.)and Iren Energia S.p.A. (a current shareholder of Edipower S.p.A.) signed a frameworkagreement concerning the governance of Edipower S.p.A. and its oper<strong>at</strong>ing model. Thisframework agreement has a dur<strong>at</strong>ion of 5 years and renews autom<strong>at</strong>ically unless expresslytermin<strong>at</strong>ed.61The framework agreement also includes provisions regarding the circul<strong>at</strong>ion of EdipowerS.p.A. shares (e.g. lock-up, pre-emptive, acceptance, right to joint sale and right to purchaseclauses) and divestment from Edipower S.p.A..As concerns this final point, beginning on the d<strong>at</strong>e of the third anniversary of the merger theparties in the framework agreement are required to come together to verify, in good faith, ifthe necessary conditions exist for listing the shares in Edipower S.p.A., including by way ofmergers with other listed companies. In the event of a listing, the <strong>financial</strong> shareholders ofEdipower S.p.A., namely Mediobanca, Fondazione CRT and BPM, shall be entitled to placetheir own equity investments on the market with priority over the other parties to theframework agreement.Should the company not be listed within 48 months of the effective d<strong>at</strong>e of the merger,Mediobanca, Fondazione CRT and BPM shall each have the right to liquid<strong>at</strong>e their entire equityinterest in Edipower S.p.A. in exchange for payment of the fair value of said investment, to bepaid in kind by assignment of a business unit to be selected by the board of directors ofEdipower S.p.A.. Should this procedure not be completed, for any reason, within 50 months ofthe d<strong>at</strong>e of the merger, Mediobanca, Fondazione CRT and BPM shall each have a put option <strong>at</strong>fair value on their holding which can be exercised with the other shareholders of EdipowerS.p.A. subsequent to the merger, in proportion to the equity interest each shareholder ownsin Edipower S.p.A..


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ion policies and proceduresThe signing of the framework agreement and the rights consequently granted to the <strong>financial</strong>shareholders (Mediobanca, Fondazione CRT and BPM) have been deemed to be put optionson non-controlling interests and have been recognized in accordance with paragraph 23 of IAS32. This standard st<strong>at</strong>es th<strong>at</strong> a contract th<strong>at</strong> contains an oblig<strong>at</strong>ion for an entity to purchaseshares for cash or for another <strong>financial</strong> asset gives rise to a <strong>financial</strong> liability for the presentvalue of the exercise price of the option.The <strong>A2A</strong> Group therefore considers the shares involved in the put options to have alreadybeen purchased, even though the other shareholders maintain the risks and benefitsconnected with ownership of the shares and they continue to be exposed to the rel<strong>at</strong>ed equityrisk, and has recognized the liability resulting from this oblig<strong>at</strong>ion. Any subsequent changes inthe liability th<strong>at</strong> are not rel<strong>at</strong>ed to the mere unwinding of the present value of the exerciseprice will be recognized in equity.b) Exchange agreement between <strong>A2A</strong> S.p.A. and Dolomiti Energia S.p.A.62On March 15, 2012, <strong>A2A</strong> S.p.A. and Dolomiti Energia S.p.A. signed an agreement whichestablishes swap rights in favour of Dolomiti Energia S.p.A.. Specifically, this exchangeagreement st<strong>at</strong>es th<strong>at</strong> Dolomiti Energia S.p.A. shall have the right to exchange its shares inEdipower S.p.A. with the shares held by <strong>A2A</strong> S.p.A. in Dolomiti Energia S.p.A. and with certainassets of <strong>A2A</strong> S.p.A. which are yet to be determined. Should the fair value of the assets involvedin the exchange be less than 16 million euro, there is to be a cash payment for the difference.Dolomiti Energia S.p.A. may exercise this swap right <strong>at</strong> any time during the 180-day periodbeginning from the end of the 24th month subsequent to the d<strong>at</strong>e on which the exchangeagreement was signed, unless this exercise d<strong>at</strong>e is moved forward in the event th<strong>at</strong> <strong>A2A</strong> S.p.A.should exercise the right to acquire the shares in Edipower S.p.A. in accordance withshareholder agreements or the bylaws.The signing of the exchange agreement and the consequent granting of rights to DolomitiEnergia S.p.A. have been considered to be a put option on a non-controlling interest and havebeen recognized for accounting purposes as described above.c) Option agreement between <strong>A2A</strong> S.p.A. and Società Elettrica Alto<strong>at</strong>esina S.p.A.(SEL)On May 24, 2012, <strong>A2A</strong> S.p.A. signed an option agreement with Società Elettrica Alto<strong>at</strong>esina (SEL)S.p.A. concerning a portion of the shares held in Edipower S.p.A. following the merger of the twocompanies; this merger became effective on January 1, <strong>2013</strong> based on the deed signed onDecember 18, 2012.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ion policies and proceduresSEL S.p.A. holds a 6.75% equity interest in Edipower S.p.A. following the merger.The option agreement st<strong>at</strong>es th<strong>at</strong> SEL S.p.A. has a put option (the right to sell) and <strong>A2A</strong> S.p.A. hasa call option (the right to buy) on the shares held by SEL S.p.A. in Edipower S.p.A..SEL S.p.A. may exercise its put option during the 3-month period prior to May 24, 2017, and<strong>A2A</strong> S.p.A. may exercise its call option during th<strong>at</strong> same 3-month period. The exercise price ofthese options is made up of a fixed portion and a variable portion to be based on the fair valueof the shares involved in the options as <strong>at</strong> the exercise d<strong>at</strong>e.The signing of the option agreement and the consequent granting of rights to SEL S.p.A. havebeen considered to be a put option on a non-controlling interest and have been recognized foraccounting purposes as described above.As a result of the agreements described under points (a), (b) and (c) above, the <strong>Half</strong>-<strong>yearly</strong>report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> includes a liability to Dolomiti Energia S.p.A., SEL S.p.A. and the<strong>financial</strong> shareholders of Edipower S.p.A., for the potential exercising of the put options onEdipower S.p.A. shares, totaling approxim<strong>at</strong>ely <strong>30</strong>4 million euro. On the initial recognition ofthe put option <strong>at</strong> a carrying amount of 284 million the counter-entry was recorded as aminority interest in equity. The subsequent increase of 20 million euro, of which 3 million euroin the first half of <strong>2013</strong>, has been recorded with a counter-entry to equity pertaining to theGroup. The change in value of the put option due to the passage of time has been recognizedin profit or loss.63d) Priv<strong>at</strong>e agreement between <strong>A2A</strong> S.p.A., <strong>A2A</strong> Trading S.r.l., Iren S.p.A., Iren EnergiaS.p.A. and Iren Merc<strong>at</strong>o S.p.A.On May 15, 2012, <strong>A2A</strong> S.p.A., <strong>A2A</strong> Trading S.r.l., Iren S.p.A., Iren Energia S.p.A. and Iren Merc<strong>at</strong>oS.p.A. signed a priv<strong>at</strong>e agreement concerning the potential exit of the Iren Group from theownership of Edipower S.p.A. and subsequently amended this agreement on May 21, 2012.Specifically, this priv<strong>at</strong>e agreement grants <strong>A2A</strong> S.p.A. and Iren S.p.A. the right in January <strong>2013</strong>and January 2014 to call for a spin-off from Edipower S.p.A. of a group of thermal andhydroelectric power gener<strong>at</strong>ion assets having a value essentially equivalent to the interest inEdipower S.p.A. held by Iren S.p.A. and Iren Energia S.p.A., with the alloc<strong>at</strong>ion of these assets toIren S.p.A. and Iren Energia S.p.A..Regarding the recognition of this transaction, the rights granted to Iren S.p.A. and Iren EnergiaS.p.A. do not entail any oblig<strong>at</strong>ion for the <strong>A2A</strong> Group to make any payment either in cash or byway of the transfer of other <strong>financial</strong> assets. In fact given th<strong>at</strong> Iren S.p.A. has exercised itsrights, the <strong>A2A</strong> Group must provide a group of assets as described in the priv<strong>at</strong>e agreement(and make payment in cash of any balance) in exchange for the equity interests in Edipower


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ion policies and proceduresS.p.A. held by Iren S.p.A. and Iren Energia S.p.A.. For this reason no liability has been recognizedin the <strong>Half</strong>-<strong>yearly</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> for the exchange of the options th<strong>at</strong> have beengranted.Given the above m<strong>at</strong>ters, as discussed in the section “Significant events during the period” onFebruary 6, <strong>2013</strong>, in conjunction with the present<strong>at</strong>ion of the <strong>2013</strong>-2015 business plan, the IrenGroup announced its intention to exercise the put option th<strong>at</strong> envisages the relinquishing ofits interest in Edipower S.p.A. in exchange for the assignment of the group of thermal andhydroelectric power gener<strong>at</strong>ion assets.64As a result of the above the <strong>A2A</strong> Group has reclassified these assets to non-current assets heldfor sale in accordance with IFRS 5.On <strong>June</strong> 28, <strong>2013</strong>, in execution of the agreements reached between <strong>A2A</strong> S.p.A. and Iren S.p.A.on the purchase of Edipower S.p.A. completed in May 2012, and as a consequence of theexercising of the rights envisaged therein by Iren S.p.A., which occurred in February <strong>2013</strong>, theextraordinary shareholders’ meetings of Edipower S.p.A. and Iren Energia S.p.A. approved theproject for the non-proportional demerger of Edipower S.p.A..Under this oper<strong>at</strong>ion a group of net assets is assigned to Iren Energia S.p.A. consisting of theTurbigo thermoelectric plant and the Tusciano hydroelectric complex, the staff working inthose plants, the assets and liabilities <strong>at</strong>tributable to the plants and a loan of 44.8 million euro.After the demerger the Iren Group will no longer be a shareholder of Edipower S.p.A..After the time limits laid down by law are met and once the formalities required for signing thedemerger deed are completed, the oper<strong>at</strong>ion will become effective in the fourth quarter of<strong>2013</strong>; an adjustment mechanism will come into oper<strong>at</strong>ion based on the balance sheet <strong>at</strong> theeffect d<strong>at</strong>e of the demerger.e) Option granted to the Municipality of Varese for the sale of 9.8% of Aspem S.p.A.<strong>A2A</strong> S.p.A. holds 90% of the shares of Aspem S.p.A., a company th<strong>at</strong> provides local publicservices in the city of Varese and in other towns in the province of Varese.Under the shareholders’ agreement of January 15, 2009 between <strong>A2A</strong> S.p.A. and theMunicipality of Varese, <strong>at</strong> the end of a three-year period of non-transferability of the shares ofAspem S.p.A., starting from the d<strong>at</strong>e of the shareholders’ agreement, the Municipality ofVarese had the right, but not the oblig<strong>at</strong>ion, to sell (put option) 9.8% of the share capital ofAspem S.p.A. to <strong>A2A</strong> S.p.A..In accordance with paragraph 23 of IAS 32, the Group has recognized the present value of theestim<strong>at</strong>ed outlay which it will not be able to avoid if the option is exercised as a liability, with acounter-entry to equity.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ion policies and proceduresf) EPCG - Montenegro government optionsAs a result of the agreement signed in 2009 with <strong>A2A</strong> S.p.A. on the acquisition of theinvestment of 43.7% in the capital of EPCG by the Italian listed company, the Montenegrogovernment holds a call option on this interest which, depending on whether certainquantit<strong>at</strong>ive targets or specific indic<strong>at</strong>ors are reached, may already be exercised from thisyear <strong>at</strong> a price higher than the carrying amount in the <strong>financial</strong> st<strong>at</strong>ements <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>.Key figures <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> and <strong>June</strong> <strong>30</strong>, 2012 for joint ventures(consolid<strong>at</strong>ed <strong>at</strong> equity)Key figures <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Millions of euroEcodecoGroupcompanies50% (*)INCOME STATEMENTRevenues from the sale of goods and services 5.0Gross oper<strong>at</strong>ing income 0.4% of net revenues 7.6%Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and write-downs 0.7Net oper<strong>at</strong>ing income (loss) (0.3)Result for the period (0.3)BALANCE SHEETTotal assets 13.5Net equity 0.9Net (debt) 2.0(*) Bellisolina S.r.l., Bergamo Pulita S.r.l. and Sed S.r.l..65Key figures <strong>at</strong> <strong>June</strong> <strong>30</strong>, 2012 Ecodeco MetamerMillions of euro Group 50%companies50% (*)INCOME STATEMENTRevenues from the sale of goods and services 5.5 6.5Gross oper<strong>at</strong>ing income 0.2 0.2% of net revenues 3.1% 3.1%Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and write-downs 0.5 -Net oper<strong>at</strong>ing income (loss) (0.3) 0.2Result for the period (0.3) 0.1BALANCE SHEETTotal assets 14.8 6.5Net equity 1.4 1.5Net debt (3.4) 3.0(*) Bellisolina S.r.l., Bergamo Pulita S.r.l. and Sed S.r.l..


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ion policies and proceduresSeasonal n<strong>at</strong>ure of the businessGiven the n<strong>at</strong>ure of the Group's ordinary activities, the interim results are liable to change as aresult of the we<strong>at</strong>her experienced during the period.In this respect reference should be made to the comments on performance by sectorpresented below.66


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Consolid<strong>at</strong>ion policies and procedures67


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Results sector by sectorMillions of euro Energy Environment01 01 13 01 01 12 01 01 13 01 01 1206 <strong>30</strong> 13 06 <strong>30</strong> 12 06 <strong>30</strong> 13 06 <strong>30</strong> 1268Revenues 2,199 2,654 448 434– of which inter-sector 107 107 50 36Gross oper<strong>at</strong>ing income 293 167 155 140% of revenues 13.3% 6.3% 34.6% 32.3%Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion, provisions and write-downs (172) (93) (32) (43)Net oper<strong>at</strong>ing income 121 74 123 97% of revenues 5.5% 2.8% 27.5% 22.4%Net <strong>financial</strong> income/expenseNon-oper<strong>at</strong>ing income/expensesIncome before taxesIncome taxesResult after fax from oper<strong>at</strong>ing activitiesNet result from non-current assets sold or held for saleMinorityGroup net income for the periodGross investments ( 1 ) 31 2,138 ( a ) 18 17(1) See “Investments” in the schedules in Notes 1 and 2 to the balance sheet on tangible and intangible assets.(*) The compar<strong>at</strong>ive figures for the period January - <strong>June</strong> 2012 have been recalcul<strong>at</strong>ed to reflect the applic<strong>at</strong>ion of Revised IAS 19“Employee Benefits”.(a) Includes the effect of first-time consolid<strong>at</strong>ion of Edipower S.p.A. for 2,133 million euro.(b) Includes the acquisition of the Tecnovalore business for 7 million euro.(c) Includes advance payments for 3 million euro.Millions of euro Energy Environment06 <strong>30</strong> 13 12 31 12 06 <strong>30</strong> 13 12 31 12Tangible assets 3,820 3,960 448 460Intangible assets 59 63 36 36Trade receivables and current <strong>financial</strong> assets 1,297 1,578 298 272Trade payables and current <strong>financial</strong> liabilities 911 1,265 218 209


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Results sector by sectorHe<strong>at</strong> & Services Networks Other Services and Elimin<strong>at</strong>ions Total GroupCorpor<strong>at</strong>e01 01 13 01 01 12 01 01 13 01 01 12 01 01 13 01 01 12 01 01 13 01 01 12 01 01 13 01 01 1206 <strong>30</strong> 13 06 <strong>30</strong> 12 06 <strong>30</strong> 13 06 <strong>30</strong> 12 06 <strong>30</strong> 13 06 <strong>30</strong> 12 06 <strong>30</strong> 13 06 <strong>30</strong> 12 06 <strong>30</strong> 13 06 <strong>30</strong> 12(*)205 185 361 363 115 123 (483) (469) 2,845 3,29022 25 194 189 110 112 (483) (469)57 44 121 134 (16) (1) 610 48427.8% 23.8% 33.5% 36.9% (13.9%) (0.8%) 21.4% 14.7%(8) (18) (52) (54) (16) 4 (280) (204)49 26 69 80 (32) 3 3<strong>30</strong> 28023.9% 14.1% 19.1% 22.0% (27.8%) 2.4% 11.6% 8.5%(81) (68)(3) –246 212(94) (94)152 118– 13(19) (6)133 12513 26 ( b ) 50 56 ( c ) 6 12 - - 118 2,24969He<strong>at</strong> & Services Networks Other Services and Elimin<strong>at</strong>ions Total GroupCorpor<strong>at</strong>e06 <strong>30</strong> 13 12 31 12 06 <strong>30</strong> 13 12 31 12 06 <strong>30</strong> 13 12 31 12 06 <strong>30</strong> 13 12 31 12 06 <strong>30</strong> 13 12 31 12493 492 1,331 1,343 244 221 (105) (106) 6,231 6,37036 38 1,363 1,364 79 83 (189) (191) 1,384 1,393128 148 357 401 154 113 (<strong>30</strong>4) (578) 1,9<strong>30</strong> 1,93483 114 260 275 1,437 702 (299) (580) 2,610 1,985


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheetASSETS1) Tangible assets70Millions of euro Balance Changes during the period Balance<strong>at</strong><strong>at</strong>12 31 2012 Investm./ Other Disposals Write- Deprecia- Total 06 <strong>30</strong> <strong>2013</strong>Acquisit. changes and sales downs tion changesLand 249 (2) (1) (3) 246Buildings 1,064 1 (2) (20) (21) 1,043Plant and machinery 4,816 32 38 (3) (177) (110) 4,706Industrial and commercial equipment 40 2 (2) 40Other assets 58 5 2 (7) 58Landfills 14 4 4 (1) (2) 5 19Construction in progress and advances 109 44 (53) (9) 100Leasehold improvements 13 1 (1) 13Leased assets 7 (1) (1) 6Total 6,370 89 (13) (3) (2) (210) (139) 6,231of which:Historical cost 9,737 89 (18) (6) (2) 63 9,800Accumul<strong>at</strong>ed depreci<strong>at</strong>ion (3,367) 5 3 (210) (202) (3,569)“Tangible assets” amounted to 6,231 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> (6,370 million euro <strong>at</strong>December 31, 2012), representing a net decrease of 139 million euro.The following changes took place during the period:• an increase of 89 million euro due to investments, as described in further detail below;• a decrease of 13 million euro due to other changes rel<strong>at</strong>ing mainly to reclassific<strong>at</strong>ions toother items;• a decrease of 3 million euro for disposals, net of accumul<strong>at</strong>ed depreci<strong>at</strong>ion;• a decrease of 2 million euro per for write-downs made during the period;• a decrease of 210 million euro for the depreci<strong>at</strong>ion charge for the period.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheetInvestments may be analyzed as follows:• there was an increase of 29 million euro in the energy sector of which 6 million euroregarded work carried out <strong>at</strong> the Monfalcone and Calabria unit power st<strong>at</strong>ions; 1 millioneuro work carried out <strong>at</strong> the Cassano d’Adda, Braulio, Premadio, Lovero, Stazzona andGrosio power st<strong>at</strong>ions; 1 million euro work carried out <strong>at</strong> the Gissi power st<strong>at</strong>ion; 19 millioneuro for investments made by Edipower S.p.A.; and 2 million euro for investments made bythe EPCG Group;• investments of 13 million euro in the he<strong>at</strong> sector regarded the development of the districthe<strong>at</strong>ing network in the Milan, Brescia and Bergamo areas for 11 million euro andextraordinary maintenance and development work on the plants in the Milan, Brescia andBergamo areas for 2 million euro;• the investments of 18 million euro in the environment sector rel<strong>at</strong>e to work carried out onthe waste to energy plants for 4 million euro, development and maintenance work on thewaste tre<strong>at</strong>ment and disposal plants for 9 million euro and the purchase of equipment for1 million euro and of vehicles for waste collection for 4 million euro;• investments in the networks sector amounted to 27 million euro (of which 9 million euromade by the EPCG Group) and mainly rel<strong>at</strong>e to development and maintenance workcarried out on electricity distribution equipment, the extension and refurbishment of thelow and medium voltage network, the install<strong>at</strong>ion of new electronic meters, the upgradingof primary plants and work carried out on the gas transport<strong>at</strong>ion network;• investments in the services sector amounting to 2 million euro mainly rel<strong>at</strong>e to optic fibercabling, maintenance work <strong>at</strong> the Milan, Brescia and Bergamo offices, the purchase ofoffice equipment and furnishings and the investments made by the EPCG Group.71Tangible assets include “Leased assets” totaling 6 million euro, recognized in accordance withIAS 17, for which the outstanding payable to lessors <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> amounted to 4 millioneuro.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheet2) Intangible assetsMillions of euro Balance Changes during the period Balance<strong>at</strong><strong>at</strong>12 31 2012 Investm./ Other Disposals/ Write- Amort- Total 06 <strong>30</strong> <strong>2013</strong>Acquisit. changes Sales downs iz<strong>at</strong>ion changesIndustrial p<strong>at</strong>ents and intellectual property rights 35 3 3 (8) (2) 33Concessions, licences, trademarks and similar rights 752 21 3 (3) (21) 752Assets in progress 24 5 (7) (2) 22Other intangible assets 13 (3) (2) (5) 8Goodwill 569 569Total 1,393 29 (4) (3) – (31) (9) 1,384“Intangible assets”, which <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> amounted to 1,384 million euro (1,393 million euro<strong>at</strong> December 31, 2012), decreased by a net amount of 9 million euro over the balance <strong>at</strong>December 31, 2012.72Applying IFRIC 12, from 2010 intangible assets also include assets in concession rel<strong>at</strong>ing to gasdistribution, the integr<strong>at</strong>ed w<strong>at</strong>er cycle and district he<strong>at</strong>ing distribution.The following changes took place during the period:• an increase of 29 million euro due to the investments made during the period;• a decrease of 4 million euro due to other changes rel<strong>at</strong>ing mainly to reclassific<strong>at</strong>ions toother items;• a decrease of 3 million euro arising from disposals, net of accumul<strong>at</strong>ed amortiz<strong>at</strong>ion;• a decrease of 31 million euro rel<strong>at</strong>ing to the amortiz<strong>at</strong>ion charge for the period.More specifically, investments rel<strong>at</strong>e to the following items:• “Industrial p<strong>at</strong>ents and intellectual property rights” for 3 million euro, mainly rel<strong>at</strong>ing tothe CRM software and the new sales and distribution communic<strong>at</strong>ions protocol system;• “Concessions, licenses, trademarks and similar rights ” for 21 million euro, regarding:- the development and maintenance of the plant in the gas distribution segment rel<strong>at</strong>ing tothe connection of new users and the replacement of low and medium pressureunderground tubing for 16 million euro;- work on the w<strong>at</strong>er transport<strong>at</strong>ion and distribution network, on the sewage networks andon the purific<strong>at</strong>ion plants for 4 million euro;- other investments of 1 million euro;• “Assets in progress” for 5 million euro, mainly rel<strong>at</strong>ing to the development of newcomputer projects, the development and maintenance of the w<strong>at</strong>er cycle distributionnetwork and investments made by Edipower S.p.A..


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheet“Other intangible assets” include “customer lists”, which regard the acquisition of customerportfolios by Group companies. These balances are amortized on the basis of the estim<strong>at</strong>edbenefits expected to be obtained in future years. More specifically, the outstanding balance of7 million euro mostly rel<strong>at</strong>es to the amount paid in previous years by subsidiaries for theacquisition of the customers of the business acquired from ENEL in 2003, regarding a portionof the networks and customers of the city and province of Brescia, the customers belonging tothe gas sector and the customer portfolio of the subsidiary Aspem Energia S.r.l..GoodwillMillions of euro Balance <strong>at</strong> Changes during the period Balance <strong>at</strong>12 31 2012Invest- Other Write- Total06 <strong>30</strong> <strong>2013</strong>ments changes downs changesGoodwill 569 - 569Total 569 - - - - 569There has been no change in goodwill since the previous period end.73“Goodwill” may be analyzed as follows <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>:CGU - Millions of euroElectricity networks 271Environment 232Gas networks 38Gas 7He<strong>at</strong> - Italy 21Total goodwill <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> 569No impairment indic<strong>at</strong>ors were noted during the period which led to the recognition ofimpairment losses. Goodwill is tested for impairment <strong>at</strong> least annually.In particular, the Group’s actual results are in line with expect<strong>at</strong>ions for all its business sectors.The neg<strong>at</strong>ive performance of the macroeconomic variables seen in the first half of <strong>2013</strong> wasalready considered to a large extent in the Group’s business plans used for carrying outimpairment testing <strong>at</strong> December 31, 2012. It was therefore considered unnecessary to upd<strong>at</strong>eany of the testing.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheet3) Shareholdings and other non-current <strong>financial</strong> assetsMillions of euro Balance <strong>at</strong> Changes in Balance <strong>at</strong> of which included in the NFP12 31 2012 the period 06 <strong>30</strong> <strong>2013</strong>12 31 2012 06 <strong>30</strong> <strong>2013</strong>Shareholdings in companies carried<strong>at</strong> equity 210 7 217 - -Other non-current <strong>financial</strong> assets 53 1 54 44 45Total shareholdings and othernon-current <strong>financial</strong> assets 263 8 271 44 45“Shareholdings in companies carried <strong>at</strong> equity” increased by 7 million euro over December 31,2012.The following table sets out details of the changes:Shareholdings in companies carried <strong>at</strong> equity - Millions of euroTotal74Balance <strong>at</strong> December 31, 2012 210Changes in the period- acquistions and capital increases 3- valu<strong>at</strong>ions <strong>at</strong> equity 7- dividends received from shareholdings in companies carried <strong>at</strong> equity (3)- sales- other changes- reclassific<strong>at</strong>ionsTotal changes in the period 7Balance <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> 217The increase of 7 million euro rel<strong>at</strong>es to the following: an increase of 3 million euro from theacquisition of 40% of G.Eco S.r.l. by Aprica S.p.A., an increase of 7 million euro from accountingfor the shareholdings in Dolomiti Energia S.p.A. and ACSM-AGAM S.p.A. using the equitymethod and a decrease of 3 million euro from the receipt of dividends.“Other non-current <strong>financial</strong> assets” had a balance of 54 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> (53million euro <strong>at</strong> December 31, 2012).4) Deferred tax assetsMillions of euro Balance <strong>at</strong> Changes Balance <strong>at</strong>12 31 2012 in the period 06 <strong>30</strong> <strong>2013</strong>Deferred tax assets 269 (8) 261“Deferred tax assets” amounted to 261 million euro (269 million euro <strong>at</strong> December 31, 2012).


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheetThe item consists of the net balance of IRES and IRAP deferred tax assets and liabilities arisingfrom changes and accruals made solely for fiscal purposes.The balance for deferred tax assets/liabilities <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> is presented net, after offsettingin accordance with IAS 12.The main balances for deferred tax assets and liabilities are set out in the following table.Detail of deferred tax Consolid- Accruals Utili- TOTAL IAS 39 IAS 19 Other Deferred Consolidassetsand liabilities <strong>at</strong>ed (A) z<strong>at</strong>ions (A+B+C) to equity Revised changes tax assets <strong>at</strong>ed<strong>financial</strong> (B) to equity /reclass/ and <strong>financial</strong>st<strong>at</strong>ements mergers liabilities st<strong>at</strong>ements<strong>at</strong> 12 31 2012 rel<strong>at</strong>ing to <strong>at</strong>assets held 06 <strong>30</strong> <strong>2013</strong>for saleDeferred tax liabilitiesMeasurement differences fortangible assets 1,095 (<strong>30</strong>) (<strong>30</strong>) (1) 3 1,067Applic<strong>at</strong>ion of the leasing standard(IAS 17) 8 8Applic<strong>at</strong>ion of the <strong>financial</strong>instrument standard (IAS 39) – 1 1Measurement differences forintangible assets 2 2Employee leaving entitlement 3 3Goodwill 94 94Other deferred tax liabilities 69 (1) (1) 68Total deferred taxliabilities (A) 1,271 – (31) (31) 1 – (1) 3 1,243Deferred tax assetsTaxed risk provisions 91 9 (10) (1) 90Measurement differences fortangible assets 817 7 (22) (15) 802Applic<strong>at</strong>ion of the <strong>financial</strong>instrument standard (IAS 39) 17 7 (4) 20Bad debt provision 34 3 (1) 2 36Grants 17 1 1 18Goodwill 487 (27) (27) 460Other deferred tax assets 77 6 (8) (2) (1) 4 78Total deferred taxassets (B) 1,540 27 (69) (42) 7 (1) – – 1,504NET DEFERRED TAXASSETS/LIABILITIES (B-A) 269 26175


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheet5) Other non-current assetsMillions of euro Balance <strong>at</strong> Changes in Balance <strong>at</strong> of which included in the NFP12 31 2012 the period 06 <strong>30</strong> <strong>2013</strong>12 31 2012 06 <strong>30</strong> <strong>2013</strong>Non-current deriv<strong>at</strong>ives 70 (11) 59 70 59Other non-current assets 19 1 20 - -Total other non-current assets 89 (10) 79 70 5976“Other non-current assets” amounted to 79 million euro, a decrease of 10 million euro overthe balance <strong>at</strong> December 31, 2012, and consist of the following:• 59 million euro rel<strong>at</strong>ing to “Deriv<strong>at</strong>ives” hedging non-current <strong>financial</strong> items consistingmainly of Interest R<strong>at</strong>e Swap (IRS) contracts hedging the risk of an adverse change ininterest r<strong>at</strong>es on bonds and long-term loans. The decrease in this item compared toDecember 31, 2012 is mostly due to the reclassific<strong>at</strong>ion from “Other non-current assets” ofa portion of certain deriv<strong>at</strong>ives rel<strong>at</strong>ing to the 1,000 million euro bond due 2016 andredeemed early on July 11, <strong>2013</strong> in line with the partial redemption of the bond itself, asdescribed further in the section “Significant events for the Group after <strong>June</strong> <strong>30</strong>, <strong>2013</strong>”;• 20 million euro for “Other non-current assets” (19 million euro <strong>at</strong> December 31, 2012),principally rel<strong>at</strong>ing to guarantee deposits and expenditure incurred but rel<strong>at</strong>ing to futureyears.Current assets6) InventoriesMillions of euro Balance <strong>at</strong> Changes Balance <strong>at</strong>12 31 2012 in the period 06 <strong>30</strong> <strong>2013</strong>Inventories 340 (77) 263“Inventories” amounted to 263 million euro (340 million euro <strong>at</strong> December 31, 2012), adecrease of 77 million euro over the period, which may be analyzed as follows:• 104 million euro rel<strong>at</strong>ing to the decrease in fuel stocks, which <strong>at</strong> the balance sheet d<strong>at</strong>etotaled 127 million euro compared to 231 million euro <strong>at</strong> December 31, 2012;• m<strong>at</strong>erials which totaled 72 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>, unchanged over December 31,2012;• 24 million euro rel<strong>at</strong>ing to an increase in other stocks, which amounted to 58 million euro <strong>at</strong><strong>June</strong> <strong>30</strong>, <strong>2013</strong> against 34 million euro <strong>at</strong> December 31, 2012;• 3 million euro arising from an increase in payments on account, which amounted to 6 millioneuro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> and 3 million euro <strong>at</strong> December 31, 2012.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheet7) Trade receivablesMillions of euro Balance <strong>at</strong> Changes Balance <strong>at</strong>12 31 2012 in the period 06 <strong>30</strong> <strong>2013</strong>Trade receivables 2.220 (42) 2.178(Bad debt provision) (313) (16) (329)Total trade receivables 1.907 (58) 1.849“Trade receivables” amounted to 1,849 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> (1,907 million euro <strong>at</strong>December 31, 2012), representing a net decrease of 58 million euro. In further detail:• 102 million euro due to a decrease in trade receivables from customers; this item had abalance of 1,703 million euro <strong>at</strong> the balance sheet d<strong>at</strong>e compared to 1,805 million euro <strong>at</strong>December 31, 2012;• 48 million euro due to an increase in receivables from the Municipalities of Milan andBrescia. This item had a balance of 133 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> (85 million euro <strong>at</strong> theend of the previous year);• 4 million euro due to a decrease in receivables from associ<strong>at</strong>es; this item had a balance of 7million euro <strong>at</strong> the balance sheet d<strong>at</strong>e compared to 11 million euro <strong>at</strong> December 31, 2012.77Trade receivables include an amount of approxim<strong>at</strong>ely 60 million euro due to EPCG by a largeenergy customer opearing in Montenegro for the supply of electricity both directly andindirectly through another company controlled by the Montenegro government. Given th<strong>at</strong>the energy customer is in special administr<strong>at</strong>ion, agreements are in progress between EPCGand the Montenegro government aimed <strong>at</strong> recovering these receivables, including by menasof offsetting the payables due by EPCG to the Montenegro st<strong>at</strong>e.During the period the Group sold receivables of 280 million euro without recourse to afactoring company. A total of 152 million euro had still to be collected <strong>at</strong> the d<strong>at</strong>e of theapproval of the <strong>Half</strong>-<strong>yearly</strong> report.The bad debt provision amounted to 329 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> (313 million euro <strong>at</strong>December 31, 2012). Accruals of 24 million euro were made during the period while utiliz<strong>at</strong>ionsand other changes amounted to 8 million euro.8) Other current assetsMillions of euro Balance <strong>at</strong> Changes in Balance <strong>at</strong> of which included in the NFP12 31 2012 the period 06 <strong>30</strong> <strong>2013</strong>12 31 2012 06 <strong>30</strong> <strong>2013</strong>Current deriv<strong>at</strong>ives 27 74 101 8 28Other current assets 291 81 372 - -Total other current assets 318 155 473 8 28


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheet78“Other current assets” had a balance of 473 million euro compared to 318 million euro <strong>at</strong>December 31, 2012, representing an increase of 155 million euro which may be analyzed asfollows:• an increase of 74 million euro rel<strong>at</strong>ing to “Current deriv<strong>at</strong>ives” which arises essentiallyfrom an increase in commodity deriv<strong>at</strong>ives as the result of changes in the measurement <strong>at</strong>fair value over the period and an increase in hedging deriv<strong>at</strong>ives due to the reclassific<strong>at</strong>ionfrom “Other non-current assets” of a portion of certain deriv<strong>at</strong>ives rel<strong>at</strong>ing to the 1,000million euro bond due 2016 and redeemed early on July 11, <strong>2013</strong> in line with the partialredemption of the bond itself, as described further in the section “Significant events forthe Group after <strong>June</strong> <strong>30</strong>, <strong>2013</strong>”;• an increase of 4 million euro in advances to suppliers which <strong>at</strong> the end of the periodamounted to 7 million euro (3 million euro <strong>at</strong> December 31, 2012);• an increase of 6 million euro in VAT and duty receivables which <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> amountedto 59 million euro (53 million euro <strong>at</strong> the end of the previous year);• an increase of 26 million euro in receivables from the Electricity Sector Equaliz<strong>at</strong>ion Fundwhich <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> amounted to 89 million euro and <strong>at</strong> the end of the previous yeartotaled 63 million euro;• an increase in other receivables of 12 million euro which totaled 167 million euro (155million euro <strong>at</strong> December 31, 2012);• an increase of 31 million euro in balances rel<strong>at</strong>ing to future years which amounted to 47million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> (16 million euro <strong>at</strong> December 31, 2012);• an increase of 2 million euro in balances due from personnel compared to the previousyear end.9) Current <strong>financial</strong> assetsMillions of euro Balance <strong>at</strong> Changes in Balance <strong>at</strong> of which included in the NFP12 31 2012 the period 06 <strong>30</strong> <strong>2013</strong>12 31 2012 06 <strong>30</strong> <strong>2013</strong>Other <strong>financial</strong> assets 22 55 77 22 77Financial assets due from rel<strong>at</strong>edparties 5 (1) 4 5 4Total current <strong>financial</strong> assets 27 54 81 27 81This item had a balance of 81 million euro <strong>at</strong> the balance sheet d<strong>at</strong>e (27 million euro <strong>at</strong>December 31, 2012).


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheet10) Current tax assetsMillions of euro Balance <strong>at</strong> Changes Balance <strong>at</strong>12 31 2012 in the period 06 <strong>30</strong> <strong>2013</strong>Current tax assets 90 (41) 49“Current tax assets” amounted to 49 million euro (90 million euro <strong>at</strong> December 31, 2012)representing a decrease of 41 million euro over the previous year-end.11) Cash and cash equivalentsMillions of euro Balance <strong>at</strong> Changes in Balance <strong>at</strong> of which included in the NFP12 31 2012 the period 06 <strong>30</strong> <strong>2013</strong>12 31 2012 06 <strong>30</strong> <strong>2013</strong>Cash and cash equivalents 553 157 710 553 710“Cash and cash equivalents” amounted to 710 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> compared to 553million euro <strong>at</strong> the beginning of the year, representing an increase of 157 million euro.79Bank deposits include accrued interest although this had not yet been credited <strong>at</strong> the end ofthe period.12) Non-current assets held for saleMillions of euro Balance <strong>at</strong> Changes in Balance <strong>at</strong> of which included in the NFP12 31 2012 the period 06 <strong>30</strong> <strong>2013</strong>12 31 2012 06 <strong>30</strong> <strong>2013</strong>Non-current assets held for sale 326 20 346 - -“Non-current assets held for sale” had a balance of 346 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> (326million euro <strong>at</strong> December 31, 2012). This item rel<strong>at</strong>es to a series of assets of Edipower S.p.A.,amounting to 331 million euro, which have been reclassified following the exercising by theIren Group of a call option to acquire a business consisting of gener<strong>at</strong>ion assets, partlythermoelectric and partly hydroelectric, which are associ<strong>at</strong>ed with the shareholding held bythe Iren Group in Edipower S.p.A.. The remaining balance of 15 million euro arises from thereclassific<strong>at</strong>ion of five small flowing w<strong>at</strong>er hydroelectric plants owned by <strong>A2A</strong> S.p.A. resultingfrom the sales agreement reached with the BKW Group in July <strong>2013</strong>, as described further inthe section “Significant events for the Group after <strong>June</strong> <strong>30</strong>, <strong>2013</strong>”.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheetEQUITY AND LIABILITIESEquityEquity, which amounted to 3,752 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> (3,697 million euro <strong>at</strong> December31, 2012), is set out in the following table:Millions of euro Balance <strong>at</strong> Changes Balance <strong>at</strong>12 31 2012 in the period 06 <strong>30</strong> <strong>2013</strong>80Equity pertaining to the Group:Share capital 1,629 - 1,629(Treasury shares) (61) - (61)Reserves 1,018 171 1,189Group net profit for the year 260 (260)Group net profit for the period 133 133Total equity pertaining to the Group 2,846 44 2,890Minority interests 851 11 862Total equity 3,697 55 3,752The overall change in equity, an increase of 55 million euro, is due to net profit for the period of133 million euro, the measurements under IAS 32 and IAS 39 of cash flow hedge deriv<strong>at</strong>ives, themeasurements under revised IAS 19 “Employee Benefits”, the payment of the 2012 dividendand the change in minority interests.Equity <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> is higher than market capitaliz<strong>at</strong>ion. This is not caused by factors th<strong>at</strong>might lead to the belief th<strong>at</strong> the Group’s equity is not sustainable, but r<strong>at</strong>her by thecircumstantial effect th<strong>at</strong> is being experienced by the global economic system over the pastfew years.On <strong>June</strong> 27, <strong>2013</strong> <strong>A2A</strong> S.p.A. distributed a dividend of 0.026 euro per share.13) Share capital“Share capital” amounted to 1,629 million euro and consists of 3,132,905,277 ordinary shareseach of nominal value 0.52 euro.14) Treasury shares“Treasury shares”, which amounted to 61 million euro, unchanged compared to December 31,2012, consist of 26,917,609 own shares held by the parent company <strong>A2A</strong> S.p.A..


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheet15) ReservesMillions of euro Balance <strong>at</strong> Changes Balance <strong>at</strong>12 31 2012 in the period 06 <strong>30</strong> <strong>2013</strong>Reserves 1,018 171 1,189of whichChanges in the fair value of cash flow hedge deriv<strong>at</strong>ives (23) (17) (40)Tax effect 7 6 13Cash flow hedge reserve (16) (11) (27)“Reserves”, which amounted to 1,189 million euro (1,018 million euro <strong>at</strong> December 31, 2012),consist of the legal reserve, extraordinary reserves and reserves arising on consolid<strong>at</strong>ion andthe retained earnings of subsidiaries.This item also includes the neg<strong>at</strong>ive cash flow hedge reserve of 27 million euro which derivesfrom the measurement <strong>at</strong> period end of deriv<strong>at</strong>ives qualifying for hedge accounting.The balance also includes an amount of 20 million euro arising from the early adoption of IAS19 Revised “Employee Benefits” which requires actuarial profits and losses to be recognizeddirectly in an equity reserve.81“Other reserves” also include the effect of applying paragraph 23 of IAS 32 to the put optionsagreed between <strong>A2A</strong> S.p.A. and Società Elettrica Alto<strong>at</strong>esina S.p.A. (SEL) and the effectsarising from the “Framework Agreement” and “Exchange Agreement” entered into by theparent <strong>A2A</strong> S.p.A. and the <strong>financial</strong> shareholders of Edipower S.p.A. (Mediobanca, FondazioneCRT and Banca Popolare di Milano) and Dolomiti Energia S.p.A., based on the shares ofEdipower S.p.A.. As discussed in the section “Consolid<strong>at</strong>ion policies and procedures”, thedifference between the current exercise price for these put options and the carrying amountof the minority interests is deducted from Group equity (if positive) or added to Group equity(if neg<strong>at</strong>ive). At <strong>June</strong> <strong>30</strong>, <strong>2013</strong> the effects of the put options on Edipower S.p.A. shares led to areduction of equity of 3 million euro, being the difference between the carrying amount of theput options and minority interests.16) Net profit for the periodThis item consists of a profit of 133 million euro, representing the result for the period.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheet17) Minority interestsMillions of euro Balance <strong>at</strong> Changes Balance <strong>at</strong>12 31 2012 in the period 06 <strong>30</strong> <strong>2013</strong>Minority interests 851 11 862“Minority interests” amounted to 862 million euro (851 million euro <strong>at</strong> December 31, 2012) andrepresent the portion of capital, reserves and net profit pertaining to minority shareholders.The increase for the period of 11 million euro mainly rel<strong>at</strong>es to the alloc<strong>at</strong>ion to minorities oftheir share of the result for the period of the EPCG Group.LIABILITIESNon-current liabilities18) Non-current <strong>financial</strong> liabilities82Millions of euro Balance <strong>at</strong> Changes in Balance <strong>at</strong> of which included in the NFP12 31 2012 the period 06 <strong>30</strong> <strong>2013</strong>12 31 2012 06 <strong>30</strong> <strong>2013</strong>Non-convertible bonds 2,462 (740) 1,722 2,462 1,722Due to banks 1,704 (124) 1,580 1,704 1,580Due to other providers of finance 202 (1) 201 202 201Finance lease payables 3 - 3 3 3Total non-current <strong>financial</strong>liabilities 4,371 (865) 3,506 4,371 3,506“Non-current <strong>financial</strong> liabilities”, which amounted to 3,506 million euro (4,371 million euro <strong>at</strong>December 31, 2012), decreased by 865 million euro.More specifically, “Non-convertible bonds” regard three bonds issued by the Group asfollows:• a thirty-year bond in yen issued on August 10, 2006 bearing interest <strong>at</strong> a fixed r<strong>at</strong>e of5.405% and having a carrying amount, measured <strong>at</strong> amortized cost, of 98 million euro;• a seven-year bond with a nominal value of 1,000 million euro issued on November 2, 2009bearing interest <strong>at</strong> a nominal fixed r<strong>at</strong>e of 4.50%, which qualifies for fair value hedgeaccounting. As a result, this bond is measured <strong>at</strong> amortized cost adjusted by changes in thefair value of the underlying risk. Its value <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> was 829 million euro following thereclassific<strong>at</strong>ion to “Current <strong>financial</strong> liabilities” of the portion of the debt bought back earlyand cancelled on July 11, <strong>2013</strong>;• a seven-year bond having a nominal value of 750 million euro issued on November 28, 2012bearing interest <strong>at</strong> a fixed r<strong>at</strong>e of 4.50% and having a carrying amount, measured <strong>at</strong>amortized cost, of 744 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheetThe ten-year bond having a nominal value of 500 million euro issued on May 28, 2004 has beenreclassified to “Current <strong>financial</strong> liabilities”.The period end measurement of the non-convertible bonds <strong>at</strong> fair value and amortized costled to an increase of 2 million euro in “Non-current <strong>financial</strong> liabilities”.Interest of 51 million euro had accrued on the bonds <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>.The various accounting tre<strong>at</strong>ments used for the bonds is the result of the different optionsselected during the stage of transition to IAS/IFRS by the companies merged on January 1,2008.Non-current amounts “Due to banks” decreased by 124 million euro over the period. This ismainly due to the voluntary repayment in the first quarter of 57 million euro of the debt ofEdipower S.p.A. and the reclassific<strong>at</strong>ion of the portion falling due by the end of the next year to“Current <strong>financial</strong> liabilities”.The total of 201 million euro “Due to other providers of finance” is in line with the balance <strong>at</strong>December 31, 2012.“Finance lease payables” amounted to 3 million euro (3 million euro <strong>at</strong> December 31, 2012).8319) Employee benefitsThe balance on this item amounted to 321 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> (325 million euro <strong>at</strong>December 31, 2012), with changes as follows during the period:Millions of euro Balance <strong>at</strong> Accruals Utiliz- Other Balance <strong>at</strong>12 31 2012 <strong>at</strong>ions changes 06 <strong>30</strong> <strong>2013</strong>Employee leaving entitlement 168 13 (4) (11) 166Employee benefits 157 1 (5) 2 155Total employee benefits 325 14 (9) (9) 321Technical valu<strong>at</strong>ions were carried out on the basis of the following assumptions:06 <strong>30</strong> <strong>2013</strong> 12 31 2012Discount r<strong>at</strong>e 3.50% 3.50%Annual infl<strong>at</strong>ion r<strong>at</strong>e 2.0% 2.0%


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheet20) Provisions for risks, charges and liabilities for landfillsMillions of euro Balance <strong>at</strong> Accruals Utiliz- Other Balance <strong>at</strong>12 31 2012 <strong>at</strong>ions changes 06 <strong>30</strong> <strong>2013</strong>Provisions for risks, charges andliabilities for landfills 611 13 (27) – 597These provisions totaled 597 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> (611 million euro <strong>at</strong> the previous yearend). Accruals had a net effect of 13 million euro, resulting from charges for the period of 31million euro less the release of provisions of 18 million euro recognized in previous years forcertain disputes th<strong>at</strong> no longer subsist. The utiliz<strong>at</strong>ions of 27 million euro mainly refer to theamount used for payments made during the period.84On the basis of Opinion no. 535/12 of the Electricity and Gas Authority (AEEG), whichcontained the proposal, for 2012 too, to tie the calcul<strong>at</strong>ion of the gas CEC to movements in theprice of gas on the balancing market and to remove the component rel<strong>at</strong>ing to the wholesalesales margin from the formula (CEC com) (on settlement and on account for the individualquarters), the Group recognized a provision of 22 million euro <strong>at</strong> December 31, 2012, with thecounter-entry reducing sales revenues.At <strong>June</strong> <strong>30</strong>, <strong>2013</strong>, recognition has been given to developments in the way in which the CIP6/92 conventions are regul<strong>at</strong>ed - namely the Decree of April 24, <strong>2013</strong> and Decree Law no. 69of <strong>June</strong> 21, <strong>2013</strong> (the called “Decreto del fare”). In particular, by way of the former,published in the Official Journal on May 18, <strong>2013</strong>, the Minister for Economic Developmentquantified the CEC settlement for 2012 using the method established by the Decree ofNovember 20, 2012. The Ministry therefore decided not to apply the proposal of Opinionno. 535 of the AEEG to th<strong>at</strong> year, and considered it more appropri<strong>at</strong>e to use the definition ofthe settlement amounts for the CEC component for 2012 consistent with the methodpreviously in force, “without prejudice to the need to amend the means for carrying outrevisions (editor’s note: of the formula for calcul<strong>at</strong>ing the CEC) from <strong>2013</strong>, in order to takeaccounts of developments in the gas market”, given th<strong>at</strong> “in respect of the means typicallyused by industrial oper<strong>at</strong>ors for procuring and drawing up contracts for fuel, the firstavailable year to which amendments can be made appears to be <strong>2013</strong>”, as “the new methodsproposed by the Authority for calcul<strong>at</strong>ing the conventional average price of the fuel for thepurpose of calcul<strong>at</strong>ing the CEC regard the balancing of the economic merit in the n<strong>at</strong>uralgas market, which became fully oper<strong>at</strong>ional, open to trade between users, in April 2012”.The government returned to the subject with Decree Law no. 69 of <strong>June</strong> 21, <strong>2013</strong> on “Urgentmeasures to boost the economy”, published in Official Journal no. 144 of <strong>June</strong> 21, <strong>2013</strong> -Ordinary Supplement no. 50, which introduced important provisions regarding thedetermin<strong>at</strong>ion of the formula for calcul<strong>at</strong>ing the CEC for <strong>2013</strong> and 2014.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheetThe Ministry decided not to comply fully with the opinion of the AEEG in the case of thesetwo years either. The decree requires th<strong>at</strong> for the conventional component rel<strong>at</strong>ing to theprice of the fuel (CEC gas), the figure for the Avoided Fuel Cost which is to be recognized onaccount until the annual settlement balance has been set, should be calcul<strong>at</strong>ed for <strong>2013</strong> onthe basis of the reference basket pursuant to Law no. 99 of July 23, 2009, where the weightof the oil products is gradually reduced in each quarter (set <strong>at</strong> eighty per cent in the firstquarter, seventy per cent in the second quarter and sixty per cent in the third and fourthquarters). For each quarter the complement to arrive <strong>at</strong> a hundred per cent is to bedetermined on the basis of the procurement cost of the n<strong>at</strong>ural gas on the wholesalemarkets as determined by Resolution no. 196/<strong>2013</strong>/R/gas of May 9, <strong>2013</strong> and by the otherprovisions of the Electricity and Gas Authority. By means of a provision to be adoptedwithin 60 days of the effective d<strong>at</strong>e of the legisl<strong>at</strong>ion converting the decree into law on theproposal of the Electricity and Gas Authority, the means by which this amount is to beupd<strong>at</strong>ed shall be established, for on account and settlement payments, together with themeans of publishing the amounts identified in accordance with the criteria in paragraphs 4and 5. For <strong>2013</strong>, the legisl<strong>at</strong>ion confirms the current means by which the componentrel<strong>at</strong>ing to the wholesale marketing margin (CEC com) and the transport component (CECtrans) are calcul<strong>at</strong>ed, as well as the specific consumption amounts pursuant to the Decreeof November 20, 2012.85As an exception to the above provisions, for waste to energy plants admitted to theframework pursuant to the CIP 6/1992 provision, which <strong>at</strong> the d<strong>at</strong>e on which the presentdecree becomes effective have been in use under the convention for a period of less than orequal to eight years (this includes the Acerra plant), the CEC shall be determined on thebasis of the reference basket pursuant to Law no. 99/2009, in which the weight of oilproducts is sixty per cent.Given the above legisl<strong>at</strong>ive developments, <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> the Group released the provisionsit had recognized <strong>at</strong> December 31, 2012.Provisions for risks <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> also include the total cost of the business restructuringplan for the future exit of employees under the Redundancy scheme, amounting to 22 millioneuro. Further details of the business restructuring plan can be found in the section“Significant events during the period” of this <strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheet21) Other non-current liabilitiesMillions of euro Balance <strong>at</strong> Changes in Balance <strong>at</strong> of which included in the NFP12 31 2012 the period 06 <strong>30</strong> <strong>2013</strong>12 31 2012 06 <strong>30</strong> <strong>2013</strong>Other non-current liabilities 365 3 368 - -Non-current deriv<strong>at</strong>ives 48 (9) 39 48 39Total other non-current liabilities 413 (6) 407 48 39This item decreased by 6 million euro compared to December 31, 2012. “Other non-currentliabilities” increased by 3 million euro, due mainly to the change in payables to third partiesarising from the measurement of the put options on the Edipower S.p.A. shares, while “Noncurrentderiv<strong>at</strong>ives” decreased by 9 million euro principally as the result of measuring<strong>financial</strong> instruments <strong>at</strong> fair value.Current liabilities8622) Trade payables and other current liabilitiesMillions of euro Balance <strong>at</strong> Changes in Balance <strong>at</strong> of which included in the NFP12 31 2012 the period 06 <strong>30</strong> <strong>2013</strong>12 31 2012 06 <strong>30</strong> <strong>2013</strong>Advances 7 (1) 6 - -Trade payables 1,325 (173) 1,152 - -Total trade payables 1,332 (174) 1,158 - -Payable to social securityinstitutions 42 1 43 - -Other current liabilities 434 178 612 - -Current deriv<strong>at</strong>ives 10 67 77 2 -Total other current liabilities 486 246 732 2 -Total trade payables and othercurrent liabilities 1,818 72 1,890 2 -“Trade payables and other current liabilities” amounted to 1,890 million euro (1,818 millioneuro <strong>at</strong> December 31, 2012), representing an overall increase of 72 million euro whichprincipally arises from a decrease in “Trade payables” offset by an increase in “Othercurrent liabilities”, “Current deriv<strong>at</strong>ives” and “Payable to social security institutions”.“Other current liabilities” mainly rel<strong>at</strong>e to amounts due to personnel, balances payable tothe Electricity Sector Equaliz<strong>at</strong>ion Fund and amounts due to the tax authorities for VAT andwithholding tax.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheet23) Current <strong>financial</strong> liabilitiesMillions of euro Balance <strong>at</strong> Changes in Balance <strong>at</strong> of which included in the NFP12 31 2012 the period 06 <strong>30</strong> <strong>2013</strong>12 31 2012 06 <strong>30</strong> <strong>2013</strong>Non-convertible bonds 518 771 1,289 518 1,289Due to banks 108 26 134 108 134Due to other providers of finance 26 2 28 26 28Finance lease payables 1 - 1 1 1Financial payables to rel<strong>at</strong>ed parties - - - - -Total current <strong>financial</strong> liabilities 653 799 1,452 653 1,452“Current <strong>financial</strong> liabilities” amounted to 1,452 million euro, compared to 653 million euro <strong>at</strong>December 31, 2012. This increase is mainly due to the reclassific<strong>at</strong>ion from “Non-current<strong>financial</strong> liabilities” of the ten-year 500 million euro bond issued on May 28, 2004 and the earlybuy-back and cancell<strong>at</strong>ion on July 11, <strong>2013</strong> of a part of the seven-year 1,000 million euro bondissued on November 2, 2009.More specifically, the item “Non-convertible bonds” consists of:• a ten-year 500 million euro bond issued on October <strong>30</strong>, 2003 <strong>at</strong> a nominal fixed r<strong>at</strong>e of4.875%; the fair value of this bond <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> was 510 million euro following theexercise of the fair value option on transition to IAS/IFRS;• a ten-year 500 million euro bond issued on May 28, 2004 <strong>at</strong> a nominal fixed r<strong>at</strong>e of 4.875%,having a carrying amount of 499 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> <strong>at</strong> amortized cost;• an amount of 262 million euro being the portion of the seven-year 1,000 million euro bondissued on November 2, 2009 which was bought back early and cancelled.87Interest of 18 million euro had accrued on the bonds <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>.24) Tax liabilitiesMillions of euro Balance <strong>at</strong> Changes Balance <strong>at</strong>12 31 2012 in the period 06 <strong>30</strong> <strong>2013</strong>Tax liabilities 8 12 20“Tax liabilities” amounted to 20 million euro (8 million euro <strong>at</strong> December 31, 2012),representing a net increase of 12 million euro.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the balance sheet25) Liabilities directly associ<strong>at</strong>ed with non-current assets held for saleThis item had a balance of 52 million euro <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> (49 million euro <strong>at</strong> December 31,2012) and rel<strong>at</strong>es to a series of liabilities to be sold to Edipower S.p.A. which are associ<strong>at</strong>edwith the corresponding assets described in note 12, to which reference should be made.88


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Net debt26) NET DEBT(pursuant to CONSOB Communic<strong>at</strong>ion no. DEM/6064293 of July 28, 2006)The following table provides details of net debt.Millions of euro Note 06 <strong>30</strong> <strong>2013</strong> 12 31 2012Bonds - non-current portion 18 1,722 2,462Bank loans - non-current portion 18 1,580 1,704Non-current amounts due to other providers of finance 18 201 202Finance leases - non-current portion 18 3 3Other non-current liabilities 21 39 48Total medium/long-term debt 3,545 4,419Non-current <strong>financial</strong> assets to rel<strong>at</strong>ed parties 3 (6) (5)Financial assets - non-current portion 3 (39) (39)Other non-current assets 5 (59) (70)Total medium/long-term <strong>financial</strong> assets (104) (114)Total non-current net debt 3,441 4,<strong>30</strong>5Bonds - current portion 23 1,289 518Bank loans - current portion 23 134 108Current amounts due to other providers of finance 23 28 26Finance leases - current portion 23 1 1Other current liabilities 22 - 2Total short-term debt 1,452 655Other current <strong>financial</strong> assets 9 (77) (22)Current <strong>financial</strong> assets to rel<strong>at</strong>ed parties 9 (4) (5)Other current assets 8 (28) (8)Total short-term <strong>financial</strong> assets (109) (35)Cash and cash equivalents 11 (710) (553)Total current net debt 633 67Net debt 4,074 4,37289


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the income st<strong>at</strong>ementChanges in the consolid<strong>at</strong>ion scope compared to the six months ended<strong>June</strong> <strong>30</strong>, 201290The following changes have taken place in the consolid<strong>at</strong>ion scope for the six months ended<strong>June</strong> <strong>30</strong>, <strong>2013</strong> compared to the corresponding period of the previous year:• the shareholding in <strong>A2A</strong> Coriance S.a.s., the parent of the Coriance Group, was sold inSeptember 2012. In accordance with IFRS 5, the rel<strong>at</strong>ive income st<strong>at</strong>ement items foroper<strong>at</strong>ing income and expense and the <strong>financial</strong> balance were reclassified to “Net resultfrom non-current assets sold or held for sale” in the six months ended <strong>June</strong> <strong>30</strong>, 2012;• the shareholding in Metroweb S.p.A. has been sold; this was accounted for using the equitymethod in the corresponding period of the previous year.The results for the six months ended <strong>June</strong> <strong>30</strong>, <strong>2013</strong> include the line-by-line consolid<strong>at</strong>ion ofEdipower S.p.A. for the whole period, but only for <strong>June</strong> in the six months ended <strong>June</strong> <strong>30</strong>, 2012.As a result of these oper<strong>at</strong>ions the figures in the income st<strong>at</strong>ement for the quarter ended <strong>June</strong><strong>30</strong>, <strong>2013</strong> are not consistent with those for the six months ended <strong>June</strong> <strong>30</strong>, 2012.27) RevenuesRevenues for the period totaled 2,845 million euro (3,290 million euro in the six months ended<strong>June</strong> <strong>30</strong>, 2012), of which 326 million euro, gross of intragroup elimin<strong>at</strong>ions, rel<strong>at</strong>es to theconsolid<strong>at</strong>ion of Edipower S.p.A., therefore decreasing by 445 million euro.Details of the more significant items of this balance are as follows:Revenues - Millions of euro 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Revenues from the sale of goods 2,284 2,817Revenues from services 453 408Revenues from long-term contracts 2 7Total revenues from the sale of goods and services 2,739 3,232Other oper<strong>at</strong>ing income 106 58Total revenues 2,845 3,290


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the income st<strong>at</strong>ement“Revenues from the sale of goods and services” amounted in total to 2,739 million euro(3,232 million euro in the corresponding period of the previous year), of which 250 millioneuro rel<strong>at</strong>es to the consolid<strong>at</strong>ion of Edipower S.p.A., therefore decreasing by 493 millioneuro. This decrease is due to lower sales revenues of 533 million euro, an increase of 45million euro in service revenues and a decrease of 5 million euro in long-term contractrevenues.“Other oper<strong>at</strong>ing income” amounted to 106 million euro, an increase of 48 million euro overthe same period of the previous year.Further details of the main items are as follows:Millions of euro 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Sale and distribution of electricity 1,499 1,544Sale and distribution of gas 584 1,059Sale of he<strong>at</strong> 120 106Sale of m<strong>at</strong>erials 1 1W<strong>at</strong>er and utilities sold to civil customers 23 22Hedging gains on oper<strong>at</strong>ing deriv<strong>at</strong>ives - -Hedging losses on oper<strong>at</strong>ing deriv<strong>at</strong>ives - (1)Sales of emission certific<strong>at</strong>es and allowances 40 70Connection contributions 17 16Total revenues from the sale of goods 2,284 2,817Services to customers 453 408Total revenues from services 453 408Revenues from long-term contracts 2 7Total revenues from the sale of goods and services 2,739 3,232Other oper<strong>at</strong>ing income 106 58Total revenues 2,845 3,29091Revenues include the effect of 22 million euro resulting from the Decree of the Ministry forEconomic Development of April 24, <strong>2013</strong>, which in quantifying the CEC settlement balance for2012 took the position of not applying Opinion no. 535 of the Electricity and Gas Authority(AEEG) for th<strong>at</strong> year, as discussed in the note to the item “Provisions for risks, charges andliabilities for landfills” to which reference should be made.28) Oper<strong>at</strong>ing expenses“Oper<strong>at</strong>ing expenses” amounted to 1,887 million euro (2,517 million euro in thecorresponding period of the previous year), of which 156 million euro rel<strong>at</strong>ing to theconsolid<strong>at</strong>ion of Edipower S.p.A., gross of intragroup elimin<strong>at</strong>ions, therefore decreasing by6<strong>30</strong> million euro.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the income st<strong>at</strong>ementThe main components of this item are as follows:Oper<strong>at</strong>ing expenses - Millions of euro 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Raw m<strong>at</strong>erials and consumables 1,376 2,003Service costs 399 381Total expenses for raw m<strong>at</strong>erials and services 1,775 2,384Other oper<strong>at</strong>ing expenses 112 133Total oper<strong>at</strong>ing expenses 1,887 2,517“Total expenses for raw m<strong>at</strong>erials and services” amounted to 1,775 million euro (2,384 millioneuro in the six months ended <strong>June</strong> <strong>30</strong>, 2012), of which 134 million euro rel<strong>at</strong>ing to theconsolid<strong>at</strong>ion of Edipower S.p.A., therefore decreasing by 609 million euro.92This decrease is due to the combined effect of the following factors:• a reduction of 681 million euro in the purchase of raw m<strong>at</strong>erials and consumables, due to adecrease in costs for the purchase of power and fuel of 687 million euro, a decrease in thecosts rel<strong>at</strong>ing to the purchase of emission certific<strong>at</strong>es and allowances of 2 million euro, anincrease in the purchase of m<strong>at</strong>erials of 7 million euro and a net increase of 1 million euroarising from hedging gains and losses on oper<strong>at</strong>ing deriv<strong>at</strong>ives;• an increase of 18 million euro in costs for delivery, subcontracted work and services;• a neg<strong>at</strong>ive change of 54 million euro in stocks of fuels and m<strong>at</strong>erials.The following table sets out details of the more significant components:Millions of euro 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Purchases of power and fuel 1,201 1,888Purchases of m<strong>at</strong>erials 41 34Purchases of w<strong>at</strong>er 2 2Hedging losses on oper<strong>at</strong>ing deriv<strong>at</strong>ives 2 3Hedging gains on oper<strong>at</strong>ing deriv<strong>at</strong>ives (5) (7)Purchases of emission certific<strong>at</strong>es and allowances 34 36Total expenses for raw m<strong>at</strong>erials and consumables 1,275 1,956Electricity delivery, subcontracted work and services 399 381Total service costs 399 381Change in inventories of fuel and m<strong>at</strong>erials 101 47Total expenses for raw m<strong>at</strong>erials and services 1,775 2,384Other oper<strong>at</strong>ing expenses 112 133Total oper<strong>at</strong>ing expenses 1,887 2,517


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the income st<strong>at</strong>ementTrading marginThe following table sets out the results arising from the trading portfolio; these figures rel<strong>at</strong>eto trading in electricity, gas and environmental certific<strong>at</strong>es.Millions of euro Note 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Trading marginRevenues 27 832 613Oper<strong>at</strong>ing expenses 28 (824) (618)Total trading margin 8 (5)29) Labour costsNet of capitalized costs, labour costs in the six months ended <strong>June</strong> <strong>30</strong>, <strong>2013</strong> amounted to 348million euro (289 million euro in the six months ended <strong>June</strong> <strong>30</strong>, 2012).“Labour costs” may be analyzed as follows:Labour costs - Millions of euro 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 201293Wages and salaries 216 191Social security charges 80 71Employee leaving entitlement (TFR) 14 12Other costs 38 15Total labour costs 348 289The <strong>A2A</strong> Group had an average workforce of 12,604 people during the six months ended <strong>June</strong><strong>30</strong>, <strong>2013</strong>, of whom 995 joined by way of the consolid<strong>at</strong>ion of Edipower S.p.A..Labour costs for the six months ended <strong>June</strong> <strong>30</strong>, <strong>2013</strong> include the total cost of the businessrestructuring plan for the future exit of employees under the Redundancy scheme, amountingto 22 million euro. This plan will reach the peak of its effectiveness in the two-year period <strong>2013</strong>-2014. Further details of the business restructuring plan can be found in the section“Significant events during the period” of this <strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report.<strong>30</strong>) Gross oper<strong>at</strong>ing incomeAs a result of the above movements, consolid<strong>at</strong>ed “Gross oper<strong>at</strong>ing income” for the six monthsended <strong>June</strong> <strong>30</strong>, <strong>2013</strong> amounted to 610 million euro (484 million euro for the six months ended<strong>June</strong> <strong>30</strong>, 2012), of which 125 million euro arising from the consolid<strong>at</strong>ion of Edipower S.p.A..Further details may be found in the section “Results sector by sector”.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the income st<strong>at</strong>ement31) Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion, provisions and write-downs“Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion provisions and write-downs” totaled 280 million euro in the six monthsended <strong>June</strong> <strong>30</strong>, <strong>2013</strong> (204 million euro in the six months ended <strong>June</strong>, 2012), of which 89 million eurorel<strong>at</strong>es to the consolid<strong>at</strong>ion of Edipower S.p.A., representing an increase of 76 million euro.The following table provides details of the individual items:Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion, provisions and write-downs -Millions of euro 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Amortiz<strong>at</strong>ion of intangible assets 31 33Depreci<strong>at</strong>ion of tangible assets 210 160Total depreci<strong>at</strong>ion and amortiz<strong>at</strong>ion 241 193Provisions for risks and charges 13 2Bad debt provision (receivables recognized as current assets) 24 9Other write-downs of fixed assets 2Total depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion, provisions and write-downs 280 20494“Depreci<strong>at</strong>ion and amortiz<strong>at</strong>ion” totaled 241 million euro (193 million euro in the correspondingperiod of the previous year), a rise of 48 million euro, mainly due to the increase in depreci<strong>at</strong>ionand amortiz<strong>at</strong>ion resulting from the consolid<strong>at</strong>ion of Edipower S.p.A..Regarding the transposition of the “Growth Decree” which lays down procedures forcalcul<strong>at</strong>ing the surrender value of the w<strong>at</strong>er system works used to supply w<strong>at</strong>er underconcession to hydroelectric power plants (the “wet works”), the calcul<strong>at</strong>ion criteria(revalu<strong>at</strong>ion coefficients and useful lives) needed to quantify the surrender value <strong>at</strong> the endof the rel<strong>at</strong>ive concessions have not been set yet by the relevant authorities. In the absenceof a regul<strong>at</strong>ory framework, the <strong>A2A</strong> Group has carried out a series of simul<strong>at</strong>ions using ISTATcoefficients, which were found to be the only possible d<strong>at</strong>a available, and its own estim<strong>at</strong>esof the economic and technical lives of the assets. The results of these simul<strong>at</strong>ions led to avery wide variability range, confirming th<strong>at</strong> it is currently impossible to make a reliableestim<strong>at</strong>e of the surrender values <strong>at</strong> the end of a concessions. Nevertheless, the net carryingamount of the wet works for which the concession is close to expiry was significantly lowerthan the range of results obtained. As a result, therefore, since <strong>June</strong> <strong>30</strong>, 2012 depreci<strong>at</strong>ionand amortiz<strong>at</strong>ion is no longer charged only for those concessions nearing expiry, while thesame valu<strong>at</strong>ion methods continue to be applied to the remaining concessions.“Provisions for risks and charges” amounted to 13 million euro (2 million euro in the sixmonths ended <strong>June</strong> <strong>30</strong>, 2012) and rel<strong>at</strong>e to the provisions made in the period for disputes incourse and pending litig<strong>at</strong>ion.The “Bad debt provision” amounted to 24 million euro (9 million euro in the six months ended<strong>June</strong> <strong>30</strong>, 2012), consisting of the accrual for the period. In the corresponding period of theprevious year this item included the release of previously accrued provisions of a significant


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the income st<strong>at</strong>ementamount due to the fact th<strong>at</strong> the collectibility risk for certain customer receivables for which aprovision had been made in previous years no longer existed.“Other write-downs of fixed assets” amounted to 2 million euro (nil in the six months ended <strong>June</strong><strong>30</strong>, 2012) and arose mainly from adjustments made by Edipower S.p.A. and the Ecodeco Group.32) Net oper<strong>at</strong>ing income“Net oper<strong>at</strong>ing income” amounted to 3<strong>30</strong> million euro (280 million euro in the six monthsended <strong>June</strong> <strong>30</strong>, 2012).33) Financial balanceThe “Financial balance” closed with net expense of 81 million euro (net expense of 68 millioneuro in the six months ended <strong>June</strong> <strong>30</strong>, 2012).Details of the more significant items are as follows:Financial balance - Millions of euro 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 201295Financial income <strong>30</strong> 42Financial expense (118) (126)Affili<strong>at</strong>es 7 16TOTAL FINANCIAL BALANCE (81) (68)“Financial income” amounted to <strong>30</strong> million euro, a decrease over the six months ended <strong>June</strong><strong>30</strong>, 2012. This item includes the positive effect of measuring deriv<strong>at</strong>ive contracts <strong>at</strong> fair value,while in the corresponding period of the previous year it included the benefit (neg<strong>at</strong>ivegoodwill) of 18 million euro arising from the first-time consolid<strong>at</strong>ion of Edipower S.p.A..“Financial expense”, which amounted to 118 million euro, decreased by 8 million euro over thesix months ended <strong>June</strong> <strong>30</strong>, 2012, and may be analyzed as follows:• expenses of 3 million euro arising from deriv<strong>at</strong>ives (40 million euro in the six months ended<strong>June</strong> <strong>30</strong>, 2012);• expenses of 115 million euro from <strong>financial</strong> liabilities (86 million euro in the six monthsended <strong>June</strong> <strong>30</strong>, 2012), of which 26 million euro rel<strong>at</strong>ing to the consolid<strong>at</strong>ion of EdipowerS.p.A., detailed as follows:Expenses from <strong>financial</strong> liabilities - Millions of euro 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Interest on bond loans 68 51Interest charged by banks 32 25Interest on Cassa Depositi e Prestiti loans 2 4Other <strong>financial</strong> expense 13 6Total expenses from <strong>financial</strong> liabilities 115 86


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the income st<strong>at</strong>ementIncome of 7 million euro arose from the “Affili<strong>at</strong>es” (income of 16 million euro in the sixmonths ended <strong>June</strong> <strong>30</strong>, 2012).34) Other non-oper<strong>at</strong>ing income/expensesThe item “Other non-oper<strong>at</strong>ing income/expenses” consisted of net expense of 3 million euro(nil in the six months ended <strong>June</strong> <strong>30</strong>, 2012), all rel<strong>at</strong>ing to the EPCG Group.35) Income taxesIncome taxes - Millions of euro 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Current taxes 83 84Deferred tax assets 42 23Deferred tax liabilities (31) (13)Total income taxes 94 9496“Income taxes” for the period amounted to 94 million euro (94 million euro in the six monthsended <strong>June</strong> <strong>30</strong>, 2012).36) Net result from non-current assets sold or held for saleThere was a nil balance on this item for the six months ended <strong>June</strong> <strong>30</strong>, <strong>2013</strong>, while income of 13million euro was recognized in the six months ended <strong>June</strong> <strong>30</strong>, 2012, representing thecontribution resulting from the sale of the shareholding in e-Utile S.p.A and the results for theperiod of the Coriance Group.37) Group net profit for the period“Group net profit for the period”, st<strong>at</strong>ed after <strong>at</strong>tributing a profit of 19 million euro to minorityinterests (a profit of 6 million euro <strong>at</strong>tributed to minority interests in the six months ended<strong>June</strong> <strong>30</strong>, 2012), amounted to 133 million euro (125 million euro in the six months ended <strong>June</strong> <strong>30</strong>,2012).


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Notes to the income st<strong>at</strong>ementEarnings per share38) Earnings per share01 01 <strong>2013</strong> 01 01 201206 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Earnings (loss) per share (euro)– basic 0.0428 0.0401– basic, from continuing oper<strong>at</strong>ions 0.0428 0.0361– basic, from assets held for sale 0.0000 0.0041– diluted 0.0428 0.0401– diluted from continuing oper<strong>at</strong>ions 0.0428 0.0361– diluted from assets held for sale 0.0000 0.0041Weighted average number of outstanding shares for the calcul<strong>at</strong>ionof earnings (loss) per share– basic 3,105,987,497 3,105,987,497– diluted 3,105,987,497 3,105,987,49797


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Note on rel<strong>at</strong>edparty transactions39) Note on rel<strong>at</strong>ed party transactionsThe definition of “rel<strong>at</strong>ed parties” is included in the intern<strong>at</strong>ional accounting standarddescribing the disclosures which must be made for rel<strong>at</strong>ed party transactions in <strong>financial</strong>st<strong>at</strong>ements (revised IAS 24).98Transactions with Parent companies and their subsidiariesOn October 5, 2007, the Municipalities of Milan and Brescia signed a shareholders’ agreement toregul<strong>at</strong>e the ownership structure and governance of <strong>A2A</strong> S.p.A.; this gave the Municipalities jointcontrol over the company by means of a dual system of administr<strong>at</strong>ion and control.The merger took effect from January 1, 2008, and irrespective of the legal structure adopted,resulted in a joint venture under the joint control of the Municipality of Brescia and theMunicipality of Milan, which hold 27.5% each.Dealings between <strong>A2A</strong> Group companies and the Municipalities of Milan and Brescia are ofa commercial n<strong>at</strong>ure, involving the supply of electricity, gas, he<strong>at</strong> and w<strong>at</strong>er andmanagement of the public illumin<strong>at</strong>ion and traffic light systems, management of w<strong>at</strong>erpurific<strong>at</strong>ion and sewage plants, public refuse collection and road sweeping, as well asvideo surveillance systems.Likewise, the <strong>A2A</strong> Group has commercial rel<strong>at</strong>ions with the companies controlled by Milanand Brescia city councils, such as Metropolitana Milanese S.p.A., ATM S.p.A., BresciaMobilità S.p.A., Brescia Trasporti S.p.A. and Centrale del L<strong>at</strong>te di Brescia S.p.A., supplyingthem with electrical energy, gas, he<strong>at</strong>, sewerage and purific<strong>at</strong>ion services <strong>at</strong> the samemarket tariffs appropri<strong>at</strong>e to the terms of the supply, and providing services as requestedby these companies. It is emphasized th<strong>at</strong> these companies are considered rel<strong>at</strong>ed partiesin the summary schedules prepared in accordance with Consob Resolution no. 17221 ofMarch 12, 2010.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Dealings between the Municipalities of Milan and Brescia and the <strong>A2A</strong> Group rel<strong>at</strong>e to publicillumin<strong>at</strong>ion and traffic light services and the management and distribution of electricity, gasand he<strong>at</strong>, as well as sewer management and w<strong>at</strong>er purific<strong>at</strong>ion, which are governed by specialagreements and specific contracts.All transactions with entities controlled by the Municipalities of Milan and Brescia, rel<strong>at</strong>ing tothe supply of electricity, are handled <strong>at</strong> normal market conditions.On May 27, 2011, AMSA S.p.A., an <strong>A2A</strong> S.p.A. subsidiary, signed an extension to the contract toprovide waste collection, road cleaning, waste disposal and special services for a fee of 711million euro, VAT included, for the period from January 1, 2011 to <strong>June</strong> <strong>30</strong>, <strong>2013</strong>; the contractterm has since been extended to December 31, <strong>2013</strong>.Transactions with subsidiaries and associ<strong>at</strong>esThe parent <strong>A2A</strong> S.p.A. provides centralized treasury services for all of its subsidiaries.Intragroup transactions are regul<strong>at</strong>ed through current accounts between the parentcompany and the subsidiaries; these balances bear interest <strong>at</strong> the 3-month Euribor r<strong>at</strong>eincreased for the creditor positions (of <strong>A2A</strong> S.p.A.) or reduced for the debtor positions by amargin in line with th<strong>at</strong> applied by the <strong>financial</strong> market.99In <strong>2013</strong>, <strong>A2A</strong> S.p.A. and its subsidiaries again filed their VAT return on a group basis. For IRESpurposes, <strong>A2A</strong> S.p.A. files for tax on a consolid<strong>at</strong>ed basis, together with its main subsidiaries, inaccordance with articles 117-129 of DPR no. 917/86. To this end, a contract has been stipul<strong>at</strong>edwith each of the subsidiaries involved in the Group tax return to regul<strong>at</strong>e the tax benefits andburdens transferred, with specific reference to current items. These contracts also governthe transfer of any excess gross oper<strong>at</strong>ing income as provided in applicable legisl<strong>at</strong>ion.<strong>A2A</strong> S.p.A signed a tax transparency agreement with an associ<strong>at</strong>e company, with effect from2010.The parent company provides subsidiaries and associ<strong>at</strong>es with administr<strong>at</strong>ive, tax, legal,managerial and technical services, in order to optimize the resources available within thecompany and to make the best use of existing know-how in the most economical way possible.These services are governed by specific service contracts stipul<strong>at</strong>ed annually. <strong>A2A</strong> S.p.A. alsomakes office space and oper<strong>at</strong>ing areas <strong>at</strong> its own premises available to subsidiaries andassoci<strong>at</strong>es, as well as associ<strong>at</strong>ed services. These are provided <strong>at</strong> market conditions.The parent company provides a power gener<strong>at</strong>ion service to <strong>A2A</strong> Trading S.r.l. in exchange for amonthly fee based on the effective availability of the thermoelectric and hydroelectric plants.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Note on rel<strong>at</strong>ed party transactionsTelecommunic<strong>at</strong>ion services are provided by the subsidiary Selene S.p.A..Finally, in accordance with the Consob communic<strong>at</strong>ion issued on September 24, 2010 layingdown regul<strong>at</strong>ions for transactions with rel<strong>at</strong>ed parties within the meaning of ConsobResolution no. 17221 of March 12, 2010 as amended on November 11, 2010, after receiving thepositive opinion of the Internal Control Committee the <strong>A2A</strong> S.p.A Management Boardapproved a procedure to regul<strong>at</strong>e activities with rel<strong>at</strong>ed parties which took effect on January1, 2011; the purpose of this procedure is to assure the transparency and m<strong>at</strong>erial andprocedural propriety of oper<strong>at</strong>ions with rel<strong>at</strong>ed parties undertaken by <strong>A2A</strong> S.p.A., eitherdirectly or indirectly via subsidiaries, as defined by revised IAS 24.Summaries of balances and transactions with rel<strong>at</strong>ed parties are set out in the following tablespursuant to Consob Resolution no. 17221 of March 12, 2010:100Balance Sheet Total of which with rel<strong>at</strong>ed parties06 <strong>30</strong> <strong>2013</strong> Associa- Rel<strong>at</strong>ed Municipa- Subsidia- Municipa- Subsidia- Rel<strong>at</strong>ed Total % effectMillions of euro ted compa- lity ries lity ries indivi- rel<strong>at</strong>ed on thecompa- nies of Milan Municipa- of Brescia Municipa- duals parties balancenies lity lity sheetof Milan of Brescia itemTOTAL ASSETS OF WHICH: 11,997 189 64 124 7 12 1 _ 397 3.3%Non-current assets 8,226 183 37 3 223 2.7%Shareholdings 217 183 34 217 100.0%Other non-current <strong>financial</strong>assets 54 3 3 6 11.1%Current assets 3,425 6 27 124 7 9 1 174 5.1%Trade receivables 1,849 3 27 124 7 9 1 171 9.2%Current <strong>financial</strong> assets 81 3 3 3.7%TOTAL LIABILITIESOF WHICH: 8,193 8 21 9 1 9 _ 1 49 0.6%Non-current liabilities 4,831 1 1 0.0%Provisions for risks and charges 597 1 1 0.2%Current liabilities 3,362 8 20 9 1 9 1 48 1.4%Trade payables 1,158 20 9 1 9 39 3.4%Other current liabilities 732 8 1 9 1.2%


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Note on rel<strong>at</strong>ed party transactionsIncome St<strong>at</strong>ement Total of which with rel<strong>at</strong>ed parties06 <strong>30</strong> <strong>2013</strong> Associa- Rel<strong>at</strong>ed Municipa- Subsidia- Municipa- Subsidia- Rel<strong>at</strong>ed Total % effectMillions of euro ted compa- lity ries lity ries indivi- rel<strong>at</strong>ed on thecompa- nies of Milan Municipa- of Brescia Municipa- duals parties balancenies lity lity sheetof Milan of Brescia itemREVENUES 2,845 1 31 182 28 16 1 - 259 9.1%Revenues from the sale of goodsand services 2,739 1 31 182 28 16 1 259 9.5%Other oper<strong>at</strong>ing income 106 - 0.0%OPERATING EXPENSES 1,887 - 20 1 2 3 - - 26 1.4%Expenses for raw m<strong>at</strong>erials andservices 1,775 20 2 22 1.2%Other oper<strong>at</strong>ing expenses 112 1 3 4 3.6%LABOUR COSTS 348 - - - - - - 2 2 0.6%DEPRECIATION,AMORTIZATION ANDWRITE-DOWNS 280 - - - - - - - - 0.0%FINANCIAL BALANCE (81) 10 - - - 3 - - 13 (16.0%)Financial income <strong>30</strong> 3 3 6 20.0%Financial expense (118) - 0.0%Affili<strong>at</strong>es 7 7 7 100.0%101The complete <strong>financial</strong> st<strong>at</strong>ements are included in the section “Consolid<strong>at</strong>ed <strong>financial</strong>st<strong>at</strong>ements” of this report pursuant to Consob Resolution no. 17221 of March 12, 2010.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Note on rel<strong>at</strong>ed party transactionsSignificant non-recurring eventsand transactions40) Consob Communic<strong>at</strong>ion no. Dem/6064293 July 28, 2006As a non- recurring transaction, during the half year the Group recognized the total cost forthe exit of employees under the redundancy schemes in connection with the businessrestructuring plan. Further details of the business restructuring plan may be found in thesection “Significant events during the period” of this <strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report.102


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Guarantees and commitmentswith third partiesMillions of euro 06 <strong>30</strong> <strong>2013</strong> 12 31 2012Guarantee deposits received 555 552Guarantees given 1,460 1,485Guarantee deposits receivedGuarantees deposited by subcontractors and performance bonds issued by insurancecompanies amount to 555 million euro (552 million euro <strong>at</strong> December 31, 2012).103Guarantees and commitments with third partiesThese amount to 1,460 million euro (1,485 million euro <strong>at</strong> December 31, 2012) and rel<strong>at</strong>e tosureties issued and guarantee deposits given as security for commitments made to thirdparties.Coll<strong>at</strong>eral pledgedThe shareholdings in Edipower S.p.A. have been pledged to the financing banks.Group companies hold third party assets, rel<strong>at</strong>ing mainly to the integr<strong>at</strong>ed w<strong>at</strong>er cycle, underconcession amounting to 66 million euro.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ion1) Significant events for the Group after <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Reference should be made to the specific section of this <strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report for adescription of subsequent events.2) Inform<strong>at</strong>ion on treasury shares104At <strong>June</strong> <strong>30</strong>, <strong>2013</strong> <strong>A2A</strong> S.p.A. held 26,917,609 treasury shares, being 0.859% of share capitalwhich consists of 3,132,905,277 shares, unchanged from the end of the previous year. At <strong>June</strong><strong>30</strong>, <strong>2013</strong> no treasury shares were held through subsidiaries, finance companies or nominees.3) Inform<strong>at</strong>ion on non-current assets held for sale and discontinuedoper<strong>at</strong>ions (IFRS 5)“Non-current assets held for sale” and “Liabilities directly associ<strong>at</strong>ed with non-currentassets held for sale” <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> arise from the reclassific<strong>at</strong>ion of a number of assets ofEdipower S.p.A. and the liabilities associ<strong>at</strong>ed with them as the result of the agreementsentered into by the <strong>A2A</strong> Group and the Iren Group on May 21, 2012. On January 17, <strong>2013</strong> IrenS.p.A. announced the intention of the Iren Group to relinquish its shareholding in EdipowerS.p.A.. More specifically, Iren S.p.A. made the request to carry out a non-proportional spinoffof Edipower S.p.A. with the assignment to Iren S.p.A. and Iren Energia S.p.A. of a groupof thermoelectric and hydroelectric gener<strong>at</strong>ion assets having a value effectively equal tothe shareholding of Iren S.p.A. and Iren Energia S.p.A. in Edipower S.p.A.. Thethermoelectric gener<strong>at</strong>ion assets rel<strong>at</strong>e to the Turbigo power plant, while the hydroelectricgener<strong>at</strong>ion assets are those of the Tusciano bundle. In accordance with IFRS 5, the assetsand liabilities of Turbigo and Tusciano are presented in two specific line items of the balancesheet <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>: “Non-current assets held for sale” and “Liabilities directlyassoci<strong>at</strong>ed with non-current assets held for sale”.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionThe item “Non-current assets held for sale” also contains the reclassific<strong>at</strong>ion of five smallflowing w<strong>at</strong>er hydroelectric plants following the agreement reached with the BKW groupwhich was finalized in July <strong>2013</strong>, as discussed in further detail in the section “Significant eventsfor the Group after <strong>June</strong> <strong>30</strong>, <strong>2013</strong>”.There was no requirement for the reclassified balances in either of the above transactions to bewritten down.Summarized figures rel<strong>at</strong>ing to these assets and liabilities are as follows.Figures <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Millions of euro Assets Assets TotalEdipower <strong>A2A</strong> S.p.A.S.p.A.Assets and liabilities held for saleNon-current assets 318 15 333Current assets 13 13Total assets 331 15 346Non-current liabilities 50 50Current liabilities 2 2Total liabilities 52 – 521054) Disclosures for IFRS 13 and IFRS 7The following inform<strong>at</strong>ion required by IFRS 13 and IFRS 7 is provided in accordance with IAS34 Revised.IFRS requires specific disclosures to be made about fair value, a part of which replace thedisclosure requirements of other standards, including IFRS 7 “Financial Instruments:Disclosures”, and certain of this inform<strong>at</strong>ion is specifically required for <strong>financial</strong> instrumentsby IAS 34.16(j) and accordingly has an effect of the <strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report.The following table provides a classific<strong>at</strong>ion of <strong>financial</strong> instruments measured <strong>at</strong> fair valuecarried out on the basis of the quality of the sources of the inputs used in determining fair value:• level 1: <strong>financial</strong> assets/liabilities whose fair value is determined on the basis of unadjustedquoted prices on active markets, either official or over the counter, for identical assets andliabilities, are classified within this level;• level 2: <strong>financial</strong> assets/liabilities whose fair value is determined on the basis of inputs otherthan quoted prices included within level 1 th<strong>at</strong> are observable for the asset/liability, eitherdirectly or indirectly on the market, are classified within this level;


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ion• level 3: <strong>financial</strong> assets/liabilities whose fair value is determined on the basis ofunobservable market d<strong>at</strong>a are classified within this level. Instruments valued on the basisof internal estim<strong>at</strong>es carried out using propriety methods on the basis of best practice inthe sector form part of this c<strong>at</strong>egory.The following table provides an analysis of the assets and liabilities included within the variouslevels, showing the fair value of <strong>financial</strong> instruments <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>:Millions of euro Note Level 1 Level 2 Level 3 Total106Available-for-sale assets measured <strong>at</strong> fair value 3 – 9 – 9Other non-current assets 5 – – 59 59Other current assets 8 64 2 35 101TOTAL ASSETS 64 11 94 169Non-current <strong>financial</strong> liabilities 18 – 858 – 858Other non-current liabilities 21 – – 39 39Current <strong>financial</strong> liabilities 23 526 261 – 787Other current liabilities 22 83 1 (7) 77TOTAL LIABILITIES 609 1,120 32 1,761For compar<strong>at</strong>ive purposes reference should be made to the same table reported in thesection “Other inform<strong>at</strong>ion” of the consolid<strong>at</strong>ed <strong>financial</strong> st<strong>at</strong>ements for the year endedDecember 31, 2012.No transfers were made between the various levels in the six months ended <strong>June</strong> <strong>30</strong>, <strong>2013</strong> andno changes were made with respect to the calcul<strong>at</strong>ion method used to measure theinstruments in question.The measurement of fair value by taking account of counterparty risk did not lead tosignificant differences compared to a “risk free” fair value measurement.The discount r<strong>at</strong>e used to assess counterparty risk was determined on the basis of thecreditworthiness of each counterparty. Fair value falls if the overall discount r<strong>at</strong>e (lowercreditworthiness) is increased.The <strong>A2A</strong> Group has a team dedic<strong>at</strong>ed to measuring <strong>financial</strong> instruments, in particular thoseclassified within level 3. The team reports directly to the head of Planning, Finance and Control<strong>at</strong> least once a quarter during the regular closing of the accounts.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionTo complete the requested analysis, the types of <strong>financial</strong> instrument included in each item ofthe <strong>financial</strong> st<strong>at</strong>ements are set out in the following, together with the measurement criteriaused and, in the case of <strong>financial</strong> instruments measured <strong>at</strong> fair value, where changes in fairvalue are recognized (income st<strong>at</strong>ement or shareholders’ equity).The last column provides the fair value <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong> of the <strong>financial</strong> instrument whereapplicable.Millions of euroCriteria used to measure <strong>financial</strong> instruments in the <strong>financial</strong> st<strong>at</strong>ementsNote Financial instruments Financial Unlisted Amount Fair value <strong>at</strong>measured <strong>at</strong> fair instruments share/ as st<strong>at</strong>ed 06 <strong>30</strong> <strong>2013</strong>value with changes measured holdings in the (*)recognized in: <strong>at</strong> securities consoliamortizedconvertible d<strong>at</strong>edIncome Shareholders’ cost into unlisted balancest<strong>at</strong>ement equity share- sheet <strong>at</strong>holdings 06 <strong>30</strong> <strong>2013</strong>measured<strong>at</strong> cost(1) (2) (3) (4) (5)ASSETSOther non-current <strong>financial</strong> assets:Shareholdings / securities convertible intoshareholdings available for sale of which:-unlisted 9 9 n.a.-listed – –Financial assets held to m<strong>at</strong>urity – –Other non-current <strong>financial</strong> assets 45 45 45Total other non-current <strong>financial</strong> assets 3 54Other non-current assets 5 59 20 79 79Trade receivables 7 1,849 1,849 1,849Other current assets 8 95 6 372 473 473Current <strong>financial</strong> assets 9 81 81 81Cash and cash equivalents 11 710 710 710Assets held for sale 12 346 346 n.a.LIABILITIESFinancial liabilitiesNon-current and current bonds 18 and 23 1,646 1,365 3,011 3,011Other non-current and current <strong>financial</strong> liabilities 18 and 23 1,947 1,947 1,947Other non-current liabilities 21 16 23 368 407 407Trade payables 22 1,158 1,158 1,158Other current liabilities 22 53 24 655 732 732(*) Fair value has not been calcul<strong>at</strong>ed for assets and liabilities rel<strong>at</strong>ing to deriv<strong>at</strong>ives and loans as the corresponding carrying amountis a close approxim<strong>at</strong>ion to this.(1) Financial assets and liabilities measured <strong>at</strong> fair value with differences in fair value recognized in profit and loss.(2) Cash flow hedges.(3) Available-for-sale <strong>financial</strong> assets measured <strong>at</strong> fair value with gains/losses recognized in equity.(4) Loans and receivables and <strong>financial</strong> liabilities measured <strong>at</strong> amortized cost.(5) Available-for-sale <strong>financial</strong> assets consisting of unlisted shareholdings for which fair value cannot be reliably measured are measured<strong>at</strong> cost less any impairment losses.107


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ion4) Upd<strong>at</strong>e of the main legal and fiscal disputes pendingAdequ<strong>at</strong>e provisions are provided where necessary for the disputes and litig<strong>at</strong>ion describedbelow.EU infringement procedureOn <strong>June</strong> 5, 2002, the European Commission published Decision no. 2003/193/EC st<strong>at</strong>ing th<strong>at</strong> thethree-year exemption from income tax (under article 3.70 of Law no. 549/95 and article 66.14 ofDecree Law no. 331/1993, converted into Law no. 427/93) and the advantages deriving from loansgranted pursuant to article 9-bis of Decree no. 318/1986, converted into Law no. 488/96, to publicmajority-owned companies formed under Law no. 142/90 were incomp<strong>at</strong>ible with EC law, sincethey are deemed to represent St<strong>at</strong>e aid which is prohibited under article 87.1 of the EC Tre<strong>at</strong>y. TheCommission did not however consider the tax exemption on contributions of businesses underarticle 3.69 of Law no. 549/95 to be St<strong>at</strong>e aid.108This decision was notified on <strong>June</strong> 7, 2002 to the Italian St<strong>at</strong>e, which appealed against this tothe Court of Justice. Subsequently, by order of the Court of Justice d<strong>at</strong>ed <strong>June</strong> 8, 2004, thecase was transferred to the Court of First Instance with reference number T-222/04, followingthe expansion of th<strong>at</strong> court’s functions by the Tre<strong>at</strong>y of Nice.In July 2002, the Commission communic<strong>at</strong>ed the decision to the companies concerned, whichappealed against this to the Court of First Instance of the European Community on September<strong>30</strong>, 2002, pursuant to article 2<strong>30</strong>.4 of the EC Tre<strong>at</strong>y. Further appeals against this decision havealso been filed by other public sector commercial companies and by Confservizi.The Italian St<strong>at</strong>e did not ask the Court of Justice to suspend execution of the Commission’s<strong>June</strong> 2002 decision so as not to prejudice the resolution of merit in the event of a refusal. Infact, it is rare for the Court to concede a stay of execution, above all in m<strong>at</strong>ters regardingSt<strong>at</strong>e aid.The decision is therefore fully effective and binding on the Italian St<strong>at</strong>e, which is obliged torecover the aid granted.On the invit<strong>at</strong>ion of the Commission and while continuing to pursue action to overturn thedecision, the Italian St<strong>at</strong>e therefore activ<strong>at</strong>ed a recovery procedure. This process involved theprepar<strong>at</strong>ion of a survey questionnaire to identify the public sector commercial companiesth<strong>at</strong> have benefited from the above tax exemption and from loans granted by the st<strong>at</strong>einvestment bank Cassa Depositi e Prestiti in the years under consider<strong>at</strong>ion.The Italian St<strong>at</strong>e’s recovery initi<strong>at</strong>ives continued with the predisposition of an amendment toEC law, which was approved by the Sen<strong>at</strong>e on April 13, 2005 (article 27, Law no. 62 of April 18,


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ion2005). The measure envisages detailed recovery procedures based on ordinary tax rules toadjust any recovery to the effective existence of recoverable aid (considering the specificcircumstances of each position and bearing in mind any outstanding disputes with the taxauthorities). In particular, this measure envisaged certain declar<strong>at</strong>ions on the part of thetaxpayer and presumed certain official acts specifying the applic<strong>at</strong>ion methods and guidelinesfor a correct evalu<strong>at</strong>ion of cases of non-applic<strong>at</strong>ion. The guidelines were then amended tomake them more precise by article 1.133 of Law no. 266 of March 23, 2006 (Finance Law 2006).Subsequently, following Italy’s condemn<strong>at</strong>ion by the Court of Justice for the delay inrecovering the “aid” (Sentence <strong>June</strong> 1, 2006, case C – 207/05), Decree Law no. 10 of February15, 2007 (converted into Law no. 46 of April 6, 2007) made further amendments to the existingrecovery procedures.In this connection, new instructions were issued for the implement<strong>at</strong>ion of EuropeanCommission Decision no. 2003/193/EC with a view to recovering the alleged aid equivalent tothe unpaid taxes and rel<strong>at</strong>ed interest resulting from the applic<strong>at</strong>ion of the tax exemptionregime envisaged in article 3.70 of Law no. 549 of December 28, 1995 and article 66.14 ofDecree Law no. 331 of August <strong>30</strong>, 1993, converted with amendments into Law no. 427 ofOctober 29, 1993.109In the first half of 2007 the Tax Revenue Office sent notices to AEM S.p.A. and ASM S.p.A. -pursuant to Decree no. 10/2007 - in the form of a “communic<strong>at</strong>ion-injunction” concerning thealleged St<strong>at</strong>e aid enjoyed during the mor<strong>at</strong>orium period.On April <strong>30</strong>, 2009, the Tax Revenue Office notified five further assessments in connection withthe position of the former AEM S.p.A. and the former ASM S.p.A. pursuant to article 27, DecreeLaw no. 185 of November 29, 2008, as converted with amendments into Law no. 2 of January28, 2009, for approxim<strong>at</strong>ely 64 million euro including interest.Decree no. 135 of September 25, 2009 (article 19) introduced new instructions regarding therecovery of the aid mentioned, essentially involving (i) the possible notific<strong>at</strong>ion of furtherrepayment assessments and (ii) the irrelevance for recovery purposes of any realized capitalgains. As a result, on October 2, 2009 the company received six further assessments from thecompetent offices for the recovery of amounts additional to those already claimed totalingapproxim<strong>at</strong>ely 220 million euro.On this basis, the Tax Revenue Office activ<strong>at</strong>ed the recovery procedure by means of a fiscaltype assessment without offering any possibility to defer or suspend payment.On the merits, the guidelines for recovery can be found in Day Order no. 901972/071 of theChamber of Deputies, which was approved <strong>at</strong> the sitting of January 14, 2009. In the guidelines


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionit is explained th<strong>at</strong> the recovery “cannot take the form of a simple tax assessment without anyspecific criteria; instead, it has to determine if and how much aid has to be recovered,clarifying in particular th<strong>at</strong> it is recoverable only if actually enjoyed and verifying case by casewhether the companies have actually made use of illegitim<strong>at</strong>e St<strong>at</strong>e aid th<strong>at</strong> has altered theprinciples of free competition and a company’s freedom of establishment”. In line with thisconcept, “those resources th<strong>at</strong> have already been involved in forms of reimbursement” mustbe considered “excluded from the recovery measure”.In exercising the powers granted the Tax Revenue Office should therefore have identified, inthe specific circumstances, the actual enjoyment of illegitim<strong>at</strong>e St<strong>at</strong>e aid th<strong>at</strong> has not alreadybeen reimbursed.110Given th<strong>at</strong> the lawsuits involving the merging company AEM S.p.A. (now <strong>A2A</strong> S.p.A.) and themerged company ASM S.p.A. are the subject of separ<strong>at</strong>e proceedings <strong>at</strong> the Court of FirstInstance of the European Community and have different positioning in rel<strong>at</strong>ion to the“communic<strong>at</strong>ion-injunction” and the assessments, the two situ<strong>at</strong>ions are explainedsepar<strong>at</strong>ely below for the sake of clarity.Former AEM S.p.A. (now <strong>A2A</strong> S.p.A.)In the action promoted by AEM S.p.A., on January 6, 2003 the Commission filed an objectionclaiming th<strong>at</strong> it could not accept the appeal. AEM promptly replied before the legal deadline.The Court arranged the meeting concerning the objection claiming th<strong>at</strong> it could not acceptthe appeal on its merit by order d<strong>at</strong>ed August 5, 2005. On March 15, 2006, AEM filed a brief inrel<strong>at</strong>ion to the judgment pending before the Court of First Instance. On February 28, 2008, theCourt of First Instance communic<strong>at</strong>ed to AEM its intention to combine (only for the oralphase) the various lawsuits being brought by AEM S.p.A, Confservizi, other public sectorcommercial companies and the Italian St<strong>at</strong>e, asking for the opinions of the parties concerned.On March 6, 2008, AEM S.p.A. communic<strong>at</strong>ed to the Court th<strong>at</strong> it would welcome a move tocombine the various lawsuits and, apparently, the other appellants also responded in the sameway. The final hearing was held on April 16, 2008, and by a ruling d<strong>at</strong>ed <strong>June</strong> 11, 2009 the Court ofFirst Instance declared th<strong>at</strong> the appeal filed by AEM S.p.A. was admissible but rejected it on merit- as for those filed by the other appellants - taking the view th<strong>at</strong> the measure in questionconstituted St<strong>at</strong>e aid th<strong>at</strong> was prohibited under article 87.1 of the EC Tre<strong>at</strong>y, therefore confirmingthe decision of the Commission. AEM S.p.A. challenged this sentence on a timely basis before theEuropean Court of Justice. With Sentence C 320/09 P published on December 21, 2011 theEuropean Court of Justice turned down the appeal made by <strong>A2A</strong> S.p.A. (a similar rejection wasmade of the parallel appeals filed by other former municipal companies).


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionWith reference to article 27 of Law no. 62 of April 18, 2005, AEM S.p.A. has carefully compliedwith the oblig<strong>at</strong>ions placed on the former municipal utilities th<strong>at</strong> are contained in the abovementionedrecovery regul<strong>at</strong>ions and rel<strong>at</strong>ed enabling instructions.For completeness, it should be noted th<strong>at</strong> on October 27, 2005 the Tax Revenue Office visitedthe head office of AEM S.p.A. to acquire the accounting document<strong>at</strong>ion necessary to check thecorrectness of the figures declared in the tax returns filed in accordance with article 27 of Lawno. 62. The visit was merely to ascertain and finalize the amount of any taxes th<strong>at</strong> were to bereimbursed. AEM S.p.A. provided the inspectors with an ample st<strong>at</strong>ement as to how the taxreturns had been compiled. Even if all possible forms of legal protection failed, it was deemedreasonable to assume th<strong>at</strong> the Italian government’s recovery actions would have involvedrevoking the benefits granted in different ways, depending on the public service sectorsconcerned. In particular, it was assumed th<strong>at</strong> such action would have taken account of theactual degree of competition during the effective period of the measures being contestedand, therefore, of the extent to which it may have been distorted.In this regard, the appeal made by AEM S.p.A. explained th<strong>at</strong> during the 1996-1999 periodexamined by the Commission the company oper<strong>at</strong>ed in sectors such as electricity and gas th<strong>at</strong>were not opened up to competition and in which AEM S.p.A. did not take part in any tendersfor the provision of the rel<strong>at</strong>ed services (an observ<strong>at</strong>ion th<strong>at</strong> was subsequently repe<strong>at</strong>ed tothe Court of Justice).111In the light of the uncertainty regarding the outcome of the appeals and the ways in which theCommission’s decisions would be applied, the company believed it possible, but not probable,th<strong>at</strong> it risks having to return all of the aid received if the result of the entire appeal procedureturns out to be neg<strong>at</strong>ive: consequently, no provisions were made for this m<strong>at</strong>ter in any of its<strong>financial</strong> st<strong>at</strong>ements up to December 31, 2006. This decision took account of objectiveuncertainties as to the possibility of making a sufficiently reasonable estim<strong>at</strong>e of the chargesth<strong>at</strong> would be borne by AEM S.p.A. as a consequence of the above decision.Lastly, the majority of the profits distributed by AEM S.p.A. during the tax mor<strong>at</strong>orium periodwere paid to the Municipality of Milan, which is part of the Public Administr<strong>at</strong>ion. AEM S.p.A.did not receive any assisted loans from Cassa Depositi e Prestiti under the laws mentionedduring the period considered by the Commission.On March <strong>30</strong>, 2007, the Milan Tax Revenue Office notified four assessments, or“communic<strong>at</strong>ion-injunctions” under Decree Law no. 10/2007 – rel<strong>at</strong>ing to the alleged aid usedduring the periods 1996, 1997, 1998 and 1999.The amounts requested in these assessments, totaling 4.8 million euro inclusive of interest,were based on the company’s return filed in July 2005, except for the disallowance of theeffect of applying the so-called “tombstone” tax amnesty under Law no. 289/2002.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionPursuant to Decree Law no. 10/2007 the amounts established but not paid over are subject toforcible collection via inclusion on the tax roll; the rules do not permit any extended paymentterms or suspensions, not even in the event of appeal.Having taken note of these communic<strong>at</strong>ions, considered Decree Law no. 10/2007 and rel<strong>at</strong>edconversion law and checked th<strong>at</strong> the amounts requested agree with those originally declared,the company decided on April 27, 2007 to pay the amounts requested.As a result of the above, the amounts paid were included in the 2007 accounts under“Financial expenses” and “Other non-oper<strong>at</strong>ing expenses”.The company prudently decided to appeal against these communic<strong>at</strong>ion-injunctions to thecompetent tax jurisdiction. The Provincial Tax Commission of Milan - Section 21 rejected theseappeals in ruling no. 8 of January 25, 2008 and the rel<strong>at</strong>ive sentence th<strong>at</strong> establishes theamount of the recoverable aid is now definitive.112On April <strong>30</strong>, 2009, the Tax Authorities notified three assessments, issued under article 24 ofDecree no. 185/2008, for the recovery of alleged St<strong>at</strong>e aid th<strong>at</strong> conflicts with EC legisl<strong>at</strong>ion andthe earlier decision of the European Commission. Appeals against these assessments werefiled with the Milan Provincial Tax Commissioners. The oral hearing was held on September 19,2011 and the filed appeals were all rejected, after combin<strong>at</strong>ion, by Sentence no. 222/09/11. Thecompany filed a timely appeal against th<strong>at</strong> sentence.Based on current law, the amount requested, namely a total of 23 million euro, had to be paidwithin thirty days of notific<strong>at</strong>ion of the provision and <strong>A2A</strong> S.p.A. accordingly made thepayment on May 8, 2009.As mentioned, on October 2, 2009 the Tax Revenue Office notified four assessments issuedunder article 19 of Decree no. 135/2009 for the further recovery of alleged St<strong>at</strong>e aid to theformer AEM S.p.A. th<strong>at</strong> has been st<strong>at</strong>ed to conflict with EC legisl<strong>at</strong>ion.Having paid a total of 184 million euro on October 22, 2009 - to avoid the charges involved inbeing entered on the tax rolls and the accrual of further interest - the company appealedagainst these notices before the Milan Provincial Tax Commission which - after meeting inconnection with those rel<strong>at</strong>ing to ASM S.p.A. - discussed the merit of the case on January 19,2010 and upheld the appeal with Sentence no. 137/01/10.Following this sentence, <strong>A2A</strong> S.p.A. requested the Tax Revenue Office to return the sums paidas a refund of the alleged “St<strong>at</strong>e aid” but has yet to receive a reply.On April 9, 2010 an appeal was filed against this sentence by the Regional Department of theTax Revenue Office of Lombardy and by the Tax Revenue Office - Milan 1 Office.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionFormer ASM S.p.A. (merged into <strong>A2A</strong> S.p.A. from January 1, 2008)ASM S.p.A. has also challenged the decision before the Court of First Instance in Luxembourgwith an appeal filed on its own account on January 2, 2003 and ad adiuvandum in support ofAEM S.p.A. and AMGA S.p.A..ASM moreover considered th<strong>at</strong> the European Commission’s decision no. 2003/293/EC of July5, 2002 was not applicable because of the particular n<strong>at</strong>ure of its situ<strong>at</strong>ion: during the periodunder consider<strong>at</strong>ion the services provided by ASM S.p.A. in its areas of oper<strong>at</strong>ions were notopen to the market or free competition.On January 6, 2003 the Commission filed an objection claiming th<strong>at</strong> it could not accept theappeal. ASM S.p.A. promptly replied before the legal deadline. The Court set the meetingconcerning the objection claiming th<strong>at</strong> it could not accept the appeal on the merit by orderd<strong>at</strong>ed August 5, 2005.On February 28, 2008 the Court of First Instance communic<strong>at</strong>ed to ASM S.p.A its intention tocombine (only for the oral phase) the various lawsuits being brought by ASM S.p.A.,Confservizi, other majority-held public sector commercial companies and the Italian St<strong>at</strong>e,asking for the opinions of the parties concerned. ASM S.p.A. communic<strong>at</strong>ed to the Court th<strong>at</strong>it would welcome such a move to combine the various lawsuits.113The final hearing was held on April 16, 2008, and by a ruling d<strong>at</strong>ed <strong>June</strong> 11, 2009 the Court ofFirst Instance declared th<strong>at</strong> the appeal filed by AEM S.p.A. was admissible, but rejected it onmerit - as for those filed by the other appellants - taking the view th<strong>at</strong> the measure in questionconstituted St<strong>at</strong>e aid th<strong>at</strong> was prohibited under article 87.1 of the EC Tre<strong>at</strong>y, thereforeconfirming the decision taken by the Commission. With Sentence C 320/09 P published onDecember 21, 2011 the European Court of Justice turned down the appeal made by <strong>A2A</strong> S.p.A.(a similar rejection was made of the parallel appeals filed by other former municipalcompanies).The companies of the ASM Group involved in the recovery procedure (ASM S.p.A., also onbehalf of the merged BAS S.p.A. and Azienda Servizi Valtrompia S.p.A), in accordance with therequest contained in article 27 of Law no. 62 of April 18, 2005, sent the declar<strong>at</strong>ion required byarticle 27 of said law for each of the periods affected by the tax mor<strong>at</strong>orium.BAS S.p.A. Bergamo, which was merged with effect from May 18, 2005, and Azienda ServiziValtrompia S.p.A had neg<strong>at</strong>ive taxable income during the years in which the mor<strong>at</strong>oriumapplied and so it is probable th<strong>at</strong> no tax will be due.In April 2007 ASM S.p.A. received notific<strong>at</strong>ion of the communic<strong>at</strong>ion-injunction under article1 of Legisl<strong>at</strong>ive Decree no. 10/2007 from the Brescia Tax Revenue Office for the periods 1998and 1999.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionBased on the opinion of its tax advisors and experts in EC law, ASM S.p.A. pointed out to theBrescia Tax Revenue Office th<strong>at</strong> the communic<strong>at</strong>ion-injunction th<strong>at</strong> it had received wascontrary to the provisions of this decree both in content and in amount.At the same time ASM S.p.A. appealed to the Brescia Court for this injunction to be declarednull and void; it also asked for a court order suspending payment.On May 23 the Tax Revenue Office acknowledged th<strong>at</strong> ASM S.p.A.’s arguments were correct andcancelled the communic<strong>at</strong>ion-injunction to pay. In the light of the uncertainty regarding theoutcome of the appeals and the ways in which the Commission’s Decisions would be applied, thecompany believes it possible, but not probable, th<strong>at</strong> it risks having to return all of the aid receivedif the result of the entire appeal procedure turns out to be neg<strong>at</strong>ive: consequently no provisionhas been made for this m<strong>at</strong>ter in the <strong>financial</strong> st<strong>at</strong>ements.Pending a decision on the question, the shareholders’ meeting of ASM S.p.A. has resolved notto consider distributable an amount of 13 million euro representing a portion of the availablereserves formed during the period of the “tax mor<strong>at</strong>orium”.114On April <strong>30</strong>, 2009 the Tax Revenue Office notified two assessments, issued under article 24 ofDecree Law no.185/2008, for the recovery of alleged St<strong>at</strong>e aid to the former ASM S.p.A. st<strong>at</strong>edto be in conflict with EC regul<strong>at</strong>ions. Appeals against these assessments were filed with theMilan Provincial Tax Commissioners. The oral hearing was held on September 19, 2011 and thefiled appeals were all rejected, after combin<strong>at</strong>ion, by Sentence no. 222/09/11. The companyfiled a timely appeal against th<strong>at</strong> sentence.Under current regul<strong>at</strong>ions the amount requested, 41.6 million euro, had to be paid withinthirty days of the provision being notified and <strong>A2A</strong> S.p.A. accordingly made the payment onMay 8, 2009.As mentioned, on October 2, 2009 the Tax Authorities notified two assessments, issued underarticle 19 of Decree Law no. 135/2009, for the further recovery of alleged St<strong>at</strong>e aid to theformer ASM S.p.A. th<strong>at</strong> is st<strong>at</strong>ed to be in conflict with EC regul<strong>at</strong>ions.Having paid a total of 35.8 million euro on October 22, 2009 - to avoid the charges involved inbeing entered on the tax rolls and the accrual of further interest - the company appealedagainst these notices before the Milan Provincial Tax Commission, which - after combin<strong>at</strong>ionwith those rel<strong>at</strong>ing to ASM S.p.A. - discussed the merit of the case on January 19, 2010 andupheld the appeals with Sentence no. 137/01/10. Following this sentence <strong>A2A</strong> S.p.A. requestedthe Tax Revenue Office to return the sums paid as a refund of the alleged “St<strong>at</strong>e Aid” but hasyet to receive a reply.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionOn April 9, 2010 an appeal was filed against this sentence by the Regional Department of theTax Revenue Office of Lombardy and by the Tax Revenue Office - Milan 1 Office.* * *Ruling on the appeal proposed by the Tax Authority against Sentence no. 137/01/10concerning the positions of the former AEM S.p.A. and the former ASM S.p.A.Following the proposed appeal, <strong>A2A</strong> S.p.A. filed counter-arguments and subsequent pleadingwith the court.The Tax Revenue Office’s appeal was discussed on July 5, 2010 before the Regional TaxTribunal, which upheld it.The company filed an appeal to the Supreme Court on a timely basis, specifying theinconsistencies in the appeal court’s ruling; the d<strong>at</strong>e of this hearing has not yet been set.* * *Ruling on the appeal proposed by the <strong>A2A</strong> S.p.A. against Sentence no. 222/09/11concerning the positions of the former AEM S.p.A. and the former ASM S.p.A.115Following the appeal filed by <strong>A2A</strong> S.p.A. the Tax Revenue Office filed counter-arguments towhich <strong>A2A</strong> S.p.A. replied with subsequent pleading with the court.<strong>A2A</strong> S.p.A.’s appeal was discussed on <strong>June</strong> 13, 2012 before the Regional Tax Tribunal, whichrejected it. The sentence with supporting arguments was filed on April 17,<strong>2013</strong>.In this respect the company is assessing the possibility of filing an appeal with the SupremeCourt.Consul L<strong>at</strong>ina / BAS S.p.A. (now <strong>A2A</strong> S.p.A.)The purchase by BAS S.p.A. of the investment in HISA was made through a local consultant,Consul L<strong>at</strong>ina.Given th<strong>at</strong> the wording of the contract was not totally clear and the fact th<strong>at</strong> BAS S.p.A. on its owndid not buy 100% of HISA, BAS S.p.A. did not pay the fee due to Consul L<strong>at</strong>ina which in 1998commenced legal action for payment.The lawsuit is still in underway with various procedural objections, some recent, such as thefact th<strong>at</strong> all court proceedings after May 18, 2005 were declared null and void for lack of rightof <strong>at</strong>torney, a problem th<strong>at</strong> was subsequently resolved.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionIn the appeal ref. EXP 82218, Sentence no. 3697/<strong>30</strong>00 d<strong>at</strong>ed May 9, 2008, Consul L<strong>at</strong>inarequested th<strong>at</strong> the proceedings be declared null and void given th<strong>at</strong> the lawyers had nopowers and claimed damages due to a delay in the filing of documents by BAS S.p.A. in 2008.The court rejected all these claims, recognizing th<strong>at</strong> ASM S.p.A. took over from BAS S.p.A..On the basis of inform<strong>at</strong>ion received from the lawyer, Mr. De Florio, according to ConsulL<strong>at</strong>ina the amount payable on May 10, 2007 was US$ 1,872,000, calcul<strong>at</strong>ed as capital of US$720,000 plus interest of 1% from April 1999.As of th<strong>at</strong> d<strong>at</strong>e a possible offer by ASM S.p.A. to settle the dispute for US$ 400,000 was notconsidered acceptable.In a communic<strong>at</strong>ion of November 18, 2008, the lawyer recalled th<strong>at</strong> the coefficient to beapplied to the value of the principal to understand the sum due by BAS S.p.A. in the event oflosing the lawsuit was 27.22%. He also confirmed th<strong>at</strong> over the previous two years the interestr<strong>at</strong>e applicable to commercial settlements had remained unaltered <strong>at</strong> 1.55%.116The intern<strong>at</strong>ional rog<strong>at</strong>ory notific<strong>at</strong>ion was sent on July <strong>30</strong>, 2010 with the request th<strong>at</strong> <strong>A2A</strong>S.p.A. be formally questioned about the evidence formul<strong>at</strong>ed by the Buenos Aires Court; thehearing was held on September 17, 2010. The evidence was sent to the Buenos Aires appealcourt for its judgment.The lawyers representing <strong>A2A</strong> S.p.A. believe th<strong>at</strong> the testimony provided by <strong>A2A</strong> S.p.A. ispositive but are unable to estim<strong>at</strong>e a d<strong>at</strong>e for the issuing of a sentence nor are they able toforecast the outcome of the litig<strong>at</strong>ion.The opinion regarding the potential outcome of the case th<strong>at</strong> the lawyers outlined in a report <strong>at</strong>the end of March 2012 suggested th<strong>at</strong> there is a 25% possibility th<strong>at</strong> the sentence accepts each ofConsul L<strong>at</strong>ina’s requests (capital of US$ 720,000 + interest <strong>at</strong> 1% monthly + expenses equal to<strong>30</strong>% of capital plus interest), a 55% possibility th<strong>at</strong> the sentence lowers Consul L<strong>at</strong>ina’s claims(US$ 131,521 + interest <strong>at</strong> 1% monthly + expenses equal to <strong>30</strong>% of capital plus interest), a 10%possibility th<strong>at</strong> the sentence significantly lowers Consul L<strong>at</strong>ina’s claims (US$ 82,855 + interest <strong>at</strong>1% monthly + expenses equal to <strong>30</strong>% of capital plus interest) and a 10% possibility th<strong>at</strong> <strong>A2A</strong> S.p.Ais judged to be right on all counts and not required to pay anything <strong>at</strong> all.In appeal number 82220 Consul L<strong>at</strong>ina asked to establish a lien on the shares in Redengas S.A.on <strong>June</strong> 21, 2001, and the Court ordered this lien.On October 6, 2009 the judge also rejected the appeal ref. EXP 90779, Sentence 5317534 d<strong>at</strong>edMay 20, 2005, in which Consul L<strong>at</strong>ina claimed th<strong>at</strong> the lawyer Mr. De Florio had no powers ofrepresent<strong>at</strong>ion <strong>at</strong> the hearing held in August 2005 as a result of the merger of BAS S.p.A. intoASM S.p.A., due to the claimant’s lack of oper<strong>at</strong>ional st<strong>at</strong>us.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionOn November 10, 2008, Consul L<strong>at</strong>ina <strong>at</strong>tempted to file a new claim against BAS S.p.A., EXP095148, requesting inform<strong>at</strong>ion about Enerfin S.r.l. in liquid<strong>at</strong>ion, designed to find out if ASMS.p.A. was still a shareholder or, if it had sold the investment, the sales price. On November 16,2009, the judge ordered <strong>A2A</strong> S.p.A. to pay a fine of <strong>30</strong>0 pesos per day from May 6, 2009 for nothaving provided the inform<strong>at</strong>ion required about the sale on th<strong>at</strong> d<strong>at</strong>e; the lawyers immedi<strong>at</strong>elyappealed against this sentence and for this reason no fine was paid. On <strong>June</strong> <strong>30</strong>, 2011, the Courtof Appeal repealed the interim st<strong>at</strong>ement th<strong>at</strong> declared <strong>A2A</strong> S.p.A to be the defaulting party,hence <strong>A2A</strong> S.p.A., who had never paid the daily penalty, was released from this oblig<strong>at</strong>ion.In February 2010, <strong>A2A</strong> S.p.A. renewed the mand<strong>at</strong>e of the legal firm Garrido to find a way ofsettling the original lawsuit brought by Consul L<strong>at</strong>ina and take the necessary steps to revokethe lien filed by Consul L<strong>at</strong>ina on HISA’s subsidiaries. At the end of September 2011 the legalteam advised of a proposed settlement, however without documenting the actual terms,submitted by Consul L<strong>at</strong>ina for US$ 3.9 million. <strong>A2A</strong> S.p.A. communic<strong>at</strong>ed th<strong>at</strong> this would notbe acceptable, confirming its availability to settle for up to US$ 750 thousand. No inform<strong>at</strong>ionis available about Consul L<strong>at</strong>ina’s formal response. In <strong>June</strong> <strong>2013</strong>, <strong>A2A</strong> S.p.A.’s lawyers advisedth<strong>at</strong> under instruction from HISA’s current shareholders, Aseguradores de Cauciones S.A.intends to request a guarantee from <strong>A2A</strong> S.p.A. in the form of a deposit regarding theoblig<strong>at</strong>ion to pay Consul L<strong>at</strong>ina, having HISA’s present shareholder as the beneficiary. Checksare currently taking place.117The company is represented by the legal firm Garrido of Buenos Aires.ENEL/AEM Elettricità S.p.A. (now <strong>A2A</strong> Reti Elettriche S.p.A., a subsidiary of <strong>A2A</strong> S.p.A.)By means of a writ served in 2001, ENEL requested annulment of the decision made by theBoard of Arbitr<strong>at</strong>ors appointed in accordance with Decree no. 79 of March 16, 1999 (the“Bersani Decree”), which set <strong>at</strong> 820 billion lire the price to be paid to ENEL for the sale to AEMElettricità S.p.A. (now <strong>A2A</strong> Reti Elettriche S.p.A.) of the power distribution business in themunicipalities of Milan and Rozzano. AEM Elettricità S.p.A. asked for ENEL’s request to berejected, as the arbitr<strong>at</strong>ors’ decision could not be considered manifestly unfair or erroneousin accordance with article 1349 of the Italian civil code. AEM Elettricità S.p.A. in turn filed acounter-claim asking for ENEL to be sentenced to pay compens<strong>at</strong>ion for the damages causedby the delay with which ENEL implemented the sale of the business, as imposed by the law.In AEM Elettricità S.p.A.’s opinion, the judge would only be able to change the arbitr<strong>at</strong>ors’decision if it appeared to be “manifestly unfair or erroneous”, as also confirmed by an expertwitness’s report which the judge ordered.The Court-appointed expert witness carried out a detailed review of the situ<strong>at</strong>ion, makingnumerous adjustments, and in the end established a figure of 88 million euro as the upper


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionvalue of the business, net of damages which the expert recommended should be awarded toAEM Elettricità S.p.A..In a sentence filed on <strong>June</strong> 9, 2008, the Milan Court set a new price for the business based onthe indic<strong>at</strong>ions of the expert witness (990.8 billion lire) and rejected the claim for damagesmade by AEM Elettricità S.p.A. According to the Court, the difference between the expertwitness’s valu<strong>at</strong>ion and th<strong>at</strong> carried out by the Board of Experts was such as to make the l<strong>at</strong>termanifestly unfair. In other words, the judge believed th<strong>at</strong> he could fully trust the conclusionsreached by the expert witness appointed by him, even though some of the choices madeappeared to be the result of exercising the technical discretion th<strong>at</strong> is inherent in valu<strong>at</strong>ions ina different way, leading to a very different result from th<strong>at</strong> reached by the Board of Experts.The judge also based his decision on certain affirm<strong>at</strong>ions made by the expert witnessregarding the “inappropri<strong>at</strong>e n<strong>at</strong>ure” of certain parameters used by the Board of Experts.118Considering therefore th<strong>at</strong> the price established by the Board of Experts was unfair, the judgealso rejected the claim made by AEM Elettricità S.p.A. for damages caused by the delay intransferring the business. In fact, according to the judge, ENEL was justified in not transferringthe business as the price was unfair.There are various objections which can be made to this sentence.To start with, the assumption is not accepted th<strong>at</strong> the price established by the Board of Expertswas affected by errors, or th<strong>at</strong> it was unfair. The Board consisted of eminent professors withyears of acknowledged experience in company valu<strong>at</strong>ions, so the fact th<strong>at</strong> the judge simply“replaced” their calcul<strong>at</strong>ion with the one performed by the expert witness is totallyuns<strong>at</strong>isfactory. From another standpoint, there appears to be no justific<strong>at</strong>ion for rejecting therequest for damages because of the delayed transfer of the business, given th<strong>at</strong> ENEL couldquite easily have handed it over - as indeed it did - while <strong>at</strong> the same time asking for a fairnessreview of the price set by the Board of Experts. <strong>A2A</strong> S.p.A. appealed against the court sentencewith a writ served on October 23, 2008; the hearing for the st<strong>at</strong>ement of the conclusions wasscheduled for April 5, 2011. Subsequently, with a writ served on May 28, 2009, Enel sued <strong>A2A</strong>S.p.A, based on the sentence by the Milan Court (which was not a sentence of condemn<strong>at</strong>ion),asking th<strong>at</strong> <strong>A2A</strong> should be condemned to pay 88,244,342 euro, as well as interest <strong>at</strong> the legal r<strong>at</strong>eand monetary revalu<strong>at</strong>ion from October 31, 2002. At the first hearing of this case on November24, 2009 the claimant waived the injunction and the parties are now waiting for the aboveappeal to go ahead.An agreement was negoti<strong>at</strong>ed with the counterpart during 2009 allowing any costs to be paidin installments to elimin<strong>at</strong>e the risk th<strong>at</strong> the company may have to pay out a sizeable amountall <strong>at</strong> the same time.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionWhen preparing the 2009 annual report, it was decided in the interests of prudence tomaintain the book value of 88 million euro recognized for goodwill already disclosed as abalance sheet asset for the business transferred, booking a contra-entry to a provision forrisks and charges (under liabilities) of the same amount and recognizing ancillary charges of24 million euro in the same way.As the result of the need to reorganize the rolls, the case was rescheduled and the hearing for thest<strong>at</strong>ement of the conclusions, originally planned for April 5, 2011, was deferred to September 18,2012.On this d<strong>at</strong>e, the parties detailed their respective conclusions and subsequently exchangedfinal st<strong>at</strong>ements and rejoinders. The Court adjourned the case and set aside its decision untilJanuary 15, <strong>2013</strong>. On this d<strong>at</strong>e, it issued a decision to resume the preliminary cross examin<strong>at</strong>ionand renew the mand<strong>at</strong>e of the court appointed expert. The expert’s assigned task was tomeasure the damage caused by the delay suffered by AEM, believing “to have merit the claimsmade by the appellant (<strong>A2A</strong>, editor’s note) as regards measuring the value of the transfer ofthe business unit as determined by the court of first instance, as well as regardingdisallowance of the damages due to the delay in the aforementioned transfer.”119Prof. Adriano Propersi was appointed by the court to act as its expert, while <strong>A2A</strong> S.p.A.design<strong>at</strong>ed Prof. Angelo Provasoli as its own expert witness. Prof. Propersi has until October<strong>30</strong>, <strong>2013</strong> to file his report and the hearing for subsequent discussion has been set forDecember 16, <strong>2013</strong>. Until <strong>June</strong> <strong>30</strong>, <strong>2013</strong>, the experts acting for the two parties have exchangedfour technical memoranda in reply to subsequent questions raised by the court expert.Investig<strong>at</strong>ion into gas metering devicesAn investig<strong>at</strong>ion is pending <strong>at</strong> the Public Prosecutor’s Office in Trento concerning the way th<strong>at</strong>gas consumption is accounted for. The investig<strong>at</strong>ion involves, among others, a number of <strong>A2A</strong>Group companies and some of their directors and managers The alleged offence is fraud, aswell as other m<strong>at</strong>ters.The investig<strong>at</strong>ion was initi<strong>at</strong>ed by the Milan Judicial Authority but then transferred to Bresciafor a question of territorial jurisdiction. After notific<strong>at</strong>ion of the “Notice of the Conclusion ofPreliminary Investig<strong>at</strong>ions - article 415-bis of the Italian Criminal procedure code” d<strong>at</strong>edFebruary 7, 2011, the “Notice of the Preliminary Hearing D<strong>at</strong>e” was received on <strong>June</strong> 9, 2011regarding the committal for trial presented by the Public Prosecutor. The preliminary hearingwas held before the judge in charge of the preliminary investig<strong>at</strong>ions (Gip) on November 8,2011. The defense for the accused raised a preliminary exception claiming th<strong>at</strong> the notific<strong>at</strong>ionof the decree containing the “Notice of the Preliminary Hearing D<strong>at</strong>e” was null and void, given


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionth<strong>at</strong> it did not include the CD with the list of “indicted” meters indic<strong>at</strong>ed in the decree as an“<strong>at</strong>tachment forming a m<strong>at</strong>erial part of the charge”. The Gip upheld the exception anddeclared the notific<strong>at</strong>ion null and void. As a result the Public Prosecutor had to reissue the“Notific<strong>at</strong>ion of the Conclusion of Preliminary Investig<strong>at</strong>ions - article 415-bis of the ItalianCriminal procedure code” and return to the previous stage in the proceedings. On January 4-9, 2012, the “Notific<strong>at</strong>ion of the Conclusion of Preliminary Investig<strong>at</strong>ions - article 415-bis of theItalian Criminal procedure code” was reissued, this time with the CD.The preliminary hearing was held on October 18, 2012, <strong>at</strong> which the judge raised a preliminaryexception pursuant to article 11 of the criminal procedure code noting th<strong>at</strong> <strong>at</strong> least twomagistr<strong>at</strong>es, whose judicial offices are included within the district of the Brescia Appeal Court,are “injured parties” in the proceeding and asked the judge in charge of the preliminaryhearing (Gup), Dr. Napo, to declare the Brescia judicial authority acting beyond its jurisdiction.The defense agreed with the applic<strong>at</strong>ion. The Gup therefore declared th<strong>at</strong> the case wasbeyond his jurisdiction and ordered the papers to be sent to the Public Prosecutor’s Office ofVenice. As a result of this provision the proceeding has returned to the initial stage.120However, as <strong>A2A</strong> Reti Gas S.p.A. had to carry out maintenance on certain plants sequestered aspart of the criminal proceeding in question, checks were carried out to identify theprosecuting magistr<strong>at</strong>e in charge of the case <strong>at</strong> the Public Prosecutor’s Office of Venice. It waslearned from this th<strong>at</strong> without giving notice of such to any of the <strong>at</strong>torneys of the personsunder investig<strong>at</strong>ion or to those persons themselves, in the meantime the proceeding had beentransferred from the Public Prosecutor’s Office of Venice (which presumably had identified asimilar case of lack of jurisdiction) to th<strong>at</strong> of Trento, which has jurisdiction for proceedings inwhich a magistr<strong>at</strong>e of the Public Prosecutor’s Office of Venice acts in a capacity as “injuredparty”. At the present moment, therefore, the proceeding, assigned index no. 838/<strong>2013</strong>, isbeing followed by the Trento Public prosecutor Pasquale Profiti, and is still, therefore, <strong>at</strong> theinitial stage of preliminary investig<strong>at</strong>ions.Arbitr<strong>at</strong>ion initi<strong>at</strong>ed by Ecovolt for viol<strong>at</strong>ion of the Quotaholders’ Agreement for theInvestment in Ostros Energia S.r.l. in liquid<strong>at</strong>ion (arbitr<strong>at</strong>ion case no. 6<strong>30</strong>9 initi<strong>at</strong>edby Ecovolt)On May 25, 2009 the minority quotaholders of Ostros Energia S.r.l. in liquid<strong>at</strong>ion initi<strong>at</strong>edarbitr<strong>at</strong>ion proceedings under a settlement clause contained in the Investment Agreementsigned with ASM S.p.A. (now <strong>A2A</strong> S.p.A.) on January <strong>30</strong>, 2007, with a view to establishing abreach of th<strong>at</strong> agreement by <strong>A2A</strong> S.p.A. for having failed to finance the development of OstrosEnergia S.r.l. in liquid<strong>at</strong>ion and comply with the provisions of article 2.5 of the Agreement.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionThese m<strong>at</strong>ters were first examined by the parties towards the end of 2008 and legal opinionswere obtained.The Board of Arbitr<strong>at</strong>ion is made up of Prof. N. Irti, Prof. G. Sbisà and Prof. M. Cera. During thefirst meeting on March 4, 2010, convened to make the oblig<strong>at</strong>ory <strong>at</strong>tempt <strong>at</strong> reconcili<strong>at</strong>ion,noting the absence of the parties the Board took note th<strong>at</strong> the conditions did not exist for asettlement and scheduled the hearing to cross-examine the parties for April 26, 2010, to thisend inviting their legal represent<strong>at</strong>ives or informed persons with right of <strong>at</strong>torney to <strong>at</strong>tend.The Board also established November 20, 2010 as the deadline to conclude the arbitr<strong>at</strong>ionproceedings.Following the aforementioned cross-examin<strong>at</strong>ion hearing the board issued order no. 6<strong>30</strong>9/20on <strong>June</strong> 3, 2010 requesting the Chamber of Arbitr<strong>at</strong>ion to appoint an expert assessor to qualifythe difference between the projects mentioned in the January 31, 2007 InvestmentAgreement, in particular the San Biagio project, and those included in the “Baltic agreement”.In an order of the Board of Arbitr<strong>at</strong>ors of July 1, 2010, Deutsches Windenergie GmbH InstituteBranch DeEI Italia was appointed as expert assessor; subsequently, the Board scheduled ahearing for September 23, 2010 to confirm the arbitr<strong>at</strong>ion question and determine the d<strong>at</strong>eswhen the appraisal would commence (October 15, 2010) and when the final report would be due(January 10, 2011), and also to allow the parties involved to appoint their own expert advisors.121At this hearing, <strong>A2A</strong> S.p.A. appointed the firm D’Apollonia as its expert advisor and Ecovoltappointed Prof. Zaninelli.On September 28, 2010 the Chamber of Arbitr<strong>at</strong>ion notified th<strong>at</strong> the expert which it hadappointed with the above order had withdrawn from the case.In a letter d<strong>at</strong>ed October 13, 2010, the Chamber of Arbitr<strong>at</strong>ion gave notice of order 1611/21issued on October 12, 2010 in which Prof. Villacci of the University of Sannio was appointed asthe new expert. On December 23, 2010, the expert made an applic<strong>at</strong>ion to the Arbitr<strong>at</strong>ors toobtain an extension of the deadline established for the filing of the expert’s report untilFebruary 25, 2011. The deadline was further extended to April 6, 2011.On receipt of the expert’s report, the Board set the term for the parties to submit theirrespective st<strong>at</strong>ements and the last st<strong>at</strong>ement was filed on <strong>June</strong> 24, 2011. The Board theninvited the parties to come to a settlement but the exchange of correspondence in this regarddid not alter the positions of the parties.The Board of Arbitr<strong>at</strong>ors requested an extension of the term to submit the award which wasset for May 20, 2012, and has established October 6, 2012 as the d<strong>at</strong>e for the hearing, in thepresence of the lawyers and the technical experts.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionThe Board of Arbitr<strong>at</strong>ors set December 14, 2011 as the d<strong>at</strong>e for the oblig<strong>at</strong>ory <strong>at</strong>tempt <strong>at</strong>achieving a settlement, and a few days prior to this d<strong>at</strong>e Ecovolta filed a new opinion by anexternal third party with no rel<strong>at</strong>ion to the arbitr<strong>at</strong>ion procedure in an <strong>at</strong>tempt to quantify thedamage caused by <strong>A2A</strong> S.p.A’s conduct.During the hearing the arbitr<strong>at</strong>ors listened to the parties and communic<strong>at</strong>ed th<strong>at</strong> no newmeasures or orders would be passed until January 15, 2012. On December 19, 2011, Ecovolt’slawyers wrote to <strong>A2A</strong> S.p.A’s lawyers to remind them of the limited time available to assess anysettlement solutions.<strong>A2A</strong> S.p.A’s lawyers replied in writing th<strong>at</strong> the company was willing to reach an agreement,with no recognition of responsibility wh<strong>at</strong>soever, to pay the all-inclusive and non-modifiablesum of 500,000 euro in exchange for Ecovolta’s agreement to withdraw all claims of any kind.122The Arbitr<strong>at</strong>ion Board appointed Prof. Mario Massari as the new expert witness on February 2,2012, establishing multiple requisites to determine the value of the shareholding in OstrosEnergia S.r.l in liquid<strong>at</strong>ion held by Ecovolt <strong>at</strong> December 31, 2008. After lengthy discussion <strong>at</strong>the subsequent hearing on February 14, 2012, Ecovolt appointed Prof. Brugger as the expertwitness and <strong>A2A</strong> S.p.A appointed Prof. Dallocchio; the deadline to submit the expert’s reporttaking these expert opinions into account was set for <strong>June</strong> 15, 2012.Following an applic<strong>at</strong>ion by the expert witness Prof. Massari, <strong>at</strong> the end of the pleading andmeetings of the consultants a hearing was held in which the Board provided further clarific<strong>at</strong>ionof the questions raised and the deadlines for the expert witness’s work was extended: <strong>June</strong> 15,2012 for the filing of the first expert witness’s report, <strong>June</strong> 29, 2012 for observ<strong>at</strong>ions to beprovided to the parties’ expert witnesses and July 16, 2012 for the filing of the final report.On July 24, 2012, Ecovolt formul<strong>at</strong>ed additional preliminary petitions and on July <strong>30</strong>, 2012,subsequent to the filing of Prof. Massari’s expert report, <strong>A2A</strong> revised the settlement offer ithad previously drawn up.On July 31, 2012, the Board issued an independent order to set the d<strong>at</strong>e of September 25 as thelast d<strong>at</strong>e for the parties to file their remarks to the expert’s report; the parties respected thisdeadline.On October 5, 2012, the Chamber of Arbitr<strong>at</strong>ion set October 16, 2012 as the hearing d<strong>at</strong>e fordiscussions.At the October 16, 2012 hearing, the deadline for filing the decision was postponed further toMay 20, <strong>2013</strong>; the deadlines for filing each parties’ briefs were set respectively <strong>at</strong> October 31,2012, December 1, 2012, January 31, <strong>2013</strong> and the final hearing was set as February 14, <strong>2013</strong>.During the hearing, following the discussion by the parties’ <strong>at</strong>torneys, the Board reserved the


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionright to issue an order and demanded and obtained an extension of the deadline for filing itsdecision; pursuant to article 36 of the regul<strong>at</strong>ions of the Chamber of Arbitr<strong>at</strong>ion, the deadlinefor filing was set <strong>at</strong> <strong>June</strong> 28, <strong>2013</strong>. On <strong>June</strong> 11, <strong>2013</strong> the Board filed its decision, sent by theChamber of Arbitr<strong>at</strong>ion in a note of <strong>June</strong> 14, <strong>2013</strong>, in which it upheld the first request raised byEcovolt to order <strong>A2A</strong> S.p.A. to pay the consequential loss arising from the damage to the valueof the investment of Ecovolt in Ostros Energia S.r.l. in liquid<strong>at</strong>ion, quantifying this in 2.84million euro, on the basis of the expert’s report, rejected the other requests of Ecovolt and allthe requests of <strong>A2A</strong> S.p.A. and awarded legal expenses, taking into account th<strong>at</strong> both partieshad partially lost. The total cost, including interest through <strong>June</strong> 15, <strong>2013</strong> and the principalamounts to approxim<strong>at</strong>ely 3.14 million euro.The Company is represented by the legal firm Chiomenti.Arbitr<strong>at</strong>ion initi<strong>at</strong>ed by S.F.C. S.A. and Eurosviluppo Industriale S.p.A. against <strong>A2A</strong>S.p.A. and E.ON Europa S.L. for alleged non-fulfillment of the priv<strong>at</strong>e deed for thepurchase of the shares of Eurosviluppo Industriale S.p.A. (now Ergosud S.p.A.)On May 2 and May 3, 2011 respectively the Milan Arbitr<strong>at</strong>ion Chamber sent <strong>A2A</strong> S.p.A. (the holderof an interest of 50% in the share capital of Ergosud S.p.A.) and E.ON Europa S.L. (a formershareholder of Ergosud S.p.A. – the investment is currently held by E.ON Italia S.p.A.) a requestfor arbitr<strong>at</strong>ion in which Société Financiere Cremonese S.A. in conjunction with EurosviluppoIndustriale S.p.A. initi<strong>at</strong>ed an arbitr<strong>at</strong>ion procedure against such companies, requesting (i)ascertainment as to non-fulfillment by E.ON Europa S.L. and <strong>A2A</strong> S.p.A. of the oblig<strong>at</strong>ionsassumed in the agreements of December 16, 2004, October 15, 2004 and July 25, 2007 interpartes and (ii) by virtue of the effect, th<strong>at</strong> they be condemned to the payment of the remainingpart of the price for the sale of the shares making up the whole share capital of Ergosud S.p.A.,amounting to 10,000,000 euro, as well as compens<strong>at</strong>ion for the damages suffered by SociétéFinanciarie Cremonese S.A. and Eurosviluppo Industriale S.p.A. from the double standpoint ofthe consequential loss or damage and loss of profits in the amount of 126,496,496 euro, savebetter specific<strong>at</strong>ion, plus damages for the stoppage <strong>at</strong> the worksite, interest and revalu<strong>at</strong>ion.123E.ON Europa and <strong>A2A</strong> S.p.A. duly appeared before the court calling for the request to be rejectedin full and by cross-claim calling for the counterparts to be condemned to pay compens<strong>at</strong>ion forthe damages suffered by the defendants as the result of the numerous examples of contractualnon-fulfillment, quantified initially in the amount of <strong>30</strong>,500,000 euro or altern<strong>at</strong>ively the gre<strong>at</strong>eror lesser sum considered equitable, quantified also pursuant to article 1226 of the Italian civilcode, plus interest, ex article 1283 of the Italian civil code and monetary revalu<strong>at</strong>ion, ex article1284 of the Italian civil code.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionOn September 7, 2011, the Chamber of Arbitr<strong>at</strong>ion officially suspended arbitr<strong>at</strong>ion due to thenon-payment of the legal expenses by the claimant.Lawyers for <strong>A2A</strong> S.p.A and E.ON Europa S.L. are checking if arbitr<strong>at</strong>ion can be continued onlyfor the counter-claim, without having to take responsibility for the payment of the claimant’sexpenses.With regard to payment of the legal fees by defendants <strong>A2A</strong> S.p.A and E.ON Europa S.L., andthe non-payment by claimants SFC S.A. and Eurosviluppo Industriale S.p.A., on December 2,2011 the secretary of the Chamber of Arbitr<strong>at</strong>ion communic<strong>at</strong>ed th<strong>at</strong> the claimants’applic<strong>at</strong>ions had been extinguished and proceedings would continue only for the applic<strong>at</strong>ionspresented by <strong>A2A</strong> S.p.A. and E.ON Europa S.L.; in simultaneous letters, the secretary alsoadvised th<strong>at</strong> all document<strong>at</strong>ion had been sent to the arbitr<strong>at</strong>ors to allow the proceedings tocommence.124The Board consists of Giuseppe Portal (Chairman), Vincenzo Mariconda (arbitr<strong>at</strong>orappointed by <strong>A2A</strong> S.p.A and E.ON Europa S.L.) and Giovanni Frau (arbitr<strong>at</strong>or appointed by SFCS.A. and Eurosviluppo Industriale S.p.A.).On February 1, 2012 the first hearing was held after formalities had been completed regardingthe setting up of the Board <strong>at</strong> which it was st<strong>at</strong>ed th<strong>at</strong> the terms for the questions originallyproposed by SFC S.A. and Eurosviluppo Industriale S.p.A. had lapsed. In addition, the partieswere assigned the d<strong>at</strong>es by which pleading and replies should be filed and items of evidenceproduced. In particular, having become claimants from a substantial standpoint (wishing tocontinue with the case by counter-claim following the above-mentioned lapse of the counterparty’sterms), E.ON Europa S.L. and <strong>A2A</strong> S.p.A. were invited to note their questions andindic<strong>at</strong>e their evidence by March 15, 2012; the subsequent d<strong>at</strong>es for filing pleading were set asApril 16, 2012, May 8, 2012 and May 31, 2012.The d<strong>at</strong>e of the hearing was set for <strong>June</strong> 12, 2012 for the personal appearance of the parties inorder to make an <strong>at</strong>tempt <strong>at</strong> reaching a settlement and for any informal questioning. At thehearing, adjourned to <strong>June</strong> 19, 2012, the Arbitr<strong>at</strong>ion Board acknowledged the bankruptcy ofEurosviluppo Industriale S.p.A. which had occurred and set a d<strong>at</strong>e of October <strong>30</strong>, 2012 for theappointment of a receiver and a d<strong>at</strong>e of November 20, 2012 for the hearing for the <strong>at</strong>tempt toreach a settlement and carry out any informal questioning of the parties.In view of the intervening bankruptcy of Eurosviluppo Industriale and the process issuesraised during such declar<strong>at</strong>ion, the Board issued a decision d<strong>at</strong>ed November 13, 2012 orderingth<strong>at</strong> the hearing set for November 20, 2012 should not be devoted to an <strong>at</strong>tempt <strong>at</strong> reaching asettlement and, therefore, would not include the presence of the parties. At the hearing onNovember 20, 2012, the Board set the deadline for filing the award as July 4, <strong>2013</strong>; also, the


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>iondeadlines for the parties to file briefs were set as December 20, 2012 and January 31, <strong>2013</strong>, andFebruary 20, <strong>2013</strong> was set for the hearing d<strong>at</strong>e for discussion, to be held <strong>at</strong> the office of theChairman of the Board. At the hearing of February 22, <strong>2013</strong> (the hearing was adjourned fromFebruary 20 to February 22 due to a commitment of the Chairman of the Arbitr<strong>at</strong>ion Board),the Board issued an order requesting <strong>A2A</strong> S.p.A. and E.ON Europa S.L. to add to theirrespective <strong>at</strong>torneys to remedy all possible defects by March 20, <strong>2013</strong>, and set March 20, <strong>2013</strong>and April 5, <strong>2013</strong> as the new final d<strong>at</strong>es for the filing of briefs and replies to clarify and explaintheir respective positions. Subsequent to these oblig<strong>at</strong>ions, the Board reserved the right toissue an order. On <strong>June</strong> 5, <strong>2013</strong>, the Board filed an order in which it set July 22, <strong>2013</strong> as the d<strong>at</strong>eof the hearing for an <strong>at</strong>tempt to reach a settlement and for questioning by the parties; giventhe deadline of July 4, <strong>2013</strong> previously set for the filing of the decision, the Board has made anapplic<strong>at</strong>ion to the Chamber for the granting of a reasonable extension.The company is represented by the legal firms Chiomenti and Simmons & Simmons.Consorzio Eurosviluppo Scarl / Ergosud S.p.A. + <strong>A2A</strong> S.p.A. – Civil Court of RomeOn May 27, 2011 Consorzio Euroviluppo Industriale S.p.A. served a writ on Ergosud S.p.A. and<strong>A2A</strong> S.p.A. with the following claims: (i) compens<strong>at</strong>ion for damages, of both a contractual andextra-contractual n<strong>at</strong>ure, jointly, or altern<strong>at</strong>ively exclusively and separ<strong>at</strong>ely, in the amount of35,411,997 euro (of which 1,065,529 euro as the residual portion of their share of theexpenses); (ii) compens<strong>at</strong>ion for damages for the stoppage <strong>at</strong> the worksite and the failure toreturn the areas of pertinence to the Consortium.125In the filing of appearance Ergosud S.p.A. and <strong>A2A</strong> S.p.A. called for the request to be rejectedin full because it is unfounded in its merit and in its substance, and pointed out: (i) the lack ofthe right of the Consortium to institute proceedings as it is currently in a st<strong>at</strong>e of bankruptcy,(ii) the lack of the right of the Consortium to institute proceedings for the damages allegedlysuffered by Fin Podella <strong>at</strong> the item “anticip<strong>at</strong>ion of program contract” for 6,153,437 euro andthe damages allegedly suffered by Conservificio Lar<strong>at</strong>ta S.r.l. for 359,000 euro.The first hearing was set for October <strong>30</strong>, 2011. This judgment was assigned to the Second CivilSection of the Court. The first appearance hearing was set for November <strong>30</strong>, 2011 and the judgedeferred decision concerning the legitimacy of the failed Consortium to establish a case.On this occasion Ergosud S.p.A. and <strong>A2A</strong> S.p.A. were not able to make any cross-claims as thecompetence for this lies with the bankruptcy judge.SFC S.A. filed a notice of joinder on November 8, 2011 pursuant to article 105 of the civilprocedure code (which allows a third party to make a new, different request to the original


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionjudge, extending the argument) and called th<strong>at</strong> Ergosud S.p.A. alone should be ordered to paydamages, in part similar to those claimed by the Consortium, quantified in 27,467,031 euro.The legitimacy of SFC S.A. is independent with respect to th<strong>at</strong> of the Consortium, the originalclaimant, and should it be found th<strong>at</strong> the request of the Consortium may not proceed furtherfor lack of grounds (or because of the bankruptcy th<strong>at</strong> has occurred), the judgment wouldcontinue between SFC S.A. and Ergosud S.p.A.. In this scenario, <strong>A2A</strong> S.p.A. could ask to beexcluded since no request would have been raised against the company, but for the purposeof simplicity the judge would probably remit the question to the final sentence.Within the term set for the first hearing the lawyers formul<strong>at</strong>ed conclusions on behalf ofErgosud S.p.A. in respect of the request made by SFC S.A., then counter-claiming in a morecomplete manner in the subsequent preliminary pleading pursuant to article 183, section VI ofthe civil procedure code.126The judge found the bankruptcy was legitim<strong>at</strong>e as SFC S.A. and therefore set the end of theproceedings and the hearing for December 19, 2012, declaring the need to execute an expertopinion on a number of points, indic<strong>at</strong>ing the questions to put to the expert and setting May23, <strong>2013</strong> as the d<strong>at</strong>e for the hearing to appoint the court’s expert witness. At th<strong>at</strong> hearing thejudge, changed in the meantime, confirmed the questions already formul<strong>at</strong>ed on December19, 2012 and appointed the court experts Messrs. Pompili and Caroli, setting a term for theparties to appoint their own consultants. The start of the experts’ work was scheduled as <strong>June</strong>18, <strong>2013</strong>, with a deadline of 180 days after th<strong>at</strong> d<strong>at</strong>e. <strong>A2A</strong> S.p.A. and Ergosud S.p.A. appointedProf. Massardo and Mr. Gioffrè as their experts, persons who over the years have alreadydrawn up reports on the m<strong>at</strong>ters to which the questions refer.The company is represented by the legal firm Simmons & Simmons.CIP 6 auxiliary servicesInspections have been carried out by the GSE (Energy Services Manager), instructed by theAEEG (Electricity and Gas Authority), <strong>at</strong> companies in Tuscany using plants party to CIP6/92conventions, to determine the amount of electricity (produced by plants fired by renewablesources) consumed by auxiliary plant services, as defined by the AEEG. The inspections werefollowed by an AEEG provision contesting th<strong>at</strong> the amount of electricity used by auxiliaryservices was gre<strong>at</strong>er than the level indic<strong>at</strong>ed in the respective conventions and <strong>at</strong> the sametime the AEEG instructed the Electricity Sector Equaliz<strong>at</strong>ion Fund to recover the amountsunduly received by the two companies. These amounts are equal - according to the AEEG’scalcul<strong>at</strong>ions - to the difference between the energy for which the plants received CIP 6incentives and the energy th<strong>at</strong> (again according to the AEEG) would have actually been


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>iondelivered into the grid. The two Tuscan companies (Geofor, A.AM.P.S.) subject to theprovision filed an appeal against this with the Lombardy Regional Administr<strong>at</strong>ive Court (TAR),obtaining a suspension. A hearing is planned to be held in the first few months of 2014 forthese companies and the companies of the Ecolombardia 4 S.p.A. Group.Amsa S.p.A. (now <strong>A2A</strong> Ambiente S.r.l.)In the CIP 6 convention entered into by Amsa S.p.A. electricity consumption for auxiliary plantservices is set <strong>at</strong> 5% of gross output (of the actual energy gener<strong>at</strong>ed). It is also worth notingth<strong>at</strong> the convention also provides th<strong>at</strong> this value “can be replaced by a new value to becalcul<strong>at</strong>ed on the basis of jointly defined technical inspections”.Amsa S.p.A. received an inspection from the Electricity Sector Equaliz<strong>at</strong>ion Fund (CCSE) onDecember 19, 2006. The visit led to a note issued by the CCSE (September 19, 2007) accordingto which the electricity produced by the plant and consumed by auxiliary plant services ishigher than the fl<strong>at</strong> r<strong>at</strong>e indic<strong>at</strong>ed in the convention, having been found to reach between 16%and 23%. To d<strong>at</strong>e the AEEG, which also received the CCSE note, has not taken any particularposition regarding Amsa S.p.A..127Although the CCSE inspection was known for some time, the possibility th<strong>at</strong> this could cre<strong>at</strong>epotential liabilities only emerged when it was learnt th<strong>at</strong> the AEEG had taken measures againstthe above-mentioned Tuscan companies.Should Amsa S.p.A. be the subject of AEEG measures similar to those taken against the abovementionedcompanies the potential liability th<strong>at</strong> may result for Amsa S.p.A would be difficultto estim<strong>at</strong>e. Assuming the worst case, the estim<strong>at</strong>ed liability could amount to approxim<strong>at</strong>ely39.5 million euro. As the company has not yet received from the GSE any dispute noticesregarding the auxiliary plant consumption it believes th<strong>at</strong> it has valid reasons in its favor and inthis respect provides the following summarized consider<strong>at</strong>ions:• Given the specific n<strong>at</strong>ure and fe<strong>at</strong>ures of the waste tre<strong>at</strong>ment plants, the company and thebusiness associ<strong>at</strong>ions agreed th<strong>at</strong> a definition of auxiliary service was needed to takeaccount of this specific n<strong>at</strong>ure of the waste tre<strong>at</strong>ment plants, which unlike other plants arenot designed and built with the sole purpose of producing electricity but are the result oflocal planning which has the objective of ensuring th<strong>at</strong> the integr<strong>at</strong>ed waste cycle isproperly managed through the incorpor<strong>at</strong>ion of current n<strong>at</strong>ional and community law. Inthese plants the production of electricity is considered a secondary activity and as aconsequence this specific<strong>at</strong>ion must be taken into account in determining auxiliaryservices;• the company’s position is th<strong>at</strong> reference legisl<strong>at</strong>ion must only affect future construction,safeguarding the positions of existing initi<strong>at</strong>ives for which specific conventions were


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionestablished in the past between ENEL, firstly, and then GRTN (now the GSE) l<strong>at</strong>er. In theconvention it is st<strong>at</strong>ed th<strong>at</strong> the fl<strong>at</strong>-r<strong>at</strong>e percentage can only be revised by agreement withthe counterparty and as the result of a joint check;• Resolution no. 47/<strong>2013</strong>/R/EFR was issued on February 7, <strong>2013</strong>; this regards the criteria foridentifying the usage of auxiliary services for production plants th<strong>at</strong> benefit from theincentives provided by the interministerial decrees of July 5 and 6, 2012. Despite referringto separ<strong>at</strong>e plants enjoying the incentives of these decrees, this decree appears to projectits effects solely into the future, confirming indirectly th<strong>at</strong> as things currently stand theliability should only be considered possible, given above all the continuing absence ofmeasures to be borne by the company.Given the above arguments, the company believes th<strong>at</strong> as of today the liability is possible butnot probable. As a consequence, no amounts have been provided in the <strong>Half</strong>-<strong>yearly</strong> report <strong>at</strong><strong>June</strong> <strong>30</strong>, <strong>2013</strong>.Ecodeco Group128Ecolombardia 4 S.p.A. received an inspection from the GSE (Energy Services Manager) inSeptember 2011. The inspection led to a note by the Manager d<strong>at</strong>ed January 4, 2012 accordingto which the amount of electricity produced by the plant and consumed by auxiliary plantservices is gre<strong>at</strong>er than the fl<strong>at</strong> r<strong>at</strong>e indic<strong>at</strong>ed in the convention, having been found to reachbetween 19.4% and 25.5%. Ecolombardia 4 S.p.A. opposed this note, submitting to the AEEGon April 17, 2012 an applic<strong>at</strong>ion for review, consisting of a technical note aiming to show thecorrectness of the valu<strong>at</strong>ions performed <strong>at</strong> the time concerning the applic<strong>at</strong>ion of thereference laws due also to the specific n<strong>at</strong>ure of the waste to energy plants used. On October10, 2012 Ecolombardia 4 S.p.A. received a copy of the Authority’s resolution on theadministr<strong>at</strong>ive consequences as a result of the inspection in which it st<strong>at</strong>es th<strong>at</strong> “..... thequantity of electricity actually absorbed by the auxiliary services of the plant is significantlyhigher than the fl<strong>at</strong> quantity established in the sales convention ….. “. The AEEG concluded onthis finding by st<strong>at</strong>ing th<strong>at</strong> “the underestim<strong>at</strong>ion of the energy absorbed by the auxiliaryservices has led over the years under review (2003 to 2010) to the payment by the GSE of theincentive-based prices as per provision CIP/92 for quantities of energy higher than those putinto the grid” and th<strong>at</strong> “….. the CCSE ….. should take action to obtain an administr<strong>at</strong>iverecovery ….. of the amounts unduly received”.The company has given instruction to file an appeal with an applic<strong>at</strong>ion for cautionarysuspension. The appeal is therefore pending before the Regional Administr<strong>at</strong>ion Court ofMilan, the cautionary suspension was upheld with order no. 1718/12. At a public hearing on May21, <strong>2013</strong>, <strong>at</strong> the request of Ecolombardia 4 S.p.A. the case was adjourned to a public hearing to


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionbe held on January 14, 2014. The precautionary suspension of the pervious December remainseffective until then.The company has given instruction to file an appeal with an applic<strong>at</strong>ion for cautionarysuspension before the Regional Administr<strong>at</strong>ion Court of Milan. The cautionary suspensionwas upheld with order no. 1718/12 and <strong>at</strong> a public hearing on May 21, <strong>2013</strong> the RegionalAdministr<strong>at</strong>ion Court upheld the applic<strong>at</strong>ion for deferral filed by Ecolombardia 4 S.p.A. aimed<strong>at</strong> asking for joint discussion with the appeal filed by Geofor, one of the Tuscan oper<strong>at</strong>orsaudited. An order has been issued for adjournment to January 2014.Ecodeco S.r.l. (now <strong>A2A</strong> Ambiente S.r.l.) also received an inspection on its waste to energyplant and biogas plants <strong>at</strong> Corteolona on May 10-11, 2012 and July 5-6, 2012 respectively. Thefindings of the inspection team were similar to those noted <strong>at</strong> Ecolombardia 4 S.p.A. <strong>at</strong> thetime, namely th<strong>at</strong> the consumption <strong>at</strong>tributable to the auxiliary plant services is higher thanth<strong>at</strong> indic<strong>at</strong>ed in the CIP 6 convention. On <strong>June</strong> 21, <strong>2013</strong>, Ecodeco S.r.l. (now <strong>A2A</strong> AmbienteS.r.l.) received a provision from the AEEG similar to th<strong>at</strong> received by Ecolombardia 4 S.p.A.. Inparticular, the resolution adopted by the AEEG on <strong>June</strong> 6, <strong>2013</strong> (sent to Ecodeco S.r.l., now <strong>A2A</strong>Ambiente S.r.l., on <strong>June</strong> 21, <strong>2013</strong>), instructs the CCSE to act against Ecodeco S.r.l. in order to“obtain the administr<strong>at</strong>ive recovery of the amounts unduly received”. The term for filing anappeal expires on October 4, due to the suspension of proceedings for the holiday period. Inthe same way as for Ecolombardia 4 S.p.A., the company will assess the request for asuspension of the provision, given the fact th<strong>at</strong> the hearing of January 2014 will decide them<strong>at</strong>ter.129It is difficult to estim<strong>at</strong>e the potential liability th<strong>at</strong> may arise for the Ecodeco Group. Assumingthe worst case, the request th<strong>at</strong> the AEEG could make may be estim<strong>at</strong>ed in approxim<strong>at</strong>ely 29.2million euro.On the basis of the technical elements th<strong>at</strong> have supported the conduct of the Ecodeco Groupin identifying the auxiliary services and the other valid defensive objections of a legalcontractualn<strong>at</strong>ure th<strong>at</strong> may be raised in the event of a dispute, the liability is considered to bepossible and the Group has therefore made no provision in this respect.Reference should therefore be made to the consider<strong>at</strong>ions already expressed for Amsa S.p.A.concerning the arguments in the company’s favor.Giussago bioreactorThe Municipality of Casarile (together with other municipalities) appealed against theLombardy Region and the Province of Pavia to obtain the cancell<strong>at</strong>ion of the integr<strong>at</strong>edenvironmental authoriz<strong>at</strong>ion (AIA) and (positive) environmental impact assessment (VIA)


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ion1<strong>30</strong>measures issued by the bodies regarding the building of a bioreactor (by Ecodeco S.r.l., now<strong>A2A</strong> Ambiente S.r.l.) for non-hazardous waste in Cascina Maggiore - Giussago (PV). The appealproposed subsequent additional reasons to extend the appeal to other acts rel<strong>at</strong>ing to theproceedings and broaden the list of bans. The Province of Milan intervened voluntarily in thecase to support the claims of the Municipality of Casarile. Following the hearing on December5, 2011, where the applic<strong>at</strong>ion for interim relief submitted by the municipalities was alsodiscussed, ordinance no. 1818 of December 6, 2011 was initially pronounced and then Sentenceno. 67 of January 11, 2012 was published. This sentence rejected the appeal in the part directedagainst the positive VIA measure in th<strong>at</strong> it was l<strong>at</strong>e. The Regional Administr<strong>at</strong>ive Court (TAR)therefore ruled th<strong>at</strong> verific<strong>at</strong>ion procedures were required to decide the portion of thechallenge raised against the AIA. The judge instructed the “Manager of the EnvironmentalAssessment Department of the Ministry for the Environment” (or “a qualified officialdeleg<strong>at</strong>ed by such”) to carry out these procedures, presenting a conclusion “within 90 days ofthe notific<strong>at</strong>ion or the communic<strong>at</strong>ion by administr<strong>at</strong>ive means” of the sentence. EcodecoS.r.l. (now <strong>A2A</strong> Ambiente S.r.l.) appointed Prof. Adami of the Polytechnic as its advisor. Thediscussion of the appeal was set for November 20, 2012. The appraisal report was filed on July6, 2012 and in summary this confirmed th<strong>at</strong>:1. the sureties are sufficient by law;2. the waste is not putrescent;3. the coverage is effective.These elements/assessments are in agreement with the position taken by Ecodeco S.r.l. (now<strong>A2A</strong> Ambiente S.r.l.) .Following the quoted sentence of January 2012, the municipality petitioners also formul<strong>at</strong>ed afurther document listing additional reasons to appeal against ruling no. 155384 of November18, 2011 whereby ARPA, having verified the plant’s compliance with the prescriptions laid downin the rel<strong>at</strong>ive authoriz<strong>at</strong>ion documents, gave its permission, pursuant to article 9 ofLegisl<strong>at</strong>ive Decree no. 36/03, to the start of disposal oper<strong>at</strong>ions <strong>at</strong> the bioreactor, furtherextending the thema decidendum.With the sentence filed on January 9, <strong>2013</strong>, the Regional Administr<strong>at</strong>ive Court rejected thepetition filed by the Municipality of Casarile and another eight municipalities (n.r.g. 1965/10).The municipalities have filed an appeal against the sentence. Assessments are in course todecide whether to initi<strong>at</strong>e litig<strong>at</strong>ion.On the basis of the inform<strong>at</strong>ion available to d<strong>at</strong>e, by virtue of the valu<strong>at</strong>ions of the consultantof the Ministry Ecodeco S.r.l. believes the risk of an unfavorable verdict in the judgment on themerit of the appeal to be possible and not probable and accordingly no amount has beenprovided <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>.. An unfavorable verdict would lead to the write-down of the asset in


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionquestion, which is currently carried <strong>at</strong> 2,784 thousand euro in the balance sheet, and possiblecosts associ<strong>at</strong>ed with restoring the area.With reference to the same plant, the Municipality of Lacchiarella appealed against theLombardy Region and the Province of Pavia to obtain the cancell<strong>at</strong>ion of the integr<strong>at</strong>edenvironmental authoriz<strong>at</strong>ion (AIA) and (positive) environmental impact assessment (VIA)measures issued by the bodies regarding the building of a bioreactor (by Ecodeco S.r.l. now<strong>A2A</strong> Ambiente S.r.l.) for non-hazardous waste in Cascina Maggiore - Giussago (PV). The appealproposed subsequent additional reasons to extend the appeal to other acts rel<strong>at</strong>ed to theproceedings and broaden the list of bans. The Province of Milan intervened voluntarily in thecase to support the claims of the Municipality of Lacchiarella.Following the hearing on December 5, 2011, <strong>at</strong> which the applic<strong>at</strong>ion for interim reliefsubmitted by the municipality was also discussed, ordinance no. 1826 of December 6, 2011 wasinitially pronounced and then Sentence no. 68 of January 11, 2012 was published. The sentencerejected the appeal and the additional reasons included in such, in th<strong>at</strong> it was l<strong>at</strong>e. Thissentence was challenged before the Council of St<strong>at</strong>e (n.r.g. 2364/12). Subsequently anapplic<strong>at</strong>ion was filed for interim relief. After rejecting the request for cautionary measuresprior to the case, in chambers on April 9, <strong>2013</strong> the judge ordered an adjournment to the meritsof the discussion of the case. The hearing has been set for November 19, <strong>2013</strong>.131On January 19, 2012 the Municipality of Lacchiarella therefore notified a further appeal (n.r.g.373/12: for which a d<strong>at</strong>e for the hearing has not yet been set) against ARPA Lombardia, theRegion of Lombardy and other public administr<strong>at</strong>ions (and against Ecodeco S.r.l. now <strong>A2A</strong>Ambiente S.r.l.) to challenge ruling no. 155384 of November 18, 2011, whereby ARPA, havingverified the plant’s compliance with the prescriptions laid down in the rel<strong>at</strong>ive authoriz<strong>at</strong>iondocuments, gave its permission, pursuant to article 9 of Legisl<strong>at</strong>ive Decree no. 36/03, to thestart of disposal oper<strong>at</strong>ions <strong>at</strong> the bioreactor. The setting of a hearing is pending.Union Temporal De Impresas v. the Municipality of Calig (Spain)This proceeding involves the Union Temporal De Impresas (UTE) set up by Ecodeco S.r.l.,(now <strong>A2A</strong> Ambiente S.r.l.), Azhar and Teconma to build and manage an ITS tre<strong>at</strong>ment anddisposal plant and composting line in Castellon de la Plana (Spain), as the result of beingawarded the tender called by Zone 1 Consortium of Castellon. The Municipality of Calig,neighboring with Castellon, has appealed against the amendment to the agreement betweenthe consortium and the UTE which provided for an increase in the fee of 121 million euro and140 million euro for adjusting the plants to the specific<strong>at</strong>ions required in the AIA, requestingth<strong>at</strong> it be annulled. In the sentence of the court of the first instance of May 21, <strong>2013</strong>, the courtupheld the appeal of the Municipality of Calig, additionally ordering, besides upholding the


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionrequests of the counterparty, the annulment of the original awarding of the tender to the UTEwith the resulting requirement for the consortium to find a new supplier.Despite the fact th<strong>at</strong> Ecodeco S.r.l. (now <strong>A2A</strong> Ambiente S.r.l.) holds an interest of 1% in theUTE, under Spanish law, UTEs are characterized by the joint liability of their members.The UTE, defended by the law firm Urìa Mendez, has filed an appeal against the court’ssentence of <strong>June</strong> 12, <strong>2013</strong>.132The internal legal department believes the risk of the annulment of the original award of thetender to the UTE to be remote (it was not even one of the counterparty’s requests) and therisk of losing in the m<strong>at</strong>ter concerning the amendment of the agreement between theconsortium and the UTE, which provided for an increase in the fee as above, to be possible.Losing the case would lead to a maximum potential risk for the UTE of 19 million euro. EcodecoS.r.l. (now <strong>A2A</strong> Ambiente S.r.l.), a member of the UTE with a 1% interest and jointly responsible,could be called to respond not only for its own interest but potentially also for a larger figureif the other members are insolvent towards the bank (it should be remembered th<strong>at</strong> the UTEobtained a loan to build the plant). The figure of 19 million euro could then be further revisedin the light of the conclusions of the appeal filed by the UTE against this sentence of theRegional Administr<strong>at</strong>ive Court.To complete this m<strong>at</strong>ter approxim<strong>at</strong>ely trade and <strong>financial</strong> receivables of 3.6 million euro duefrom the UTE are included in the <strong>financial</strong> st<strong>at</strong>ements of Ecodeco S.r.l. (now <strong>A2A</strong> AmbienteS.r.l.) <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>, which in the case of losing could become uncollectable.Monfalcone Plant investig<strong>at</strong>ionIn November 2011, the Trieste Judicial Authority took restrictive action against severalindividuals in the Veneto, Friuli Venezia Giulia and Lombardy regions, including an employee ofthe Monfalcone thermoelectric plant, for criminal associ<strong>at</strong>ion aimed <strong>at</strong> defrauding the st<strong>at</strong>eand priv<strong>at</strong>e persons and conceptual falsity, as well as activities organized for illegal traffickingin waste.This investig<strong>at</strong>ion was initi<strong>at</strong>ed with a report filed in March 2011 by the management of the <strong>A2A</strong>Group against <strong>A2A</strong> employees and third party businessmen suspected of being responsiblefor fraud carried out to the harm of the company itself, who - for the payment of conspicuoussums of money - guaranteed the disposal of special waste by illegal trafficking and thefalsific<strong>at</strong>ion of forms identifying the waste and certific<strong>at</strong>es of analysis, in rel<strong>at</strong>ion to the supplyof biomasses and the certific<strong>at</strong>ion of their calorific value. More specifically, biomass quantitieswere recorded on entry <strong>at</strong> figures higher than the real ones, with the rel<strong>at</strong>ive calorific valuesalso being increased.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ion<strong>A2A</strong> S.p.A., the owner of the production site, ordered the precautionary suspension of theemployee concerned and a freezing of the payments of the invoices issued by the biomasssuppliers, which, to its knowledge, are involved in the investig<strong>at</strong>ions.The investig<strong>at</strong>ion initi<strong>at</strong>ed by the Trieste Judicial Authority has not yet been completed andtherefore the inform<strong>at</strong>ion needed to determine the effect of any illegal conduct has not yetbeen made available. Nevertheless the <strong>A2A</strong> Group, and in particular <strong>A2A</strong> Trading S.r.l. mayincur damages, <strong>at</strong> their sole expense, arising from the qualit<strong>at</strong>ive and quantit<strong>at</strong>ive differencesin the biomasses, since there is the risk for the l<strong>at</strong>ter, as toller and in charge of the plant’sdisp<strong>at</strong>ch, th<strong>at</strong> on completion of the preliminary stage it may incur increased costs for thebiomasses not delivered and increased costs for incorrectly st<strong>at</strong>ing the calorific value of thebiomasses, delivered and not delivered.To this should be added th<strong>at</strong> the increased use of coal instead of biomasses could as aconsequence have an increase in the environmental costs rel<strong>at</strong>ing to the second half of 2009and the whole of 2010, as well the need to reimburse the additional income or environmentalallowances recognized with respect to the real income or allowances (reference here is toGreen Certific<strong>at</strong>es). In fact for 2009 and 2010 the company may have filed declar<strong>at</strong>ionsgener<strong>at</strong>ing environmental allowances th<strong>at</strong> are gre<strong>at</strong>er than those actually produced, as thecalcul<strong>at</strong>ion may have been affected by considering a biomass energy to conventional sourceenergy r<strong>at</strong>io th<strong>at</strong> is mistakenly higher than the real figure.133If this were the case, the company would have to file corrections to the above-mentioned pastdeclar<strong>at</strong>ions and reimburse the income rel<strong>at</strong>ing to environmental allowances th<strong>at</strong> may haveadditionally been recognized.Further, in accordance with the procedures and modalities required, <strong>A2A</strong> Trading S.r.l. hasfiled a request with the GSE to obtain Green Certific<strong>at</strong>es rel<strong>at</strong>ing to 2011 in which thecalcul<strong>at</strong>ion has been made on the basis of the real quantities of biomasses delivered to thepower st<strong>at</strong>ion and, in agreement with the Public Prosecutor, by taking into account a possiblefalse increase of 20% in the calorific values of such. Despite the fact th<strong>at</strong> the GSE hasacknowledged the correctness of the calcul<strong>at</strong>ions made by <strong>A2A</strong> Trading S.r.l. for 2011, as oftoday the above-mentioned 2011 Green Certific<strong>at</strong>es have not yet been issued.As things currently stand, given th<strong>at</strong> the investig<strong>at</strong>ions have not yet been completed and th<strong>at</strong>there is still insufficient inform<strong>at</strong>ion rel<strong>at</strong>ing to the illegal conduct, it is impossible to estim<strong>at</strong>ethe potential liability.In conclusion, as the aggrieved party the <strong>A2A</strong> Group will protect its interests in all theappropri<strong>at</strong>e places, requesting compens<strong>at</strong>ion for any damages it may have suffered.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionASM Novara S.p.A. disputeRegional Administr<strong>at</strong>ive Court of Piedmont 79/2010 EdilCastello S.r.l. and Errevi S.r.l.vs. the Province of Novara toward Asm Novara S.p.A., <strong>A2A</strong> S.p.A. and PessinaCostruzioni134EdilCastello S.r.l. and Errevi S.r.l. - as the companies owning real est<strong>at</strong>e property loc<strong>at</strong>ed in theimmedi<strong>at</strong>e vicinity of the area intended for loc<strong>at</strong>ing the plant of the he<strong>at</strong>ing project of the cityof Novara - have filed appeal against: a) Ruling no. 4213 of November 9, 2010, with which theProvince of Novara expressed a positive opinion on the comp<strong>at</strong>ibility of the plan to build thedistrict he<strong>at</strong>ing plant; b) Resolution no. 326 d<strong>at</strong>ed August 1, 2005 of the Municipal Council ofNovara, declaring the public interest of the proposed project; c) Ruling no. 17 of July 13, 2006of the Urban Mobility Service of the Municipality of Novara, awarding the license to build andoper<strong>at</strong>e the district he<strong>at</strong>ing plant. The awarding process was found to be flawed due tosubjective errors of the contractors and the opinion of environmental comp<strong>at</strong>ibility waserroneous due to the lack of preliminary study since it did not account for the plant’sresidential loc<strong>at</strong>ion as a result of the previously approved building recovery process, with thefailure to evalu<strong>at</strong>e the public and priv<strong>at</strong>e interest of all parties.On January 21, 2010, the Regional Administr<strong>at</strong>ive Court issued Order no. 5 in which it enjoinedthe Province to file the municipal records subject to appeal. After the Province fulfilled thepreliminary oblig<strong>at</strong>ion, no other actions were posed.The shareholders have not entered an appearance and the company is represented byAttorney B. Savorelli.Court of Ferrara general docket 3707/2012 in opposition to injunction no. 9<strong>30</strong>/12general docket 2<strong>30</strong>0/12On <strong>June</strong> 27-28, 2012, the Court of Ferrara issued injunction no. 9<strong>30</strong>/12 in which it enjoined ASMNovara S.p.A. to pay INCICO S.p.A. (an engineering company hired to handle design work) anamount of 44,673.20 euro plus interest and charges for 2,590 euro. Notice of the injunctionwas served on ASM Novara S.p.A. on July 24, 2012; in turn, the company served timely notice ofthe summons in opposition, within the prescribed terms, to seek dismissal of the injunctiondue to the absence of jurisdiction of the Court of Ferrara, by virtue of the exclusive jurisdictionof the Court of Milan as per the contract, and the st<strong>at</strong>ement of inadmissibility of the petitionfor injunction. The amount of the receivable held by INCICO S.p.A. is equal to the last paymentinstallment set forth by contract. However, the contract stipul<strong>at</strong>es th<strong>at</strong> full payment iscontingent on approval of the working plan by the Municipality of Novara, an event th<strong>at</strong> hasnot yet occurred.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionThe d<strong>at</strong>e of the hearing was set as February 14, <strong>2013</strong> and was then adjourned to March 7, <strong>2013</strong>due to the absence of the judge; <strong>at</strong> this hearing, the parties’ <strong>at</strong>torneys insisted on approvingthe conclusions and the judge reserved the right to make a decision <strong>at</strong> a l<strong>at</strong>er d<strong>at</strong>e. The Courtof Ferrara came to its decision in April <strong>2013</strong>, upholding the claim raised by ASM Novara S.p.A.as to the absence of jurisdiction of the Court of Ferrara, and accordingly dismissed theinjunction, remitting the decision on the costs to the court having jurisdiction. Within the nextthree months INCICO S.p.A. may initi<strong>at</strong>e the case again before the Court of Milan to assert itsclaims or may start new proceedings for the collection of the debt.The company is represented by Attorney B. Savorelli of Milan.General docket 1918/<strong>2013</strong> Court of Brescia summons to appeal the resolution taken bythe Board of Directors of ASM Novara S.p.A. on October 26, 2012The shareholder Pessina Costruzioni and the outgoing directors Massimo Pessina and GuidoStefanelli served notice of the summons to have the court declare null the resolution ofOctober 26, 2012 with which the Board of Directors of the company certified the existence ofreasons to liquid<strong>at</strong>e the company, pursuant to article 2484 of the Italian civil code, orderedpublic<strong>at</strong>ion of the resolution pursuant to article 2484 and issued a request to appoint theofficial receiver <strong>at</strong> the Court of Brescia pursuant to article 2487 of the Italian civil code.135The petition examines the motives illustr<strong>at</strong>ed in the memorandum of appearance in the civilaction filed by Pessina Costruzioni and by its outgoing directors Massimo Pessina and GuidoStefanelli, noting the errors of irregularity in the composition of the Board of Directorspassing the resolution and the errors in the certific<strong>at</strong>ion of the causes of liquid<strong>at</strong>ion, whichallegedly did not exist.The d<strong>at</strong>e of the hearing for discussion was set for May 9, <strong>2013</strong>. On May 8, <strong>2013</strong>, Pessina filed apetition calling for the precautionary suspension of the resolution of October 26, 2012. As aresult, <strong>at</strong> the hearing of May 9 the respondent requested a deadline, set by the court as <strong>June</strong>17, <strong>2013</strong>, granting a term for the lodging of a note until <strong>June</strong> 7, <strong>2013</strong>. Following this hearing, thecourt issued an order setting a new hearing for September 19, <strong>2013</strong> and rejected the requestfor a precautionary suspension due to a lack of legal standing given th<strong>at</strong> the resolution ofOctober 26, 2012 has produced its effects in full considering also the fact th<strong>at</strong> in the meantimea receiver has been appointed.The directors De Censi and Spadoni appear in this case represented by Attorney Zimmitti andASM Novara S.p.A. represented by Prof. Dammoto.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionCourt of Brescia in Council Chambers, general docket 4321/2012, petition to appointan official receiver pursuant to article 2487 of the Civil Code.The directors of ASM Novara S.p.A. - Paolo Rossetti, Michele De Censi and Lorenzo Spadoni -and the shareholder <strong>A2A</strong> S.p.A. filed a petition <strong>at</strong> the Court of Brescia to appoint an officialreceiver after having certified with the resolution of October 26, 2012 the existence of thereasons for liquid<strong>at</strong>ing the company under article 2484 of the Italian civil code, section 1 no. 3)(inability of the shareholders’ meeting to function) and no. 4 (decrease below the minimumlegal requirements of share capital due to losses).After meeting in chambers on January 11, <strong>2013</strong>, the Court of Brescia issued a decree in which itrejected the petition.Court of Appeal in Council Chambers, general docket 4321/2012, appeal against thedecree of January 11, <strong>2013</strong> regarding the petition to appoint an official receiverpursuant to article 2487 of the Civil Code.136The directors of ASM Novara S.p.A. - Paolo Rossetti, Michele De Censi and Lorenzo Spadoni -and the shareholder <strong>A2A</strong> S.p.A. filed a claim pursuant to article 739 of the Italian code of civilprocedure to revoke the decree and seek certific<strong>at</strong>ion of the reasons for the liquid<strong>at</strong>ion of thecompany, while determining with recourse the number of official receivers.The d<strong>at</strong>e of the hearing was set for March 20, <strong>2013</strong>. At th<strong>at</strong> hearing the parties filed briefs andthe case was adjourned to April 24, <strong>2013</strong>.On April 24, <strong>2013</strong> in coming to its decision the Court of Appeal fully upheld the claim. In particular,the Court observed th<strong>at</strong> the petitioners’ claims hit the mark because (i) there are no limits to thedirectors’ powers in the prorog<strong>at</strong>ion period; (ii) the surviving directors took immedi<strong>at</strong>e action tocause the shareholders’ meeting to appoint the new board of directors, then registering thenotary deed by which the winding up of the company was resolved; (iii) a reason for winding upthe company exists, under article 2484, paragraph 1 no. 3 of the Italian civil code (with theremaining reason for winding up the company being absorbed).The Court therefore proceeded in accordance with article 2487, paragraph 2 of the Italian civilcode, appointing Dr. Alberto Facella as the company’s receiver who has been granted all thepowers required for ordinary and extraordinary administr<strong>at</strong>ion.The company and the shareholder are represented by Attorney Zimmitti.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionThe judge responsible for supervising the register <strong>at</strong> the Court of Brescia, generaldocket RG 223/<strong>2013</strong>, appeal under article 2191 of the Italian civil code against thecancell<strong>at</strong>ion from the companies register of the minute of ASM Novara of October 26,2012Pessina Costruzioni and the outgoing directors of ASM Novara S.p.A. have notified ASMNovara S.p.A. and the Brescia Chamber of Commerce th<strong>at</strong> they have filed a petition underarticle 2191 of the Italian civil code requesting the court to annul the registr<strong>at</strong>ion of theresolution of the Board of Directors of October 26, 2012 due to the absence of the legalrequirements and the lack of existence of the assumptions for the liquid<strong>at</strong>ion of the companyput forward to support the reasons for liquid<strong>at</strong>ion, with express reserv<strong>at</strong>ion of the right toaffirm the non-validity of the resolution and the responsibility of the directors who adopted itusing all the remedies available. The judge responsible for supervising the register set ahearing for April 15, <strong>2013</strong> for the appearance of the parties concerned and the departmentresponsible for the register. ASM Novara S.p.A. and the directors appeared with their legalrepresent<strong>at</strong>ives Avv. Zimmitti and Prof. Dalmotto respectively, also in order to provideinform<strong>at</strong>ion about the developments concerning the petition pursuant to article 739 of theItalian code of civil procedure.137At the hearing of May 9, <strong>2013</strong>, despite a request by the plaintiff for a deferral, the court insistedon a discussion and came to a decision on the proceeding with an order issued <strong>at</strong> the hearing,rejecting Pessina’s appeal pursuant to article 2191 of the Italian civil code and sentencing thecompany to reimburse the court’s fees quantified in 2,500 euro.RG 856/13 Court of Brescia - Appeal pursuant to article 2367, paragraph 2 of the Italiancivil codePessina Costruzioni and the outgoing directors Massimo Pessina and Guido Stefanelli notifiedthe three directors in prorog<strong>at</strong>ion, Rossetti, De Censi and Spadoni, and the three members ofthe board of st<strong>at</strong>utory auditors of an appeal aiming to obtain the calling of a shareholders’meeting by the shareholders due to the claimed inertia of the board of directors, pursuant toarticle 2367 of the Italian civil code, in calling - as alleged - a shareholders’ meeting, never called,to recompose the management body as a result of the resign<strong>at</strong>ions of Pessina and Stefanelli inthe presence of a simul stabunt simul cadent clause (this circumstance has already beendenied, incidentally, by the Court of Appeal which appointed the arbitr<strong>at</strong>ors).The directors in prorog<strong>at</strong>ion were notified jointly of the appeal against the Court’s measureissued on April 16, <strong>2013</strong>, which set the hearing for the appearance of the members of themanagement and control bodies for May 23, <strong>2013</strong>.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionThe appeal will go through the reasons already described in the concurrent appeals(frequently postponed); the appeal also contains an applic<strong>at</strong>ion not to summons thecompany’s corpor<strong>at</strong>e bodies for due hearing, to call a shareholders’ meeting with the chairbeing given to Massimo Pessina or Guido Stefanelli or a person design<strong>at</strong>ed by them and, toavoid any influence arriving from the shareholder <strong>A2A</strong> S.p.A., to hold the meeting <strong>at</strong> Pessina’sregistered office.At the hearing of May 26, <strong>2013</strong>, in the presence of Mr. Rosetti, the members of the board ofst<strong>at</strong>utory auditors and the receiver, Pessina’s lawyer reiter<strong>at</strong>ed the requests, asking the Court tocall a shareholders’ meeting to revoke the liquid<strong>at</strong>ion and appoint new directors.In the light of the Court of Appeal order to appoint a receiver, the Court indic<strong>at</strong>ed th<strong>at</strong> it wasthe receiver who should call a shareholders’ meeting.The Court noted th<strong>at</strong> there were no longer any m<strong>at</strong>ters under dispute and th<strong>at</strong> each party shouldpay their own legal costs.138Arbitr<strong>at</strong>ion initi<strong>at</strong>ed by Pessina Costruzioni against ASM Novara S.p.A.In note 28 of February <strong>2013</strong>, Attorney Pierluigi Tirale, as Sole Arbitr<strong>at</strong>or appointed by theBrescia College of Notaries <strong>at</strong> the request of Pessina Costruzioni in execution of the company’sbylaws asked Pessina Costruzioni and ASM Novara S.p.A. whether the parties would like toiniti<strong>at</strong>e the proceeding or defer the initi<strong>at</strong>ion of the arbitr<strong>at</strong>ion to the outcome of the ruling ofthe Court on the above-mentioned summons, whose first hearing is set for May 9, <strong>2013</strong>.Through its chairman Mr. Rossetti, ASM Novara S.p.A. asked the Sole Arbitr<strong>at</strong>or for news andinform<strong>at</strong>ion about the establishment of jurisdiction. On April 11, <strong>2013</strong>, the company receivedfrom the arbitr<strong>at</strong>or the request for appointment drawn up by Pessina and made to the collegeof notaries as fulfillment of the requirement of the bylaws. By means of subsequentcorrespondence Pessina notified the Sole Arbitr<strong>at</strong>or th<strong>at</strong> it wished to wait for the sentence <strong>at</strong>the end of proceeding no. RG 223/13.The company is assessing wh<strong>at</strong> action it should take.* * *Arbitr<strong>at</strong>ion initi<strong>at</strong>ed by Pessina Costruzioni against <strong>A2A</strong> S.p.A.On March 29, <strong>2013</strong> Pessina Costruzioni notified <strong>A2A</strong> S.p.A. of the appointment of the arbitr<strong>at</strong>orand the deposition with the arbitr<strong>at</strong>ors to initi<strong>at</strong>e the arbitr<strong>at</strong>ion, in fulfillment of theshareholders’ agreements signed in August 2007, with the scope of having <strong>A2A</strong> S.p.A. orderedto pay compens<strong>at</strong>ion for damages for the non-fulfillment of its oblig<strong>at</strong>ions under theagreements.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ion<strong>A2A</strong> S.p.A. appointed its arbitr<strong>at</strong>or within the established term of 20 days, rejecting therequests.After discussion on the appointment, and after a request for the appointment of a solearbitr<strong>at</strong>or made by Pessina to the Court of Novara, the parties signed an agreementconcerning the form<strong>at</strong>ion of the arbitr<strong>at</strong>ion board.The appointed arbitr<strong>at</strong>ors are Bruna Gabardi Vanoli, Marco Praino (design<strong>at</strong>ed by Pessina)and Salv<strong>at</strong>ore Sanzo (design<strong>at</strong>ed by <strong>A2A</strong> S.p.A.); when the board is formally set up, the partieswill set out their arbitr<strong>at</strong>ion questions.The company is represented by Attorney Zimmitti.W<strong>at</strong>er deriv<strong>at</strong>ion feesThe Lombardy Region has requested Edipower S.p.A. to pay a public w<strong>at</strong>er user’s fee due forderiv<strong>at</strong>ions used for cooling the condensers <strong>at</strong> the Sermide and Turbigo thermoelectricplants, together with the payment of a fee increased as the result of regional legisl<strong>at</strong>ion(Regional Law no. 22/2011) for the Mese unit for the use of public w<strong>at</strong>er for hydroelectricpurposes. The total in dispute for the Sermide and Turbigo plants (equal to the amount notpaid by the company due to the reduction by 50%) amounts to approxim<strong>at</strong>ely 65 million eurofor 2003 to 2012; an amount of 2 million euro is in dispute for the Mese unit.139Against these requests, Edipower S.p.A. believed and continues to believe th<strong>at</strong> it is entitled tomake payment on the basis of its actual withdrawals and th<strong>at</strong> it may take legal action for therecognition of the right to halve the fee pursuant to article 18 of the Galli law of 1994.For this reason, Edipower S.p.A. has accrued a provision of 50% of the fee not paid to theRegion, pending the dispute in the meantime initi<strong>at</strong>ed before the Regional Court of PublicW<strong>at</strong>ers (TRAP) <strong>at</strong> the High Court of Public W<strong>at</strong>ers (TSAP) to obtain the right to halve the fee.This dispute is still pending, while the requests rel<strong>at</strong>ing to the years 1998 to 2001 have becomest<strong>at</strong>ute-barred.In further detail, by way of Sentence no. 2359/09 the TRAP established the right of EdipowerS.p.A. to a reduction of 50% in the fee. This decision was immedi<strong>at</strong>ely challenged by theLombardy Region before the High Court of Public W<strong>at</strong>ers (TSAP). By way of Sentence no.97/2011 the TSAP effectively rejected the request for halving the fee made by Edipower S.p.A.for 2003 with respect to both the Sermide and Turbigo plants; Edipower S.p.A. has appealedagainst this sentence before the Supreme Court.The Joint Divisions of the Supreme Court (by way of Sentence no. 2596 of February 5, <strong>2013</strong>)upheld the appeal made by Edipower S.p.A. against Sentence no. 97/11 of the TSAP.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionMore specifically, for the Sermide plant (for 2003) the Supreme Court definitively recognizedthe right to a halving of the fee, as the amount requested by the region, equal to 6,680thousand euro, must be halved (with a saving of 3,340 thousand euro for Edipower S.p.A.).For the Turbigo plant (for 2003) the Supreme Court annulled above-mentioned Sentence no.97/2011 only due to the lack of grounds, but on the other hand did not express an opinion onthe existence of the right to halve the fee as a result of the lack of vari<strong>at</strong>ion in the temper<strong>at</strong>ureof the w<strong>at</strong>er; as a consequence, in order to arrive <strong>at</strong> a judicial conclusion on this question,which is still under dispute, Edipower S.p.A. will have to initi<strong>at</strong>e an appeal (a remit) before theTSAP by May 5, <strong>2013</strong>.140A decision similar to Sentence no. 2359/09 was reached by the TRAP with Sentence no.2360/09 regarding the appeal filed by Edipower S.p.A. against the payment notice for 2006 forthe Sermide plant. In this case too the Lombardy Region immedi<strong>at</strong>ely filed an appeal againstthe sentence with the TSAP. By way of Sentence no. 98/2011, the TSAP essentially upheld therequest for halving the fee made by Edipower S.p.A. for 2006 for the Sermide plant. TheLombardy Region has filed an appeal against this sentence with the Supreme Court.By way of Sentence no. 14259 of August 8, 2012 the Joint Divisions of the Supreme Courtrejected the appeal of the Region against Sentence no. 98/2011 of the TSAP: the SupremeCourt therefore finally ascertained the existence of the right of the Sermide plant to a halvingof the deriv<strong>at</strong>ion fee for 2006. In a note d<strong>at</strong>ed January 15, <strong>2013</strong>, the Region acknowledged -following the ruling of the Supreme Court - the right of Edipower S.p.A. to pay 50% of the fee:the amount of 216 thousand euro requested corresponds to the difference not paid byEdipower S.p.A. which calcul<strong>at</strong>ed the module in a different way. As a consequence, the amountaccrued in the rel<strong>at</strong>ive risk provision has been partially released: a provision has beenmaintained th<strong>at</strong> has been calcul<strong>at</strong>ed considering the “modules” (26 by number) resultingfrom the difference between the 500 modules actually approved and the 526 modulesrecalcul<strong>at</strong>ed pursuant to article 18 of the Galli Law (no. 36/1994).In 2011, the Lombardy Region significantly increased the fees payable for the use of public w<strong>at</strong>er;in particular, with regard to “deriv<strong>at</strong>ion fees”, Legisl<strong>at</strong>ive Decree no. 112 of 1998 transferred therel<strong>at</strong>ive administr<strong>at</strong>ive function (determining and collecting the fee) to regional administr<strong>at</strong>ionsand, as a consequence, the Lombardy Region adopted Law no. 26 of 2003, Law no. 34 of 1998 andLaw no. 10 of 2009, this l<strong>at</strong>ter amended by Law no. 19 of 2010 and Law no. 22 of 2011.Article 1 of Lombardy Regional Law no. 22 of December 28, 2011 essentially required thedoubling of the fees for the use of public w<strong>at</strong>er; in particular, it established th<strong>at</strong>: “starting fromthe fees due for 2012, the single amount of the annual fee due to the Region for the use ofpublic w<strong>at</strong>er, as per paragraph 1, shall be calcul<strong>at</strong>ed as follows:a) for large w<strong>at</strong>er deriv<strong>at</strong>ions for hydroelectric use the fee shall be <strong>30</strong> euro for each kilow<strong>at</strong>tof average annual nominal power;


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionb) for w<strong>at</strong>er deriv<strong>at</strong>ions with a flow exceeding thirty modules (3,000 liters/second) deployedfor industrial use, including the cooling of thermoelectric plants, the fee shall be34,000.00 euro per module of w<strong>at</strong>er;c) for deriv<strong>at</strong>ions rel<strong>at</strong>ing to the use of w<strong>at</strong>er as per article 3 and to the circumstances as perparagraph 10 of article 34 of Regional Regul<strong>at</strong>ion no. 2 of March 24, 2006 (Regul<strong>at</strong>ions forthe use of surface and underground w<strong>at</strong>ers, the use of w<strong>at</strong>ers for domestic purposes,w<strong>at</strong>er saving and the reuse of w<strong>at</strong>er in implement<strong>at</strong>ion of paragraph 1c) of article 52 ofRegional Law no. 26 of December 12, 2003), the unit fees effective in 2011 shall be increasedby 1.5%, not being one of the cases envisaged by subparagraphs a) and b)”.This regional law notes th<strong>at</strong> the above-mentioned increase in fees “shall also be applied toexisting concessionary rel<strong>at</strong>ionships and users, including the cases of temporary continu<strong>at</strong>ionof the use of the plant as per paragraph 4 of article 53-bis of Regional Law no. 26 of December12, 2003 (Regul<strong>at</strong>ions for local services of general economic interest. Rules on themanagement of waste, of energy, of the use of the subsoil and of w<strong>at</strong>er resources), bydetermining the autom<strong>at</strong>ic adjustment of the fee in the corresponding measure”.As a consequence, by way of Decree no. 12929 of December 29, 2011 the Lombardy Regionestablished:1. two different tariffs for hydroelectric use:• small deriv<strong>at</strong>ions fee: 14.90 €/KW; (annual tariff 2011 = 14.68 €/KW);• large deriv<strong>at</strong>ions fee: <strong>30</strong>.00 €/KW (annual tariff 2011 = 14.68 €/KW);2. two different tariffs for industrial use:• fee for users with a flow < 3 m3/s: 16,866.29 €/module;• fee for users with a flow > 3 m3/s: 34,000 €/module (annual tariff 2011 = 16,617.03€/module).141By way of Manager’s Decree no. 11293 of December 4, 2012, the region upd<strong>at</strong>ed and publishedthe amounts due for <strong>2013</strong> as public w<strong>at</strong>er.As a result, for industrial use, with respect to the Sermide plant the regional administr<strong>at</strong>ion hasrequested the payment of a fee for the use of public w<strong>at</strong>er for 2012 in accordance with the newcriteria for calcul<strong>at</strong>ing the fees as specified by Regional Law no. 22 of December 28, 2011; thetotal amount requested has been established in 8,500 thousand euro, being 34,000euro/module for 250 modules, as provided by Manager’s Decree no. 12929 of December 29,2011. On the other hand with respect to the Turbigo plant the total amount requested has beenestablished as 13,770 thousand euro, being 34,000 euro/modulo for 405 modules, as providedby Manager’s Decree no. 12929 of December 29, 2011.For hydroelectric use, with respect to the Mese - Chiavenna unit the regional administr<strong>at</strong>ionhas requested the payment of a fee for the use of public w<strong>at</strong>er for 2012 in accordance with the


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionnew criteria for calcul<strong>at</strong>ing the fees as specified by Regional Law no. 22 of December 28, 2011;the total amount requested has been established in approxim<strong>at</strong>ely 690 thousand euro, being<strong>30</strong> €/KW for 22,943.73 KW, as provided by Manager’s Decree no. 12929 of 2011. In a similar way,the total amount requested for the Mese - Gravedona unit for 2012 has been established by theRegion in approxim<strong>at</strong>ely 220 thousand euro, being <strong>30</strong> €/KW for 7,290.14 KW, while for the Mese- Asta Liro unit the total amount requested has been established in approxim<strong>at</strong>ely 3,115thousand euro, being <strong>30</strong> €/KW for 103,821.60 KW.An appeal will be made against all the above regional regul<strong>at</strong>ions before the Milan TRAP toascertain whether there is the right to have the amount due halved, and <strong>at</strong> the same time arequest will be made to the TRAP to raise a question of the constitutional legitimacy ofRegional Law no. 22/2011 before the Constitutional Court.Similar requests have been received, again for hydroelectric use, rel<strong>at</strong>ing to <strong>2013</strong>.142In further detail, the total amount requested for the Mese - Chiavenna plant wasapproxim<strong>at</strong>ely 690 thousand euro, being <strong>30</strong> €/KW for 22,943.73 KW; for the Mese - Gravedonaplant the total amount requested has been established as approxim<strong>at</strong>ely 220 thousand euro,being <strong>30</strong> €/KW for 7,290.14 KW; for the Mese - Asta Liro plant the total amount requested hasbeen established as approxim<strong>at</strong>ely 3,160 thousand euro, being <strong>30</strong> €/KW for 103,821.6 KW.An appeal will be made against all the above regional regul<strong>at</strong>ions before the Milan TRAP toobtain the right to pay the fee by only considering the increase arising from the plannedinfl<strong>at</strong>ion r<strong>at</strong>e compared to the previous year and the resulting right to pay only 50% of theamount requested by the Region. At the same time a request will be made to the TRAP to raisea question of the constitutional legitimacy of Regional Law no. 22/2011 before theConstitutional Court.Regarding the hydroelectric plants, before Lombardy Regional Law no. 22/2011 becameeffective, between the end of 2008 and the first few days of 2009 certain notific<strong>at</strong>ions arrivedfrom the Region of Lombardy demanding the payment of fees for the use of public w<strong>at</strong>erallegedly not paid for hydroelectric plants situ<strong>at</strong>ed in the regional territory. All thesenotific<strong>at</strong>ions have been challenged. Following this the Region acknowledged th<strong>at</strong> EdipowerS.p.A.’s assertions were grounded in 23 out of 28 disputes and accordingly cancelled therel<strong>at</strong>ive payment notices. In December 2009, the Region of Lombardy served three otherpayment injunctions, of which two have been appealed against before the TRAP wherejudgment is pending, while one has been revoked by the Region on the basis of the company’sdefense arguments.Between October and December 2010 the Region of Lombardy served seven notices (sixassessment notices and one injunction) for the alleged failure to pay the fee and the


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionadditional regional tax, five of which have been cancelled by the Region on the basis oftimely objections. Appeals have been made against the other notices. The amount indispute is 0.3 million euro.By way of a payment notice served on November 25, 2011, Equitalia (on behalf of the Region ofLombardy) demanded Edipower S.p.A. to pay the sum of 26,742 thousand euro. In truth, sincea large part of these assessments arose from payment/assessment notice injunctions(referring to deriv<strong>at</strong>ion fees) which the Region had already revoked, while in other cases theamount had already been paid to the Region, on an applic<strong>at</strong>ion for internal revoc<strong>at</strong>ion made byEdipower S.p.A. the Region partially provided relief on the payment notice (with the exceptionof the injunction rel<strong>at</strong>ing to the assessment notice for additional regional tax, for 2005, for anamount of 798 thousand euro: an appeal against this injunction has been filed with the TaxCommission for the part of the payment notice rel<strong>at</strong>ing to taxes and with the TRAP for the partrel<strong>at</strong>ing to the fees); by way of an order d<strong>at</strong>ed May 15, <strong>2013</strong>, the TRAP upheld the appeal for thepart of the payment notice rel<strong>at</strong>ing to the fees (the reasons have yet to be filed), ordering theRegion of Lombardy to pay legal expenses of 5 thousand euro.In three separ<strong>at</strong>e sentences the Venice TRAP rejected the appeals raised by Edipower S.p.A. toascertain the correct identific<strong>at</strong>ion of the d<strong>at</strong>e from which the amount of the hydroelectric feesurcharges should be upd<strong>at</strong>ed, after the disapplic<strong>at</strong>ion of the pertinent ministerial decrees.More specifically, by way of Sentence no. 577 of March 1, 2012 (revision of the fee surcharges duefrom 2004 to 2009) the TRAP ordered Edipower S.p.A. to pay 132 thousand euro to theConsortium set up between the municipalities of the mountain c<strong>at</strong>chment basin (BIM) ofLivenza Pordenone, plus legal interest, as well as to pay 3 thousand euro to the Ministry for theEnvironment and 5 thousand euro to the above Consortium as compens<strong>at</strong>ion for legal expenses;by way of Sentence no. 580 of March 1, 2012 (revision of the fee surcharges due from 2004 to2009) the TRAP ordered Edipower S.p.A. to pay 3 thousand euro to the St<strong>at</strong>e Property Office ascompens<strong>at</strong>ion for legal expenses; by way of Sentence no. 959 of April 17, 2012 (revision of the feesurcharges due from 2004 to 2009) the TRAP ordered Edipower S.p.A. to pay a total of 13thousand euro to the Tagliamento BIM, the N<strong>at</strong>ional Feder<strong>at</strong>ion of BIM Consortia and theMinistry for the Environment and the Protection of the Land and Sea as compens<strong>at</strong>ion for legalexpenses. Appeals have been filed against these sentences before the competent TSAP of Rome.143On April 2, <strong>2013</strong>, Equitalia (on behalf of the Region of Lombardy) served a payment notice onEdipower S.p.A. regarding the regional surcharge for 2007 for the Sermide and Turbigo plantsfor a total of 724 thousand euro (of which 277 thousand euro for the Sermide plant and 447thousand euro for the Turbigo plant). The amounts requested include the portions not paid byEdipower S.p.A. rel<strong>at</strong>ing to the halving and difference in modules due to the different unit ofmeasure for the modules (industrial modules/100 l/s modules). The regional payment notice


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionwas firstly suspended for precautionary reasons by the Region by way of a measure d<strong>at</strong>ed April17, <strong>2013</strong>, and in any case a timely appeal against the demand has been filed before thecompetent tax commission.In establishing the amount to be provided in the provision for risks and charges of EdipowerS.p.A., account was taken of the expected costs th<strong>at</strong> may derive from litig<strong>at</strong>ion and any otherdisputes arising <strong>at</strong> the company’s expense emerging during the period and a revision of theestim<strong>at</strong>es of positions arising in previous periods, including those rel<strong>at</strong>ing to Eurogen S.p.A.(which was merged into Edipower S.p.A. with effect from December 1, 2002), after also takinginto consider<strong>at</strong>ion the warranties provided by Enel S.p.A. as part of the agreement for thepurchase of Eurogen S.p.A. signed by Edipower S.p.A. and Enel S.p.A. on March 27, 2002.Reference is made in particular to the dispute with the Ministry of Public Works/Ministry ofFinance and the St<strong>at</strong>e Property Office of Bergamo in respect of the payment request ofAugust 25, 2000 for <strong>30</strong>,683,082,000 lire as w<strong>at</strong>er fees. These warranties remain confirmedalso after the transaction between Edipower S.p.A. and Enel S.p.A. completed in 2006.144Brindisi bunkerThe investig<strong>at</strong>ions th<strong>at</strong> led to the sequestr<strong>at</strong>ion of the Brindisi bunker (owned by Enel) havebeen formally closed; the head of the Brindisi power st<strong>at</strong>ion has been sent for trial amongstothers. Having civil responsibility, Edipower S.p.A. has been implic<strong>at</strong>ed in the rel<strong>at</strong>ive courtcase by the parties instituting the action. A release notice for the seized areas was notified onMay 13, 2010 as part of the criminal proceeding. In a ruling of March 8, <strong>2013</strong>, the courtacquitted Edipower S.p.A.’s power st<strong>at</strong>ion head for the offence with which he was charged“because there is no case to answer”.San Filippo del Mela appraisal enquiryBy way of a provision d<strong>at</strong>ed May 8, 2005, the Public Prosecutor of Barcellona Pozzo di Gottoordered Edipower S.p.A. represent<strong>at</strong>ives for the San Filippo del Mela plant to appear <strong>at</strong> the planton March 11, 2005 to carry out an appraisal in the presence of the court experts appointed by thePublic Prosecutor for the purpose of performing tests on the emission outflows and inflowsarising from the company’s activity (and th<strong>at</strong> of the local refinery), on their n<strong>at</strong>ure andharmfulness, on any effects of the pollutants on the soil, on agriculture and on health and on anymeasures needed to take the emissions to within the limits of normal tolerance. Appraisalenquiries began on th<strong>at</strong> d<strong>at</strong>e and as of today have been completed, although they are stillcovered by secrecy regul<strong>at</strong>ions. The proceeding has been initi<strong>at</strong>ed against unknown persons.There are no other elements (suspected criminal offences, st<strong>at</strong>ements reported, etc.). In thepresent situ<strong>at</strong>ion it appears improbable th<strong>at</strong> a liability will arise.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionTurbigo asbestosA criminal proceeding is currently pending before the Court of Milan, currently <strong>at</strong> the full hearingstage, against a number of former ENEL executives who were employed <strong>at</strong> the Turbigo plantbetween 1973 and 1975 as the plant foreman, department manager, general manager andchairman of the board of directors and are charged with negligent homicide (article 589 of theItalian criminal code) for having culpably viol<strong>at</strong>ed the rules in rel<strong>at</strong>ion to prevention of workplaceaccidents and occup<strong>at</strong>ional illness, causing detriment to eight former employees (one of whomdoes not fall under the scope of Edipower S.p.A.). The injury took the form of asbestos-rel<strong>at</strong>edtumors of allegedly work-rel<strong>at</strong>ed origin, all of which ended in the de<strong>at</strong>h of the personsconcerned.Edipower S.p.A. has been summonsed <strong>at</strong> the request of the civil parties as follows as beingallegedly responsible from a civil standpoint:• on April 23, <strong>2013</strong> by Medicina Democr<strong>at</strong>ica Onlus and the Italian associ<strong>at</strong>ion for asbestosclaims;• on April 24, <strong>2013</strong> by the st<strong>at</strong>e accident insurance body INAIL;• on April <strong>30</strong>, <strong>2013</strong> by the heirs of Panza;• on <strong>June</strong> 5, <strong>2013</strong> by the heirs of Bertoni, Marcoli, Misin, Ranzani and Sommariva.The next hearing has been set for October <strong>30</strong>, <strong>2013</strong>.145* * *The following inform<strong>at</strong>ion is provided in connection with the main litig<strong>at</strong>ion of a fiscal n<strong>at</strong>ure.<strong>A2A</strong> S.p.A. – Assessments for IRES, IRAP and VAT purposes for fiscal 2005The Regional Department of the Lombardy tax office in Milan notified <strong>A2A</strong> S.p.A (formerlyASM Brescia S.p.A.) on December 23, 2010 of IRES, IRAP and VAT tax assessments for fiscal2005 as a result of a general tax audit carried out in 2008 by the Brescia 2 tax office into th<strong>at</strong>tax year.These assessments are based on the Regional Department’s claim th<strong>at</strong> the company has notfulfilled its direct tax and VAT oblig<strong>at</strong>ions; on this basis, additional IRES, IRAP and VATpayments are claimed as well as penalties and interest amounting to a total of 3.3 million euro.Appeals against each of these assessments have been filed with the relevant TaxCommissioners.On the same d<strong>at</strong>e, the Regional Department served notice of IRES assessments (level 2 notice)for fiscal 2005 on <strong>A2A</strong> S.p.A. as the consolid<strong>at</strong>ing company of Aprica S.p.A. and <strong>A2A</strong> Reti GasS.p.A..


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionThe sum demanded was paid for the notice served as the consolid<strong>at</strong>ing company of <strong>A2A</strong> RetiGas S.p.A., thereby definitively closing the case.The notice served as the consolid<strong>at</strong>ing company of Aprica S.p.A. was, however, the subject ofan appeal as part of the dispute currently in course for the level I notice, received in 2010 forthe same reasons regarding Aprica S.p.A..On July 1, <strong>2013</strong> <strong>A2A</strong> S.p.A. came to a settlement with the Tax Revenue Office putting an end toall fiscal claims.<strong>A2A</strong> Trading S.r.l. - Assessments for VAT Green Certific<strong>at</strong>es regarding 2004-2010On December 23, 2009 the Milan Tax Revenue Office served <strong>A2A</strong> Trading S.r.l. with a VAT taxassessment regarding fiscal 2004. This notice cited the company’s failure to invoice taxabletransactions and required the company to pay additional VAT as well as penalties and interestamounting to a total of 3.3 million euro.146In particular, under this assessment the Tax Revenue Office served a penalty on <strong>A2A</strong> TradingS.r.l. for not having invoiced the tollee (Edipower S.p.A.) for the Green Certific<strong>at</strong>es allegedlytransferred between the two.After appropri<strong>at</strong>e examin<strong>at</strong>ion, which also included the other tollers, it was considered th<strong>at</strong> theTax Revenue Office’s conclusions could not be accepted. In fact under tolling arrangementstollers are on the one hand the owners of the raw m<strong>at</strong>erials, including fuel, th<strong>at</strong> they supply to thetollees to produce electricity, and on the other are the “ab origine” owners of the electricityproduced. The delivery of Green Certific<strong>at</strong>es to tollees by tollers can in no way be considered tobe the transfer of title of such.<strong>A2A</strong> Trading S.r.l. has therefore not committed any breach of law and accordingly no provisionhas been made in the <strong>financial</strong> st<strong>at</strong>ements for this m<strong>at</strong>ter.On December 16, 2010, the Milan Tax Revenue Office served notice of a VAT tax assessmentregarding fiscal 2005 and on October 31, 2011 notice of a VAT tax assessment regarding taxyear 2006 for the same reasons, with the resulting demands for additional value added taxplus penalties and interest totaling 5.2 million euro and 11.2 million euro respectively. As in thecase of 2004, <strong>A2A</strong> Trading S.r.l. has not committed any breach of law and accordingly noprovision has been made in the <strong>financial</strong> st<strong>at</strong>ements for this m<strong>at</strong>ter.<strong>A2A</strong> Trading S.r.l. has filed an appeal with the relevant bodies against both notices, requestingth<strong>at</strong> the claim for additional taxes be fully annulled.The Milan Provincial Tax Commission has upheld the company’s appeals for all years underdispute.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionOn March 5, <strong>2013</strong> the Tax Revenue Office st<strong>at</strong>ed its acceptance, for 2006, to the sentence forthe part rel<strong>at</strong>ing to the dispute regarding the green certific<strong>at</strong>es, and on May 6, <strong>2013</strong> notifiedth<strong>at</strong> it was waiving its appeal and applying for a dismissal of the case for 2004 and 2005.It should be noted th<strong>at</strong> following the request for document<strong>at</strong>ion rel<strong>at</strong>ing to the GreenCertific<strong>at</strong>es falling within the scope of the same tolling arrangement for fiscal 2007 to 2010, onOctober 28, 2011 the Milan Unit of the Finance Police served a tax audit report containing thesame viol<strong>at</strong>ions of failure to invoice taxable transactions rel<strong>at</strong>ing to 2007, 2008 and 2010. Atthe present d<strong>at</strong>e no formal assessment notice has been served.<strong>A2A</strong> Reti Elettriche S.p.A. - registr<strong>at</strong>ion tax assessment for adjustments to the valueof the sale of the “protected c<strong>at</strong>egories” business to <strong>A2A</strong> Energia S.p.A.On February 16, 2010, the Milan 3 Office of the Tax Revenue Office served notice of thecorrection and settlement of registr<strong>at</strong>ion tax due on the sale of the “protected c<strong>at</strong>egories”business from AEM Elettricità S.p.A. (now <strong>A2A</strong> Reti Elettriche S.p.A.) to AEM Energia S.p.A.(now <strong>A2A</strong> Energia S.p.A.) on February 1, 2008. In an assessment notice, the tax officecontested the figure disclosed for “goodwill” and as a result the corresponding registr<strong>at</strong>iontax payable. The company <strong>at</strong>tempted to reach a tax settlement but since no agreement wasreached, has challenged the notice served by filing an appeal.147<strong>A2A</strong> Reti Gas S.p.A. – COSAP Municipality of Milan for the years from 2003 to 2011On December 27, 2011 the Municipality of Milan served payment notices for COSAP (a fee paidfor occupying public spaces and areas) for the years 2003 to 2011. An applic<strong>at</strong>ion was filed forannulment of these notices by internal review, which the Municipality rejected. The companyfiled a summons with the Court of Milan against this rejection on July 11, 2012 and onSeptember 25, 2012 filed an appeal with the regional administr<strong>at</strong>ive court.Aprica S.p.A. - General IRES/IRAP/VAT audit for fiscal 2007On January 10, 2011 the Tax Revenue Office (Brescia 2 Office) commenced a general tax auditof Aprica S.p.A. for IRES, IRAP and VAT purposes for tax year 2007. The audit was completedon February 8, 2011.The findings mainly rel<strong>at</strong>ed to viol<strong>at</strong>ions regarding direct tax<strong>at</strong>ion.On September 14, 2011 a tax assessment notice was served reporting the findings notedduring the audit which the company accepted, paying the additional tax assessed. In respect ofthe disallowed items arising from mistakes in applying the accruals principle, on March 18,<strong>2013</strong> the company filed a request for the repayment of the additional tax paid in the year inwhich the costs should have been charged for tax purposes.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionAprica S.p.A. - General IRES/IRAP/VAT audit for fiscal 2009On January 24, <strong>2013</strong> the Finance Police - Brescia Unit commenced a general tax audit of ApricaS.p.A. for IRES, IRAP and VAT purposes for fiscal 2009 and for fiscal 2010, an audit only toensure th<strong>at</strong> the requirements of Decree Law no. 78/2009 (the “Tremonti ter”) had beenfulfilled. The audit is currently in progress.Aprica S.p.A. - Technical audit of the Brescia waste to energy plantOn March 7, <strong>2013</strong>, the Brescia Customs Agency commenced a technical audit of the Bresciawaste to energy plant owned by Aprica S.p.A.. The audit is currently in progress.<strong>A2A</strong> S.p.A. (merging company of AMSA Holding S.p.A.) – Assessments for VATpurposes for fiscal years 2001 to 2005In early 2006, the Italian Finance Police - Lombardy Regional Unit, Milan - carried out an auditof AMSA Holding S.p.A. (now <strong>A2A</strong> S.p.A.) for VAT purposes for fiscal years 2001 to 2005.148The audit ended with the issue of a final report contesting the legitimacy of the ordinary VATr<strong>at</strong>e, in place of the special r<strong>at</strong>e, applied by suppliers for waste disposal and plantmaintenance, as well as the subsequent deduction made after the invoices issued for theseservices were duly paid.The report was followed by formal notices of assessment from the Tax Revenue Office (Milan3 Office) for each year audited; appeals were then filed with the Provincial Tax Commissionwithin the term provided by law.The appeals for 2001 and for 2004 and 2005 were discussed on January 25, 2010 and onFebruary 17, 2010 respectively, with a favorable outcome for the company in all cases. The TaxRevenue Office appealed against the verdict of the first judges. The Regional Tax Commissionrejected this appeal for all three years, 2001, 2004 and 2005.For 2011 the Tax Revenue Office filed an appeal with the supreme court against which AMSAHolding S.p.A. filed a cross-appeal on November 9, 2012.The outcomes of the 2002 and 2003 disputes were also favorable for the company but the TaxRevenue Office filed an appeal against both sentences. The appeal for 2002 was discussed onNovember <strong>30</strong>, 2010, and on February 23, 2011 the Milan Regional Tax Commission issued itsruling, overturning the initial verdict and upholding the Tax Revenue Office’s appeal on almostall counts with the exception of the hazardous waste c<strong>at</strong>egory. The company filed an appealwith the Supreme Court for 2002. For 2003 the appeal made by the Tax Revenue Office wasdiscussed on November 7, 2011 before the Regional Tax Commission which rejected it with asentence filed on November 11, 2011.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionThe Tax Revenue Office has not appealed to the supreme court and the sentence has becomefinal.Plurigas S.p.A. - Excise duty audit for tax years 2009, 2010 and 2011On May 25, 2011 the Finance Police - Milan Tax Unit - began a tax audit into Plurigas S.p.A. inconnection with excise duty for fiscal years 2009, 2010 and 2011 limited to the d<strong>at</strong>e of access.The audit was completed on October 20, 2011 with the issue of a tax audit report describingirregularities in the compil<strong>at</strong>ion of the st<strong>at</strong>ements for the annual consumption of n<strong>at</strong>ural gas for2009 and 2010 and the inaccur<strong>at</strong>e compil<strong>at</strong>ion of Intrast<strong>at</strong> lists for 2010. At the present d<strong>at</strong>e noformal assessment notice has been served.Edipower S.p.A. - VAT audit for fiscal 2004 to 2007In 2008 the Messina Customs Office performed a tax audit on the company to check thecorrectness for VAT purposes for fiscal years 2004 to 2007 of the commercial purchases bythe tollers of the fuel th<strong>at</strong> is used in the San Filippo del Mela thermoelectric power st<strong>at</strong>ion forthe production of electricity. More specifically, the aim of the audit was to check whether VATwas charged on the excise duty discharged by the tollers after the purchase of the fuel. In thetax audit report the Customs Office claimed additional tax amounting in total to 5.57 millioneuro plus penalties of the same amount. Edipower S.p.A. filed its defensive arguments againstthe tax audit report with the Customs Office and the Tax Revenue Office having jurisdictionfor the recovery of VAT.149By way of a notice served on December 29, 2009 rel<strong>at</strong>ing to fiscal year 2004 the Milan TaxRevenue Office assessed VAT on excise duty and interest for a total of 1.98 million euro pluspenalties of 2.6 million euro. After filing an applic<strong>at</strong>ion for annulment by internal review and,subsequently, an applic<strong>at</strong>ion for settlement, without receiving any positive response from theTax Revenue Office, in 2010 Edipower S.p.A. filed an appeal against the assessment notice. Theappeal was upheld by the Milan Provincial Tax Commission which ordered the assessment tobe cancelled. The Tax Revenue Office has not appealed and accordingly the sentence in thecompany’s favor has become final.On December 14, 2010 the Milan Tax Revenue Office served Edipower S.p.A. with a similarassessment notice for additional VAT on excise duty plus penalties rel<strong>at</strong>ing to fiscal 2005, inwhich it made a demand for VAT and interest of 1.9 million euro, arguing the same reasonsused in the assessment notice rel<strong>at</strong>ing to 2004. In the same assessment, the Tax RevenueOffice also provided notific<strong>at</strong>ion of the result of the partial audit of fiscal 2005, claimingadditional IRES and IRAP of 0.62 million euro plus accumul<strong>at</strong>ed penalties in both cases of 1.3million euro.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionThe company filed an applic<strong>at</strong>ion for settlement against this assessment which was notaccepted by the Tax Revenue Office; it accordingly filed an appeal, requesting the TaxCommission to order the total cancell<strong>at</strong>ion of the notice. In October 2011 the Tax RevenueOffice notified a provision by internal review partially cancelling the subject assessment,upholding certain of the defensive arguments used by Edipower S.p.A. in connection with thecosts rel<strong>at</strong>ing to 2005 and considerably reducing the additional amounts of IRES and IRAPclaimed. The Milan Provincial Tax Commission fully upheld the company’s argumentsconcerning VAT on excise duty and partially upheld those regarding IRES and IRAP, orderingthe partial cancell<strong>at</strong>ion of the assessment.The Tax Revenue Office filed an appeal but only concerning IRES and IRAP; as a result,therefore, the dispute regarding VAT on excise duty for 2005 has been closed by means of an“internal judgment”.Edipower S.p.A. - VAT assessments Green Certific<strong>at</strong>es 2004 to 2010150On December 29, 2009 the Milan Tax Revenue Office served Edipower S.p.A. a VATassessment notice regarding fiscal 2004 and having as its object the alleged sales of GreenCertific<strong>at</strong>es by tollers for the 2004 “green” requirements. This assessment notice was notpreceded by an audit <strong>at</strong> the company’s premises; on the contrary, the Tax Revenue Office’sinform<strong>at</strong>ion and assumptions were taken from the assessments carried out <strong>at</strong> the tollers’premises in 2008 and 2009. In particular, in the assessment in question the Tax Revenue Officesanctioned Edipower S.p.A. for not having used the reverse charge procedure given th<strong>at</strong>invoices were not received for the alleged sales of the Green Certific<strong>at</strong>es which in the TaxRevenue Office’s opinion the tollers had made in 2005 to meet their oblig<strong>at</strong>ions for theprevious year. The amount of the penalty inflicted was 6.5 billion euro.Following opportune analyses which also included the tollers, it was considered th<strong>at</strong> the TaxRevenue Office’s conclusions could not be accepted. In fact under the tolling arrangements theowners of the electricity produced by Edipower S.p.A. are “ab origine” the tollers, who are theowners of the fuel used. Under these arrangements each toller is responsible for theoper<strong>at</strong>ional and economic cost of obtaining the Green Certific<strong>at</strong>es th<strong>at</strong> rel<strong>at</strong>e to th<strong>at</strong> toller onthe basis of the electricity produced according to his indic<strong>at</strong>ions and production plans, handingthem over to the Manager via Edipower S.p.A.. Under the tolling arrangements and therequirements of law there is no transfer of the ownership of the Green Certific<strong>at</strong>es between thetollers and Edipower S.p.A. and no fee passes between the parties; accordingly no transaction iscarried out for VAT purposes. For this reason no provision has been made in the <strong>financial</strong>st<strong>at</strong>ements for this m<strong>at</strong>ter.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionOn December 14, 2010 the Tax Revenue Office served a further VAT assessment notice regardingfiscal 2005 having as its object the alleged sales of Green Certific<strong>at</strong>es by tollers for the 2005“green” requirements. The findings of the Tax Revenue Office were the same as those alreadynotified in the assessment for 2004 and the penalty inflicted was 4.6 million euro.In August 2011 the Milan Finance Police carried out an official tax audit of Edipower S.p.A.having as its object the alleged sales of Green Certific<strong>at</strong>es from 2006 to 2010. Thisinvestig<strong>at</strong>ion was started as the result of a tax audit completed earlier <strong>at</strong> one of the tollers andwas the continu<strong>at</strong>ion of the audits already started by the Tax Revenue Office for 2004 and2005 described above.In their tax audit report issued on the completion of the investig<strong>at</strong>ions on October 21, 2011, theofficers st<strong>at</strong>ed their conviction th<strong>at</strong> the Green Certific<strong>at</strong>es handed over by the tollers to dischargetheir oblig<strong>at</strong>ions represent remuner<strong>at</strong>ion for Edipower S.p.A. as an addition to the tolling fee. Forthis reason the auditors st<strong>at</strong>ed th<strong>at</strong> Edipower S.p.A. should have used the reverse chargeprocedure for the Green Certific<strong>at</strong>es received from the tollers and should have recharged thecosts incurred in this way on their behalf. For this double viol<strong>at</strong>ion the Finance Police assessedunsettled VAT, for the years from 2006 to 2010, in the amount of 54.4 million euro and penalties ofthe same amount. Following the issue of the tax audit report, <strong>at</strong> the end of December 2011 theMilan Tax Revenue Office issued an assessment notice for 2006 containing a demand for VAT andrel<strong>at</strong>ed penalties for a total of 61.7 million euro and a penalty notice of 12.3 million euro.151On the basis of the reasons described in detail above, it is considered th<strong>at</strong> the claims regardingVAT on excise duty and VAT on Green Certific<strong>at</strong>es are unsubstanti<strong>at</strong>ed from a subjectivestandpoint and on the merits, and accordingly no provision has been made in the <strong>financial</strong>st<strong>at</strong>ements for this m<strong>at</strong>ter.Edipower S.p.A. has made timely appeal to the appropri<strong>at</strong>e authorities against all the noticesserved, requesting the total cancell<strong>at</strong>ion of the demands for taxes. The assessment notice for2005 was discussed in the hearing of May 25, 2012, during which the judges upheld thecompany’s appeal. On November 26, 2012 a hearing was held to discuss the appeal rel<strong>at</strong>ing to2004; the filing of the sentence is awaited.In August 2012 Equitalia served a payment notice for the recovery of one third of the VATrel<strong>at</strong>ing to 2006. The company has filed an applic<strong>at</strong>ion for the suspension of payment againstthis demand and this request was upheld in the hearing of October 23, 2012.On April 9, <strong>2013</strong> the hearing for the discussion of the appeal for 2006 was held (assessmentnotice for VAT and penalties). The Tax Revenue Office filed an applic<strong>at</strong>ion for the dismissal ofthe case for the lack of issues to dispute together with the papers for the completecancell<strong>at</strong>ion of the assessments served for 2006. As a result, the judge dismissed the case.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionIn April <strong>2013</strong>, the Tax Revenue Office additionally served the company notice of the completecancell<strong>at</strong>ion of the demand for penalties for 2006 by internal procedure. These steps confirmearlier st<strong>at</strong>ements made verbally by officials of the Tax Revenue Office to the company’slawyers, concerning the fact th<strong>at</strong> the administr<strong>at</strong>ion had taken the decision to completelycancel all the VAT assessments served on tollers and tollees concerning Green Certific<strong>at</strong>es.Ecodeco S.r.l. (now <strong>A2A</strong> Ambiente S.r.l.) – Assessment for VAT purposes for fiscal2003On November 15, 2012 the Milan Tax Revenue Office notified th<strong>at</strong> it had filed an appeal with theSupreme Court against the sentence of the Lombardy Regional Tax Commission which upheldthe company’s arguments concerning the dispute with the Finance Police over VAT for a totalof 48,000 euro plus interest and penalties.On December 23, 2012 the company filed a cross appeal with the Supreme Court.152Ecodeco S.r.l. (now <strong>A2A</strong> Ambiente S.r.l.) – Assessment for VAT purposes for fiscal2006 and 2007On July 5 and 6, 2010 the Milan Tax Revenue Office 3 served four notices of VAT assessments forthe years 2006 and 2007 contesting the reduced VAT r<strong>at</strong>es applied to the disposal of RefuseDerived Fuel (RDF). This claim was accompanied by a demand for additional VAT of 472 thousandeuro for 2006 and 496 thousand euro for 2007, in both cases plus penalties and interest.Ecodeco S.r.l. filed an appeal with the appropri<strong>at</strong>e authorities against both tax assessmentnotices. The appeal was discussed on March 22, 2012.On May 15, 2012 the Milan Provincial Tax Commission (CTP) upheld the appeal.On December 10, 2012 the Milan Tax Revenue Office filed an appeal with the Milan Regional TaxCommission (CTR) against the sentence in the company’s favor. On February 8, <strong>2013</strong> thecompany filed a cross appeal. On July 9, <strong>2013</strong>, the Milan CTR rejected the appeal filed by theTax Revenue Office for three of the four notices.Discussion on the fourth assessment notice rel<strong>at</strong>ing to 2006 VAT for an amount of 157,435.00euro has been assigned to another section of the Milan CTR and will be discussed on October24, <strong>2013</strong>.Ecodeco S.r.l. (now <strong>A2A</strong> Ambiente S.r.l.) - Assessment for IRES/IRAP/VAT purposesfor fiscal 2007On August 17, 2011 notices of IRES and IRAP tax assessments were served, contesting amongother things the deductibility of the charge to a provision for risks, with the request for


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionadditional IRES and IRAP taxes of 233 thousand euro plus penalties and interest, and smallerfindings.On May 21, 2012 the Milan Provincial Tax Commission partially upheld the appeal recognizingthe deductibility of the utiliz<strong>at</strong>ion of the taxed provision for risks and confirming the moreminor findings.On August 17, 2012 a notice of VAT assessment was served contesting the recovery of VAT dueto the effect of failing to apply the pro-r<strong>at</strong>a deductibility on exempt revenues of cash poolinginterest income, with the resulting demand for additional taxes of 284 thousand euro pluspenalties and interest.The company filed an applic<strong>at</strong>ion for suspension and an applic<strong>at</strong>ion for discussion in a publichearing with the Second Provincial Department of the Tax Revenue Office of Milan onNovember 15, 2011 by means of registered letter and an appeal with the Milan Provincial TaxCommission on December 6, 2011.The Milan Provincial Tax Commission partially upheld the appeal by way of a sentence filed onMay 21, 2012..153On November 14, 2012 the company was served a payment notice for 365 thousand eurowhich was settled on January 11, <strong>2013</strong>. On January 8, <strong>2013</strong> the Tax Revenue Office filed anappeal and on March 8, <strong>2013</strong> the company filed a cross appeal.On May 3, <strong>2013</strong> a further payment notice for 252 thousand euro was served which was paid onMay 25, <strong>2013</strong>.ASRAB S.p.A - Assessments of first and second level for IRES and IRAP purposes forfiscal 2004Between 2007 and 2009 notices of IRES (first and second level) and IRAP tax assessmentswere served for the tax year 2004 contesting certain items of amortiz<strong>at</strong>ion and depreci<strong>at</strong>ioncharged against taxable income along with costs rel<strong>at</strong>ing to “assignment fees” th<strong>at</strong> thecompany pays each year to Co.s.r.a.b., with the resulting demand for additional IRES and IRAPtaxes of 355 thousand euro plus penalties and interest.The company filed an appeal against the second level notice with the Milan Provincial TaxCommission on May 20, 2011. The Commission upheld the request for suspension put forwardby the company and in May 2011 upheld the appeal, cancelling the assessment rel<strong>at</strong>ing to the“assignment fees”. On October 1, 2012 the company signed an applic<strong>at</strong>ion for a settlementwith the Biella Tax Revenue Office to close the dispute on a definitive basis.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionFollowing this the company and the Tax Revenue Office asked for the dispute to be closed asfar as the outstanding m<strong>at</strong>ters are concerned. The dispute is therefore definitively closed.ASRAB S.p.A - Assessments for IRES and IRAP purposes for fiscal 2005On March 10 and 25, 2011 notices of IRES and IRAP tax assessments were served contestingcertain items of amortiz<strong>at</strong>ion and depreci<strong>at</strong>ion charged against taxable income along with costsrel<strong>at</strong>ing to “assignment fees” th<strong>at</strong> the company pays each year to Co.s.r.a.b., with the resultingdemand for additional IRES and IRAP taxes of 515 thousand euro plus penalties and interest.The company filed an appeal with the Biella Provincial Tax Commission on May 20, 2011. OnSeptember 5, 2011 the Biella Commission suspended the execution of the notice subject to thelodging of a guarantee, represented by a surety policy for 50% of the amount in dispute; thispolicy was filed with the Biella Tax Revenue Office on September 28, 2011.On October 1, 2012 the company signed an applic<strong>at</strong>ion for a settlement with the Biella TaxRevenue Office to close the dispute on a definitive basis.154Following this the company and the Tax Revenue Office asked for the dispute to be closed asfar as the outstanding m<strong>at</strong>ters are concerned. The dispute is therefore definitively closed.ASRAB S.p.A - Assessments for IRES and IRAP purposes for fiscal 2006The company was served notices of IRES and IRAP tax assessments between <strong>June</strong> 10 and 17,2011 contesting the deductibility of certain items of amortiz<strong>at</strong>ion and depreci<strong>at</strong>ion chargedagainst taxable income along with costs rel<strong>at</strong>ing to “assignment fees” th<strong>at</strong> the company payseach year to Co.s.r.a.b., with the resulting demand for additional IRES and IRAP taxes of 729thousand euro plus penalties and interest.The company filed an appeal against these assessments with the Biella Provincial TaxCommission on October 18, 2011.On November 16, 2011 notific<strong>at</strong>ion arrived of the complete cancell<strong>at</strong>ion of the assessment asthe amount of the assignment fees was incorrectly st<strong>at</strong>ed and on December 9, 2011 a newassessment notice was served replacing the previous assessment, against which the companyfiled an appeal with the Provincial Tax Commission within the terms of law.On October 1, 2012 the company signed an applic<strong>at</strong>ion for a settlement with the Biella TaxRevenue Office to close the dispute on a definitive basis.Following this the company and the Tax Revenue Office asked for the dispute to be closed asfar as the outstanding m<strong>at</strong>ters are concerned. The dispute is therefore definitively closed.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other inform<strong>at</strong>ionASRAB S.p.A - Assessments for IRES and IRAP purposes for fiscal 2007Ecodeco S.r.l. and ASRAB S.r.l. were served notices of IRES and IRAP tax assessments betweenOctober 21 and 24, 2011 contesting the deductibility of certain items of amortiz<strong>at</strong>ion anddepreci<strong>at</strong>ion charged against taxable income along with costs rel<strong>at</strong>ing to “assignment fees”th<strong>at</strong> the company pays each year to Co.s.r.a.b., with the resulting demand for additional IRESand IRAP taxes of 920 thousand euro plus penalties and interest.On January 12, 2012 a summons notice was served <strong>at</strong> the Brescia Provincial Tax Commission.The company applied for judicial settlement <strong>at</strong> the Office in order to resolve the dispute andabandon the continu<strong>at</strong>ion of the litig<strong>at</strong>ion.On October 1, 2012 the company signed an applic<strong>at</strong>ion for a settlement with the Biella TaxRevenue Office to close the dispute on a definitive basis.Following this the company and the Tax Revenue Office asked for the dispute to be closed asfar as the outstanding m<strong>at</strong>ters are concerned. The dispute is therefore definitively closed.1556) Environmental certific<strong>at</strong>es as contingent assetsThe Group had an excess of environmental certific<strong>at</strong>es (Emission Allowances and WhiteCertific<strong>at</strong>es) <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>.* * *The Company has elected for the option available under article 70, paragraph 8 and article 71,paragraph 1-bis of the Issuers’ Regul<strong>at</strong>ions and accordingly has elected to make an exceptionto the requirement to make an inform<strong>at</strong>ion document available to the public in the event ofsignificant mergers, spin-offs, share capital increases by the contribution of assets in kind,acquisitions or disposals.


Attachments to thenotes to the <strong>Half</strong><strong>yearly</strong><strong>financial</strong> report


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>1 - St<strong>at</strong>ement of changes intangible assetsTangible assets Residual Changes during the periodMillions of eurovalue<strong>at</strong> 12 31 2012 Investments C<strong>at</strong>egorychanges158Land 249Buildings 1,064 1 2Plant and machinery 4,816 32 51Industrial and commercial equipment 40 2Other assets 58 5 2Landfills 14 4Assets held under concession –Construction in progress and advances 109 44 (55)Leasehold improvements 13 1Leased assets 7Total tangible assets 6,370 89 –Tangible assets Residual Edipower Changes during the yearMillions of euro value first-time<strong>at</strong> 12 31 2011 consolid<strong>at</strong>ion Investments C<strong>at</strong>egory Other changeschangesGrossAcc.value depreci<strong>at</strong>ionLand 244 4 2 (1)Buildings 818 <strong>30</strong>5 4 4 (22) (3)Plant and machinery 3,1<strong>30</strong> 1,<strong>30</strong>0 110 98 959 (408)Industrial and commercial equipment 39 2 5 (1)Other assets 59 2 10 3Landfills 11 5 1Assets held under concession 297 418 (1,125) 410Construction in progress and advances 66 80 133 (107) (61)Leasehold improvements 12 3Leased assets 9 1 (3) 1Total tangible assets 4,685 2,107 275 – (253) –


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>1 - St<strong>at</strong>ement of changes in tangible assetsChanges during the periodOther changes Write-downs Disposals/Sales Amortiz<strong>at</strong>ion TotalchangesGrossAcc. Asset Acc.in thevalue depreci<strong>at</strong>ion value depreci<strong>at</strong>ionperiodResidualvalue<strong>at</strong> 06 <strong>30</strong> <strong>2013</strong>(2) (1) (3) 246(6) 2 (20) (21) 1,043(16) 3 (5) 2 (177) (110) 4,706(2) – 40(1) 1 (7) – 584 (1) (2) 5 19– –2 (9) 100(1) – 13(1) (1) 6(18) 5 (2) (6) 3 (210) (139) 6,231159Changes during the yearWrite-downs Coriance sale Disposals/Sales Amortiz<strong>at</strong>ion TotalchangesAsset Acc. Asset Acc.2012value depreci<strong>at</strong>ion value depreci<strong>at</strong>ionResidualvalue<strong>at</strong> 12 31 20125 249(1) (1) (40) (59) 1,064(40) 18 (351) 386 4,816(1) 1 (5) (1) 40(5) 4 (15) (3) 58(3) 3 14(715) –(1) (1) (37) 109(2) 1 13(1) (2) 7(2) (1) – (47) 23 (417) (422) 6,370


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>2 - St<strong>at</strong>ement of changes inintangible assetsIntangible assets Residual Changes during the periodMillions of eurovalue <strong>at</strong><strong>at</strong> 12 31 2012 Investments C<strong>at</strong>egorychanges160Industrial p<strong>at</strong>ent and intellectual property rights 35 3 3Concessions, licences, trademarks and similar rights 752 21 3Goodwill 569Assets in progress 24 5 (6)Other intangible assets 13Total intangible assets 1,393 29 –Intangible assets Residual Edipower Changes during the yearMillions of euro value first-time<strong>at</strong> 12 31 2011 consolid<strong>at</strong>ion Investments C<strong>at</strong>egory Reclassific<strong>at</strong>ions/other changeschangesGrossAcc.value amortiz<strong>at</strong>ionIndustrial p<strong>at</strong>ent and intellectual propertyrights 21 4 10 18 1Concessions, licences, trademarks andsimilar rights 864 51 4 (1)Goodwill 580 4 (4)Assets in progress 25 2 20 (22) (1)Other intangible assets 13 3Total intangible assets 1,503 6 85 – (2)


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>2 - St<strong>at</strong>ement of changes in intangible assetsChanges during the periodReclassific<strong>at</strong>ions/other changes Disposals Write-downs Amortiz<strong>at</strong>ion TotalchangesGross Acc. Asset Acc.in thevalue amortiz<strong>at</strong>ion value amortiz<strong>at</strong>ionperiodResidualvalue <strong>at</strong>06 <strong>30</strong> <strong>2013</strong>(8) (2) 33(6) 3 (21) – 752– 569(1) (2) 22(3) (2) (5) 8(4) (6) 3 (31) (9) 1,384161Changes during the yearCoriance sale Disposals Write-downs Amortiz<strong>at</strong>ion TotalchangesGross Acc. Asset Acc.2012value amortiz<strong>at</strong>ion value amortiz<strong>at</strong>ionResidualvalue<strong>at</strong> 12 31 2012(19) 10 35(136) 21 (8) 7 (50) (112) 752(11) (11) 569(3) 24(1) 1 (3) – 13(148) 22 (8) 7 (72) (116) 1,393


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>3 - List of companies included in theconsolid<strong>at</strong>ed <strong>financial</strong> st<strong>at</strong>ementsCompany name Registered office Currency Sharecapital(thousands)162Consolid<strong>at</strong>ion scope<strong>A2A</strong> Reti Gas S.p.A. Brescia Euro 445,000<strong>A2A</strong> Reti Elettriche S.p.A. Brescia Euro 520,000AMSA S.p.A. Milan Euro 52,179<strong>A2A</strong> Calore & Servizi S.r.l. Brescia Euro 150,000Selene S.p.A. Brescia Euro 3,000<strong>A2A</strong> Servizi alla Distribuzione S.p.A. Brescia Euro <strong>30</strong>0<strong>A2A</strong> Energia S.p.A. Milan Euro 1,000<strong>A2A</strong> Trading S.r.l. Milan Euro 1,000Partenope Ambiente S.p.A. Brescia Euro 120<strong>A2A</strong> Logistica S.p.A. Brescia Euro 250<strong>A2A</strong> Ciclo Idrico S.p.A. Brescia Euro 70,000Ecodeco S.r.l. (now <strong>A2A</strong> Ambiente S.r.l.) Milan Euro 7,469Aspem Energia S.r.l. Varese Euro 2,000<strong>A2A</strong> Montenegro d.o.o. Podgorica (Montenegro) Euro <strong>30</strong>0Mincio Trasmissione S.r.l. Brescia Euro 10Aprica S.p.A. Brescia Euro 204,698Assoenergia S.p.A. in liquid<strong>at</strong>ion Brescia Euro 126Abruzzoenergia S.p.A. Gissi (Ch) Euro 1<strong>30</strong>,000Retragas S.r.l. Brescia Euro 34,495Aspem S.p.A. Varese Euro 174Varese Risorse S.p.A. Varese Euro 3,624Montichiariambiente S.p.A. Brescia Euro 1,500Ostros Energia S.r.l. in liquid<strong>at</strong>ion Brescia Euro 350Camuna Energia S.r.l. Cedegolo (Bs) Euro 900<strong>A2A</strong> Alfa S.r.l. Milan Euro 100Plurigas S.p.A. in liquid<strong>at</strong>ion Milan Euro 800SEASM S.r.l. Brescia Euro 700Proaris S.r.l. Milan Euro 1,875Edipower S.p.A. Milan Euro 1,441,<strong>30</strong>0Ecofert S.r.l. in liquid<strong>at</strong>ion S. Gervasio Bresciano (Bs) Euro 100A3A S.r.l. Brescia Euro 10Chi.na.co S.r.l. Roe' Volciano (Bs) Euro 10Elektroprivreda Cnre Gore AD Niksic (EPCG) Niksic (Montenegro) Euro 958,666EPCG d.o.o. Beograd Beograd (Serbia) Dinar RSD 35Zeta Energy d.o.o. Danilovgrad (Montenegro) Euro 12,240For shareholdings in the subsidiaries of the Ecodeco Group reference should be made to <strong>at</strong>tachment 5.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>3 - List of companies included in the consolid<strong>at</strong>ed <strong>financial</strong> st<strong>at</strong>ements% Holding Shareholder Valu<strong>at</strong>ion methodconsolid<strong>at</strong>ed %Groupshareholding<strong>at</strong>06 <strong>30</strong> <strong>2013</strong>100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> Reti Gas S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> Energia S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion97.76% 97.76% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion91.60% 91.60% <strong>A2A</strong> S.p.A. (87.27%)<strong>A2A</strong> Reti Gas S.p.A. (4.33%)Line-by-line consolid<strong>at</strong>ion90.00% 90.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% Aspem S.p.A. Line-by-line consolid<strong>at</strong>ion80.00% 80.00% Aprica S.p.A. Line-by-line consolid<strong>at</strong>ion80.00% 80.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion74.50% 74.50% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion70.00% 70.00% <strong>A2A</strong> Trading S.r.l. Line-by-line consolid<strong>at</strong>ion70.00% 70.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion67.00% 67.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion60.00% 60.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion56.09% 56.09% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion47.00% 47.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion43.70% 43.70% <strong>A2A</strong> S.p.A. Line-by-line consolid<strong>at</strong>ion100.00% 100.00% EPCG Line-by-line consolid<strong>at</strong>ion57.86% 51.00% EPCG Line-by-line consolid<strong>at</strong>ion163


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>4 - List of shareholdings incompanies carried <strong>at</strong> equityCompany name Registered office Currency Sharecapital(thousands)164Shareholdings in companies carried <strong>at</strong> equityPremiumGas S.p.A. Bergamo Euro 120Ergosud S.p.A. Roma Euro 81,448Ergon Energia S.r.l. in liquid<strong>at</strong>ion Milan Euro 600Metamer S.r.l. San Salvo (Ch) Euro 650Bergamo Servizi S.r.l. Sarnico (Bg) Euro 10SET S.p.A. Toscolano Maderno (Bs) Euro 104Azienda Servizi Valtrompia S.p.A. Gardone Valtrompia (Bs) Euro 6,000Ge.S.I. S.r.l. Brescia Euro 1,000Centrale Termoelettrica del Mincio S.r.l. Ponti s/Mincio (Mn) Euro 11Serio Energia S.r.l. Concordia s/Secchia (Mo) Euro 1,000Visano Soc. Tr<strong>at</strong>tamento Reflui Scarl Brescia Euro 25LumEnergia S.p.A. Lumezzane (Bs) Euro <strong>30</strong>0Sviluppo Turistico Lago d'Iseo S.p.A. Iseo (Bs) Euro 1,616ACSM-AGAM S.p.A. Monza Euro 76,619Futura S.r.l. Brescia Euro 2,500Prealpi Servizi S.r.l. Varese Euro 5,451COSMO Società Consortile a Responsabilità Limit<strong>at</strong>a Brescia Euro 100G.Eco S.r.l. Treviglio (Bg) Euro 500Dolomiti Energia S.p.A. Rovereto (Tn) Euro 411,496Rudnik Uglja Ad Pljevlja Pljevlja (Montenegro) Euro 21,493Ecodeco Group consolid<strong>at</strong>ion (1)Total shareholdings(1) For shareholdings in the Ecodeco Group reference should be made to <strong>at</strong>tachment 5.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>4 - List of shareholdings in companies carried <strong>at</strong> equityHolding Shareholder Carrying Valu<strong>at</strong>ion method% amount <strong>at</strong>06 <strong>30</strong> <strong>2013</strong>(thousands)50.00% <strong>A2A</strong> Alfa S.r.l. 3,292 Equity50.00% <strong>A2A</strong> S.p.A. 82,187 Equity50.00% <strong>A2A</strong> S.p.A. – Equity50.00% <strong>A2A</strong> S.p.A. 1,712 Equity50.00% Aprica S.p.A. 336 Equity49.00% <strong>A2A</strong> S.p.A. 477 Equity49.15% <strong>A2A</strong> S.p.A. (48.77%)<strong>A2A</strong> Reti Gas S.p.A. (0.38%) 4,038 Equity44.50% <strong>A2A</strong> S.p.A. 1,819 Equity45.00% <strong>A2A</strong> S.p.A. 5 Equity40.00% <strong>A2A</strong> S.p.A. 716 Equity40.00% <strong>A2A</strong> S.p.A. 10 Equity33.33% <strong>A2A</strong> Energia S.p.A. 158 Equity24.29% <strong>A2A</strong> S.p.A. 837 Equity21.94% <strong>A2A</strong> S.p.A. 33,562 Equity20.00% <strong>A2A</strong> Calore & Servizi S.r.l. 670 Equity12.47% Aspem S.p.A. 887 Equity52.00% <strong>A2A</strong> Calore & Servizi S.r.l. 62 Equity40.00% Aprica S.p.A. 3,400 Equity7.91% <strong>A2A</strong> S.p.A. 61,982 Equity39.49% <strong>A2A</strong> S.p.A. 19,067 Equity1,578 See <strong>at</strong>tachment 5216,795165


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>5 - List of companies included inthe consolid<strong>at</strong>ed <strong>financial</strong>st<strong>at</strong>ements of the Ecodeco GroupCompany name Registered office Currency Sharecapital(thousands)166Consolid<strong>at</strong>ion areaEcodeco S.r.l. (now <strong>A2A</strong> Ambiente S.r.l.) Milan Euro 7,469Ecodeco Hellas S.A. Atene Euro 60Ecolombardia 18 S.r.l. Milan Euro 658Ecolombardia 4 S.p.A. Milan Euro 17,727Sicura S.r.l. Milan Euro 1,040Sistema Ecodeco UK Ltd Canvey Island Essex (UK) GBP 250Vespia S.r.l. in liquid<strong>at</strong>ion Milan Euro 10A.S.R.A.B. S.p.A. Cavaglià (BI) Euro 2,582Nicosiambiente S.r.l. Milan Euro 50Ecoair S.r.l. Milan Euro 10Bioase S.r.l. Sondrio Euro 677Shareholdings in companies carried <strong>at</strong> equitySED S.r.l. Robassomero (TO) Euro 1,250Bergamo Pulita S.r.l. Bergamo Euro 10Tecnoacque Cusio S.p.A. Omegna (VB) Euro 206Bellisolina S.r.l. Montanaso (LO) Euro 10Total shareholdings


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>5 - List of companies included in the consolid<strong>at</strong>ed <strong>financial</strong> st<strong>at</strong>ements of theEcodeco Group% Holding Shareholder Carrying Valu<strong>at</strong>ion methodconsolid<strong>at</strong>ed % amount <strong>at</strong>Group 06 <strong>30</strong> <strong>2013</strong>shareholding(thousands)<strong>at</strong>06 <strong>30</strong> <strong>2013</strong>Line-by-line consolid<strong>at</strong>ion100.00% 100.00% Ecodeco Line-by-line consolid<strong>at</strong>ion98.86% 98.86% Ecodeco Line-by-line consolid<strong>at</strong>ion68.58% 68.58% Ecodeco Line-by-line consolid<strong>at</strong>ion96.80% 96.80% Ecodeco Line-by-line consolid<strong>at</strong>ion100.00% 100.00% Ecodeco Line-by-line consolid<strong>at</strong>ion99.90% 98.90% Ecodeco Line-by-line consolid<strong>at</strong>ion70.00% 70.00% Ecodeco Line-by-line consolid<strong>at</strong>ion99.90% 99.90% Ecodeco Line-by-line consolid<strong>at</strong>ion100.00% 100.00% Ecodeco Line-by-line consolid<strong>at</strong>ion70.00% 70.00% Ecodeco (51.00%) Line-by-line consolid<strong>at</strong>ionAMSA (19.00%)16750.00% Ecodeco 1,337 Equity50.00% Ecodeco – Equity25.00% Ecodeco 241 Equity50.00% Ecodeco – Equity1,578


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>6 - List of <strong>financial</strong> assets availablefor saleCompany name % Shareholder Carryingholdingamount <strong>at</strong>06 <strong>30</strong> <strong>2013</strong>(thousands)168Financial assets available-for-sale (AFS)Infracom S.p.A. 1.57% <strong>A2A</strong> S.p.A. 155Immobiliare-Fiera di Brescia S.p.A. 5.52% <strong>A2A</strong> S.p.A. 573E.M.I.T. S.p.A. in liquid<strong>at</strong>ion 10.00% <strong>A2A</strong> S.p.A. 459Azienda Energetica Valtellina e Valchiavenna S.p.A. (AEVV) 9.39% <strong>A2A</strong> S.p.A. 1,846Other:A.C.B. Servizi S.r.l. 5.00% <strong>A2A</strong> S.p.A.Alesa S.r.l. 5.26% <strong>A2A</strong> Reti Gas S.p.A.AQM S.r.l. 7.71% <strong>A2A</strong> S.p.A.AvioValtellina S.p.A. 0.18% <strong>A2A</strong> S.p.A.Banca di Credito Cooper<strong>at</strong>ivo di Calcio e Covo Società Cooper<strong>at</strong>iva n.s. <strong>A2A</strong> S.p.A.Brescia Mobilità S.p.A. n.s. <strong>A2A</strong> S.p.A.Brixia Expo-Fiera di Brescia S.p.A. 9.44% <strong>A2A</strong> S.p.A.Cavaglià Sud S.r.l. in liquid<strong>at</strong>ion 1.00% Ecodeco S.r.l.Consorzio DIX.IT in liquid<strong>at</strong>ion 14.28% <strong>A2A</strong> S.p.A.Consorzio Ecocarbon Coneco n.s. Ecodeco S.r.l.Consorzio Intellimech n.s. <strong>A2A</strong> S.p.A.Consorzio Italiano Compost<strong>at</strong>ori n.s. Ecodeco S.r.l.Consorzio L.E.A.P. 10.53% <strong>A2A</strong> S.p.A.Consorzio Milano Sistema in liquid<strong>at</strong>ion 10.00% <strong>A2A</strong> S.p.A.Consorzio Polieco n.s. Ecodeco S.r.l.CSEAB (previously Cramer S.c.a.r.l.) 6.67% <strong>A2A</strong> S.p.A.Emittenti Titoli S.p.A. 1.85% <strong>A2A</strong> S.p.A.Guglionesi Ambiente S.c.a.r.l. 1.01% Ecodeco S.r.l.INN.TEC. S.r.l. 10.89% <strong>A2A</strong> S.p.A.Isfor 2000 S.c.p.a. 4.94% <strong>A2A</strong> S.p.A.S.I.T. S.p.A. 0.26% Aprica S.p.A.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>6 - List of <strong>financial</strong> assets available for saleCompany name % Shareholder Carryingholdingamount <strong>at</strong>06 <strong>30</strong> <strong>2013</strong>(thousands)Stradivaria S.p.A. n.s. <strong>A2A</strong> S.p.A.Tirreno Ambiente S.p.A. 3.00% Ecodeco S.r.l.Prva banka Crne Gore A.D. Podgorica (*) 19.76% EPCGDI.T.N.E. 1.<strong>30</strong>% Edipower S.p.A. 6,143Total other <strong>financial</strong> assetsTotal available-for-sale <strong>financial</strong> assets 9,176(*) Including the preference shares with no voting rights the shareholding in Prva banka Crne Gore A.D. Podgorica amounts to24.10% of share capital.Note: <strong>A2A</strong> S.p.A. took part in the setting up of Società Cooper<strong>at</strong>iva Polo dell'innovazione della Valtellina, subscribing 5 shares having anominal value of 50 euro.169


Changes in legisl<strong>at</strong>ion


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in legisl<strong>at</strong>ionEnergy SectorRecent changes in legisl<strong>at</strong>ion in the electricity sectorLarge hydroelectric deriv<strong>at</strong>ion concessions172Changes in legisl<strong>at</strong>ion over the past few years have mainly led to the continu<strong>at</strong>ion by <strong>A2A</strong> of itsconcessions and principally regard the introduction of certain provisions facilit<strong>at</strong>ing tendersand regul<strong>at</strong>ing the means by which concessions are transferred from the outgoing to theincoming manager. By way of Decree Law no. 83 of <strong>June</strong> 22, 2012 (the “Development DecreeLaw”), the government issued a number of regul<strong>at</strong>ions designed to facilit<strong>at</strong>e the way in whichtenders are carried out. More specifically, article 37, paragraph 4 confirms the period of 5years before the expiry of the concession as being the time limit within which a tender must becalled and sets the term of future concessions in 20 years, extendible to <strong>30</strong> years depending onthe size of the investments granted and the criteria th<strong>at</strong> will be established by the ministerialdecree being issued under article 12, paragraph 2 of Legisl<strong>at</strong>ive Decree no. 79/99 as amended.In addition, a special transitional regime is provided for calling tenders for concessions whichhad expired <strong>at</strong> the d<strong>at</strong>e when the law converting the decree became effective and thoseexpiring on or before December 31, 2017 (those which are unable to comply with the 5 yearperiod for calling the tender). These tenders must be called within 2 years of the effective d<strong>at</strong>eof the ministerial decree for implement<strong>at</strong>ion (as per article 12, paragraph 2 of Legisl<strong>at</strong>iveDecree no. 79 of March 16, 1999). The new concession shall start <strong>at</strong> the end of the fifth yearfollowing the original expiry d<strong>at</strong>e and in any case not l<strong>at</strong>er than December 31, 2017.In terms of the way in which the concession will pass from the outgoing to the incomingoper<strong>at</strong>or, the legisl<strong>at</strong>or has opted for the sale of a business against the payment of a pricewhich has been previously established and agreed between the outgoing oper<strong>at</strong>or and thegranting administr<strong>at</strong>ion before the offering stage and which is published in the tender offer.The ministerial decree has the responsibility for determining the technical and economic


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in legisl<strong>at</strong>ionparameters used for calcul<strong>at</strong>ing the consider<strong>at</strong>ion and the amount due to the outgoingconcessionaire, and should establish the detailed implement<strong>at</strong>ion regul<strong>at</strong>ions for tenders,subject to the opinion of the Electricity and Gas Authority (the AEEG or the Authority in thefollowing). If no agreement can be reached between the outgoing concessionaire and thegranting administr<strong>at</strong>ion on the size of the consider<strong>at</strong>ion and the amount, an arbitr<strong>at</strong>ionprocedure is brought into play.By way of article 14 of Law no. 19 of December 23, 2010 the Region of Lombardy amendedRegional Law no. 26 of December 12, 2003, adding article 53-bis which contains provisions onthe temporary continu<strong>at</strong>ion of use, the profiles of the owners following the expiry of theoutstanding mand<strong>at</strong>es and the use of the infrastructure and the plant. Implementing theseprovisions, the Regional Council provided for the “temporary continu<strong>at</strong>ion” by <strong>A2A</strong> S.p.A. of theuse of the shunting and hydroelectric plants of Stazzona, Lovero and Grosotto which expired onDecember 31, 2010. The resolution additionally confirmed the requirement to pay theenvisaged fees and additional fees and to carry out the ordinary and extraordinary maintenancework specified in article 53-bis; in addition, it deferred the calcul<strong>at</strong>ion of an additional fee to bepaid from January 1, 2011 to a subsequent resolution, not yet adopted as of today.173<strong>A2A</strong> S.p.A. and other oper<strong>at</strong>ors have filed an appeal against this resolution with the High Courtof Public W<strong>at</strong>ers (TSAP) and the verdict is still pending.However, following the government’s challenge to certain provisions of Regional Law no. 19 ofDecember 23, 2010, with Sentence no. 339/2011 the Constitutional Court ruled th<strong>at</strong> thedisputed clauses are unconstitutional. As a consequence, paragraphs 4 and 5 of article 53-bis,introduced by the above-mentioned law, which provide for the contemporary continu<strong>at</strong>ion ofthe concessions th<strong>at</strong> expired <strong>at</strong> the end of 2010 and the possibility for the Regional Council tolay down more severe conditions of use during th<strong>at</strong> period, remain effective, also from aneconomic standpoint.Regarding the transposition of the “Growth Decree”, which lays down procedures forcalcul<strong>at</strong>ing the surrender value of the "wet works" regarding the hydroelectric concessions,the relevant authorities have not as of today set the calcul<strong>at</strong>ion criteria (revalu<strong>at</strong>ioncoefficients and useful lives) needed to calcul<strong>at</strong>e the surrender value <strong>at</strong> the end of theconcessions for the assets involved. Further details can be found in note 31 of the “Notes tothe income st<strong>at</strong>ement”.Remuner<strong>at</strong>ion of plants essential for the safety of the electricity systemRegarding the plants admitted to the reintegr<strong>at</strong>ion framework for which an applic<strong>at</strong>ion hasbeen made (San Filippo del Mela 150 kV and San Filippo del Mela 220 kV), by way of Resolution


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in legisl<strong>at</strong>ionno. 242/13/R/eel the AEEG has ordered Terna S.p.A. to pay Edipower S.p.A. the advance for 2012required by paragraph 65.<strong>30</strong> of Resolution no. 111/06 to contain the oper<strong>at</strong>or’s <strong>financial</strong>exposure, clarifying th<strong>at</strong> on calcul<strong>at</strong>ing the payment as per paragraph 63.13 for 2012, accountmust be taken of the results of checking the fixed costs and the items making up thecontribution margin.Remuner<strong>at</strong>ion of production capacity availability – transitionalBy way of Resolution no. 262/<strong>2013</strong>/R/eel, the Authority has amended and added to theprovisions of Resolution no. 48/04 for the remuner<strong>at</strong>ion in the transitional period of theavailability of production capacity, establishing the means by which the total annual amountfor the coverage of the specific fee for the remuner<strong>at</strong>ion of the service for 2012 must becalcul<strong>at</strong>ed by Terna S.p.A., and amending, for the same period, the time bands as per table 1 ofResolution no. 5/04, by which the above fee is structured.174Green Certific<strong>at</strong>esBy way of Resolution no. 17/<strong>2013</strong>/R/efr, the Electricity and Gas Authority set the average annualsales price for electricity for 2012, established to implement article 13, paragraph 3 of Legisl<strong>at</strong>iveDecree no. 387/03 and calcul<strong>at</strong>ed on the basis of the criteria specified in Resolution ARG/elt no.24/08. The amount set was 77.00 €/MWh.As a result, as the GSE has informed oper<strong>at</strong>ors th<strong>at</strong>:• the reference price for green certific<strong>at</strong>es for <strong>2013</strong>, pursuant to article 2, paragraph 148 ofLaw no. 244 of December 24, 2007, is 103.00 €/MWh, excluding VAT, calcul<strong>at</strong>ed as thedifference between 180.00 €/MWh and the average annual sales price of electricity sold in2012 as per article 13, paragraph 3 of Legisl<strong>at</strong>ive Decree no.387/03;• the withdrawal price of green certific<strong>at</strong>es issued for production from renewable sourcesin 2012 is 80.34 €/MWh, excluding VAT;• the withdrawal price of green certific<strong>at</strong>es issued for production from cogener<strong>at</strong>ion plantsassoci<strong>at</strong>ed with district he<strong>at</strong>ing in 2012 is 84.34 €/MWh, excluding VAT.Economic conditions for the protected c<strong>at</strong>egories serviceBy way of Resolution no. 583/2012/R/eel, effective January 1, <strong>2013</strong> (with retroactive validityextended to 2012 by means of a compens<strong>at</strong>ion mechanism), the Authority revised the componentremuner<strong>at</strong>ing the selling costs incurred by protected c<strong>at</strong>egory electricity vendors (RCV).


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in legisl<strong>at</strong>ionRegul<strong>at</strong>ion of the electricity sector in MontenegroAt the end of 2011 the Energy Regul<strong>at</strong>ory Agency (RAE), the autonomous and independentbody having the function of regul<strong>at</strong>ing the energy sector, approved the method to be used forcalcul<strong>at</strong>ing electricity transmission and distribution tariffs, together with the means forestablishing energy prices for sales to end customers.The new method introduces regul<strong>at</strong>ory elements into Montenegro law th<strong>at</strong> are similar tothose in force in the principal European countries, such as the establishment of multi-yearregul<strong>at</strong>ory periods, the introduction of capital valu<strong>at</strong>ion methods and a remuner<strong>at</strong>ion r<strong>at</strong>eand the means of making the sector more efficient through the use of price-caps. The firstregul<strong>at</strong>ory period started on August 1, 2012 and has a three-year term. For the first year theWACC (weighted average cost of capital), equal to 6.8%, will be applied to net invested capital(meaning the value of the assets in use <strong>at</strong> the end of year t-1, st<strong>at</strong>ed less of any contributionsreceived and revalued for infl<strong>at</strong>ion). Capital will be upd<strong>at</strong>ed annually on the basis ofinvestment plans approved by the Agency, while depreci<strong>at</strong>ion will be charged over the usefullives included in the documents to be sent to the Agency on making the request for approvalof the tariffs. Oper<strong>at</strong>ing costs will be calcul<strong>at</strong>ed by applying a profit-sharing logic, startingfrom the figures sent by the company to the Agency.175Finally, in July 2012 the RAE approved the tariffs, calcul<strong>at</strong>ed on the basis of the new methoddescribed above, which are valid from August 1, 2012 to July 31, <strong>2013</strong>.Recent changes in legisl<strong>at</strong>ion in the n<strong>at</strong>ural gas sectorUpstream gas marketCriteria for the alloc<strong>at</strong>ion of gas storageIn compliance with article 14 of Decree Law no. 1/12 (the “Liberaliz<strong>at</strong>ions Decree”) asamended by article 38 of Decree Law no. 83/2012 (the “Growth Decree”), in order to reducen<strong>at</strong>ural gas procurement costs for businesses, the Ministry for Economic Developmentissued the “Regasified LNG Storage Decree”, by which it alloc<strong>at</strong>ed the capacity of 500million cm becoming available following the recalcul<strong>at</strong>ion of the volume of str<strong>at</strong>egicstorage, amongst regasific<strong>at</strong>ion and industrial companies. On the other hand with a seconddecree (the “Modul<strong>at</strong>ion Storage Decree”) the ministry established the modul<strong>at</strong>ionstorage space capacity to be alloc<strong>at</strong>ed as a priority to civil customers, of which around onethird will be assigned by auction and the remaining two thirds on the basis of the previouspro-r<strong>at</strong>a means of alloc<strong>at</strong>ion. The decree also establishes the storage capacity to bealloc<strong>at</strong>ed to all applicants exclusively by means of an auction.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in legisl<strong>at</strong>ionFollowing the issue of the two ministerial decrees, the Authority then provided details of thealloc<strong>at</strong>ion procedures under the regul<strong>at</strong>ed regime in Resolution no. 75/<strong>2013</strong>/R/gas, while byway of Resolution no. 92/<strong>2013</strong>/R/gas it provided details of the criteria to be used for theauction, with procedures simplified due to the imminent start of the injection phase.Gas exchangeThe gas market reorganiz<strong>at</strong>ion process is in progress following the 2011 start of the P-Gaspl<strong>at</strong>form for trading lots of n<strong>at</strong>ural gas imported from non-EU countries and the developmentroyalties due to the st<strong>at</strong>e, and following the start of the M-Gas spot market in December of thesame year. In accordance with the requirements of article 32 of Legisl<strong>at</strong>ive Decree no. 93/11, onthe basis of the regul<strong>at</strong>ory changes introduced by the authority by way of Resolution no.525/2012/R/gas, the Energy Market Manager (GME) has set up the discipline for regul<strong>at</strong>ing then<strong>at</strong>ural gas forward market (MT-Gas).176By way of a Ministerial Decree of March 6, the Ministry for Economic Development approvedthe discipline of this market, with a starting d<strong>at</strong>e to be established in a l<strong>at</strong>er decree on theproposal of the GME “after a suitable testing period”, with a term which will by communic<strong>at</strong>edto the ministry by the GME.BalancingThe means of regul<strong>at</strong>ing the guarantees requested from oper<strong>at</strong>ors in order for them tooper<strong>at</strong>e in the balancing market is still being finalized.With regard to the events which took place during the start-up phase of the balancing market,by way of Resolution no. 144/<strong>2013</strong>/R/gas the Authority completed its fact-finding enquiryiniti<strong>at</strong>ed in the period December 1, 2011 to October 23, 2012. On the basis of the results of th<strong>at</strong>enquiry, by way of Resolution no. 145/<strong>2013</strong>/R/gas the Authority then set up a proceeding aimed<strong>at</strong> determining the portion of the costs to be recognized to Snam Rete Gas for the uncollectedreceivables rel<strong>at</strong>ing to the economic items emerging during th<strong>at</strong> observ<strong>at</strong>ion period.As part of the measures introduced to strengthen the guarantee system, by way of Resolutionno. 143/<strong>2013</strong>/R/gas the Authority approved certain amendments to the Network Code drawnup by Snam Rete Gas, designed to strengthen the reliability of the monitoring of userexposure.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in legisl<strong>at</strong>ionDownstream gas marketEconomic conditions for the protected serviceBy way of Resolution no. 124/<strong>2013</strong>/R/gas, the Authority implemented the first phase of thereform of the means of calcul<strong>at</strong>ing the economic conditions for the supply of gas for (theperiod from April 1 to September <strong>30</strong>, <strong>2013</strong>), providing for a revision of the weights of theindices Ptop (80%) and Pmkt (20%) and a reduction of the QS component covering storageservice costs from 0.329691 €/GJ to 0.185896 €/GJ.By way of Resolution no. 196/<strong>2013</strong>/R/gas, the Authority subsequently approved the secondphase of the reform, with a structural revision of the means of upd<strong>at</strong>ing the componentcovering procurement costs and an adjustment to the retail sales marketing component,starting from October 1, <strong>2013</strong>.177


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in legisl<strong>at</strong>ionEnvironment SectorRecent changes in legisl<strong>at</strong>ion in the environment sectorRegul<strong>at</strong>ion of local public services and expiry of concessionsLegisl<strong>at</strong>ion regul<strong>at</strong>ing local public services of economic importance was affected by theresults of question 1 of the abrog<strong>at</strong>ive referendum of <strong>June</strong> 12 and 13, 2011. To fill the legisl<strong>at</strong>ivegap cre<strong>at</strong>ed by the outcome of the referendum, the legisl<strong>at</strong>or intervened with a series ofregul<strong>at</strong>ions contained in Decree Law no. 138/11 (the summer Budget Law which becameeffective on August 13, 2011), as converted by Law no. 148/2011 (effective from September 17,2011). As a consequence of the appeal filed by a number of regional administr<strong>at</strong>ions againstthese provisions, the measures were also affected by Sentence no. 199 of July 17, 2012 whichdeclared them to be constitutionally unlawful in part.178As a result of this sentence, while the legisl<strong>at</strong>ion regarding the management of local networkpublic services on the basis of optimal and homogeneous territorial ambits and rewardingmechanisms for the assign<strong>at</strong>ion of the management of the services by public tender remainsin force (as per article 3-bis of Law no. 148/2011), the provision rel<strong>at</strong>ing to the early termin<strong>at</strong>ionof the concessions with non-compliant assignment (as per article 4 of Law no. 148/2011) is nolonger applicable.In this respect, the legisl<strong>at</strong>or intervened once again in the m<strong>at</strong>ter by way of article 34,paragraphs 20-26 of Decree Law no. 179 of October 18, 2012 on “Further urgent measures forthe country’s growth” (“Growth Decree 2.0”), converted by Law no. 121 of December 17, 2012and published in Official Journal no. 294 of December 18, 2012. In particular, this legisl<strong>at</strong>ionrequires th<strong>at</strong> direct assignments agreed <strong>at</strong> October 1, 2003 for publicly held companiesalready listed <strong>at</strong> th<strong>at</strong> d<strong>at</strong>e and for subsidiaries of these pursuant to article 2359 of the Italiancivil code should cease <strong>at</strong> the expiry d<strong>at</strong>e specified in the service agreement or otherdocuments governing the rel<strong>at</strong>ionship. On the other hand assignments not having an expiryd<strong>at</strong>e termin<strong>at</strong>e on December 31, 2020, without the possibility for any extension and withoutthe need for the body to adopt a specific resolution.Consolid<strong>at</strong>ed Environment LawLegisl<strong>at</strong>ive Decree no. 152 of April 3, 2006 "Regul<strong>at</strong>ions on environmental m<strong>at</strong>ters" assubsequently amended, most recently by Legisl<strong>at</strong>ive Decree no. 205/10 which dict<strong>at</strong>esmeasures implementing Directive 2008/98/EC on waste, acts as the reference legisl<strong>at</strong>ion forthe environment sector.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in legisl<strong>at</strong>ionOther measures of interestDecree Law no. 1/<strong>2013</strong>, effective from January 14, <strong>2013</strong>, r<strong>at</strong>ified the extension to December 31,<strong>2013</strong> of the possibility of disposing of special urban waste with Pci > 13,000 kj/kg in a landfill.Developments in the regul<strong>at</strong>ion of the CIP 6/92 conventionsBy way of the Decree of April 24, <strong>2013</strong>, the Ministry of Economic Development calcul<strong>at</strong>ed thesettlement balance for the Avoided Fuel Cost (CEC) for 2012, applying the method establishedin the Decree of November 20, 2012.However the Ministry established th<strong>at</strong> the proposal as per Opinion no. 535/12 of the AEEGwould not be applicable to th<strong>at</strong> year; the proposal recommended linking the gas CEC tomovements in gas prices on the balancing market and to remove from the formula (in both thesettlement and the installments for the individual quarters) the component rel<strong>at</strong>ing to thewholesale marketing margin (CEC com).By way of Decree Law no. 69 of <strong>June</strong> 21, <strong>2013</strong> on “Urgent provisions to boost the economy”, thegovernment returned to the m<strong>at</strong>ter, introducing important provisions <strong>at</strong> article 5, among theother measures concerning the energy sector, for determining the formula for calcul<strong>at</strong>ing theCEC for <strong>2013</strong> and 2014. Parliamentary work to convert the decree into law is currently still inprogress.179The decree requires th<strong>at</strong> for the conventional component rel<strong>at</strong>ing to the price of the fuel (CECgas), the figure for the Avoided Fuel Cost which is to be recognized on account until the annualsettlement balance has been set, should be calcul<strong>at</strong>ed for <strong>2013</strong> on the basis of the referencebasket pursuant to Law no. 99 of July 23, 2009, where the weight of the oil products is graduallyreduced in each quarter (set <strong>at</strong> eighty per cent in the first quarter, seventy per cent in thesecond quarter and sixty per cent in the third and fourth quarters). For each quarter thecomplement to arrive <strong>at</strong> a hundred per cent is to be determined on the basis of theprocurement cost of the n<strong>at</strong>ural gas on the wholesale markets as determined by Resolution no.196/<strong>2013</strong>/R/gas of May 9, <strong>2013</strong> and by the other provisions of the Electricity and Gas Authority. Bymeans of a provision to be adopted within 60 days of the effective d<strong>at</strong>e of the legisl<strong>at</strong>ionconverting the decree into law on the proposal of the Electricity and Gas Authority, the meansby which this amount is to be upd<strong>at</strong>ed shall be established, for on account and settlementpayments, together with the means of publishing the amounts identified in accordance with thecriteria in paragraphs 4 and 5. For <strong>2013</strong>, the legisl<strong>at</strong>ion confirms the current means by which thecomponent rel<strong>at</strong>ing to the wholesale marketing margin (CEC com) and the transportcomponent (CEC trans) are calcul<strong>at</strong>ed, as well as the specific consumption amounts pursuantto the Decree of November 20, 2012.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in legisl<strong>at</strong>ionAs an exception to the above provisions, for waste to energy plants admitted to the frameworkpursuant to the CIP 6/1992 provision, which <strong>at</strong> the d<strong>at</strong>e on which the present decree becomeseffective have been in use under the convention for a period of less than or equal to eight years(this includes the Acerra plant), the CEC shall be determined on the basis of the referencebasket pursuant to Law no. 99/2009, in which the weight of oil products is sixty per cent.180


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in legisl<strong>at</strong>ionNetworks sectorRecent changes in legisl<strong>at</strong>ion in the distribution sectorN<strong>at</strong>ural gas distributionAlloc<strong>at</strong>ion and performance of the distribution serviceAs a result of Law no. 99/2009, the “Development Law”, the Ministry for EconomicDevelopment completed the reform of the means of alloc<strong>at</strong>ing the n<strong>at</strong>ural gas distributionservice by establishing 177 “Minimum Territorial Ambits” (the Ministerial Decree of January19, 2011 and the Ministerial Decree of October 18, 2011), for which tenders will be called for thealloc<strong>at</strong>ion of the service, and a regul<strong>at</strong>ion on the basis of which tenders will be called andawarded.Default serviceThe Council of St<strong>at</strong>e’s ruling is still pending in the appeal against Resolution ARG/gas no. 99/11,with which the AEEG introduced the “default service”. However, by way of Resolution no.241/<strong>2013</strong>/R/gas, the Authority has revised the regul<strong>at</strong>ions and amended the responsibilities ofthose performing the service. On the basis of this new structure, services for a timely cut-off<strong>at</strong> the delivery point and the proper alloc<strong>at</strong>ion of the withdrawals have been put under theresponsibility of the distribution company, while services connected with the economicsettlement for the lots of gas have been put under the responsibility of a sales oper<strong>at</strong>or.181As the result of the problems arising on the prepar<strong>at</strong>ion of the first balancing sessions for thedistribution default service, the Authority ordered th<strong>at</strong> new balancing sessions should be heldto adjust the figures already published, and th<strong>at</strong> the payments for differences should besuspended.Distribution and metering tariffs – III regul<strong>at</strong>ory period (2009-<strong>2013</strong>)Due to the judicial proceedings which have involved Resolution ARG/gas no. 159/08, andconsidering the present delic<strong>at</strong>e phase, in which the sector is undergoing a reorganiz<strong>at</strong>ion, byway of Resolution no. 436/2012/R/gas the Authority extended the validity of the current tariffregul<strong>at</strong>ion until the end of <strong>2013</strong>, in order to leave time for suitable consult<strong>at</strong>ion for the IVregul<strong>at</strong>ory period. A number of oper<strong>at</strong>ors have challenged this provision regarding the meansby which certain parameters th<strong>at</strong> are important for the calcul<strong>at</strong>ion of the remuner<strong>at</strong>ion r<strong>at</strong>efor employed capital are upd<strong>at</strong>ed.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in legisl<strong>at</strong>ionThe tariff system currently in force provides for a reference tariff calcul<strong>at</strong>ed in order toensure the following: the remuner<strong>at</strong>ion of net invested capital (WACC set <strong>at</strong> 7.7% fordistribution activities and 8% for measurement activities), in turn calcul<strong>at</strong>ed on the basis ofrevalued historic cost and, only in part, on a parametric basis; the coverage of depreci<strong>at</strong>ion,calcul<strong>at</strong>ed on the basis of useful lives valid for regul<strong>at</strong>ory purposes; and the coverage ofoper<strong>at</strong>ing costs, calcul<strong>at</strong>ed on a parametric basis and upd<strong>at</strong>ed through a price-cap methodusing an X-factor depending on the size of the company (2.4% for the distribution service and2.8% for measuring and sales services with respect to large-scale oper<strong>at</strong>ors).The mand<strong>at</strong>ory and reference tariffs for the distribution and metering of n<strong>at</strong>ural gas valid for<strong>2013</strong> were approved by the Authority by way of Resolution no. 553/2012/R/gas.Regul<strong>at</strong>ion providing incentives for the safety of the serviceBy way of Resolution no. 229/<strong>2013</strong>/R/gas the Authority gave an award to <strong>A2A</strong> Reti Gas S.p.A. forthe safety recoveries obtained in 2011 and the company received a total of 363,444.53 euro.182Electricity distributionDistribution and metering service tariff frameworkBy way of Resolution ARG/elt no. 199/11, the Electricity and Gas Authority adopted theConsolid<strong>at</strong>ed Text of provisions to regul<strong>at</strong>e the transmission and distribution of electricity(TIT) and the Consolid<strong>at</strong>ed Text of provisions regul<strong>at</strong>ing the supply of the Electricity MeteringService (TIME) for the fourth regul<strong>at</strong>ory period (2012-2015).In rel<strong>at</strong>ion solely to the tariff adjustment for metering services, vari<strong>at</strong>ions with respect to theprevious regul<strong>at</strong>ory period were included in the return on invested capital (set <strong>at</strong> 7.6% perannum), in the value of the X-factor (set <strong>at</strong> 7.1% per annum) and also in revenue equaliz<strong>at</strong>ionfor low voltage metering services. With reference to the distribution service, many of thetariff regul<strong>at</strong>ion schemes already in force during the previous regul<strong>at</strong>ory period weremaintained, in particular:– the adoption of tariff decoupling, which requires a mand<strong>at</strong>ory tariff to be applied to endusers and a reference tariff for the definition of revenue restrictions, specific by oper<strong>at</strong>orcalcul<strong>at</strong>ed on the basis of the number of users (PoD);– the applic<strong>at</strong>ion of the profit-sharing method for the definition of initial oper<strong>at</strong>ing costlevels to be recognized in the tariff;– the upd<strong>at</strong>ing of the tariff quota covering oper<strong>at</strong>ing costs through the price-cap method,setting the annual objective for increased productivity (X-factor) <strong>at</strong> 2.8% for distributionactivities;


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in legisl<strong>at</strong>ion– the evalu<strong>at</strong>ion of invested capital using the revalued historical cost method;– the definition of the r<strong>at</strong>e of return on invested capital through WACC (the r<strong>at</strong>e set for2012-<strong>2013</strong> is 7.6% for investments made up to December 31, 2011 and 8.6% for investmentsmade subsequent to th<strong>at</strong> d<strong>at</strong>e);– the calcul<strong>at</strong>ion of depreci<strong>at</strong>ion on the basis of the useful lives valid for regul<strong>at</strong>orypurposes.By way of Resolution no. 122/<strong>2013</strong>/R/eel the Authority established the reference tariffs for 2012and <strong>2013</strong>, requiring th<strong>at</strong> the Head of the Infrastructure Department should carry out furtherdetailed work into the report made by <strong>A2A</strong> Reti Elettriche S.p.A. on the need to carry outadditional work to check the suitability of the method proposed in order to ensure there is nochange in the revenues r<strong>at</strong>ified by Resolution no. ARG/elt 199/11.Loss equaliz<strong>at</strong>ionBy way of Resolution no. 559/2012/R/eel the Authority initi<strong>at</strong>ed a revision of the method ofcalcul<strong>at</strong>ing the difference between actual and standard losses. A project began in the firstquarter of 2012 whose aim is to quantify low voltage network losses, as a preliminary to setting upa new calcul<strong>at</strong>ion method for the equaliz<strong>at</strong>ion of losses on the distribution networks to becomeapplicable during <strong>2013</strong>. By way of Consult<strong>at</strong>ion Document no. 269/<strong>2013</strong>/r/eel the Authorityproposed in a general form the initial calcul<strong>at</strong>ion formulae for the transitory period <strong>2013</strong>-2015.183Provisions common to the two sectors (gas and electricitydistribution)Energy saving and efficiencyEnergy saving targets for <strong>2013</strong>By way of Resolution no. 11/<strong>2013</strong>/R/efr, pursuant to the provisions of the Decree of December 28,2012, the Authority has sent the MSE and the GSE the d<strong>at</strong>a needed to establish the specificprimary energy saving objectives to be achieved by distributors for <strong>2013</strong>.Tariff contributionThe unit tariff contribution recognized for each oblig<strong>at</strong>ory year (t+1) after 2008 is establishedby the Authority by November <strong>30</strong> of the previous year (t).However as of today the Authority has not yet established the contribution given for achievingthe energy saving objectives for <strong>2013</strong>.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in legisl<strong>at</strong>ionIntegr<strong>at</strong>ed w<strong>at</strong>er serviceDur<strong>at</strong>ion of existing alloc<strong>at</strong>ionsFollowing the referendum which took place on <strong>June</strong> 12 and 13, 2011, the Decrees of the Presidentof the Republic st<strong>at</strong>ing th<strong>at</strong> the legisl<strong>at</strong>ive provisions referred to in the referendum had beenrepealed were published in the Official Journal no. 167 of July 20, 2011, including article 23-bis ofDecree Law no. 112/02008 on the assignment of local public services of economic importance.As concerns the existing management, as specified by article 34 of Decree Law no. 179/12,converted into Law no. 221/12, services alloc<strong>at</strong>ed to in-house providing public companieswhich meet the requirements set by community jurisprudence (control over the manager thesame as th<strong>at</strong> carried out over internal bodies, performance of activities mostly for theadministr<strong>at</strong>ion or the administr<strong>at</strong>ions of shareholders, wholly publicly-held capital) remainactive until their n<strong>at</strong>ural expiry d<strong>at</strong>e.Tariff regime184By way of Resolution no. 585/2012/R/idr the Electricity and Gas Authority approved theTransitional Tariff Method (MTT) for 2012 and <strong>2013</strong> for management subject to thenormalized method. For 2012 an equaliz<strong>at</strong>ion method will be used.Compared to the Ambit Plans, the MTT is based on ex post regul<strong>at</strong>ion criteria: the accountingd<strong>at</strong>a for year n-2 are the reference for the tariff calcul<strong>at</strong>ion. Interest expense and tax charges arealso recognized on assets under construction, with a regul<strong>at</strong>ory time lag of two years.Investments made from 2012 are entitled to an increase of 1% in the interest expense recognized.The new method supersedes the “remuner<strong>at</strong>ion of capital” and recognizes the “cost of the<strong>financial</strong> resource”, in accordance with the full cost recovery principle. With respect to the<strong>financial</strong> resource, the authority has established th<strong>at</strong> such costs must not be recognizedagainst document<strong>at</strong>ion, which encourages inefficient or opportunist conduct, but r<strong>at</strong>heragainst standard references (interest expense and tax charges).By way of Resolution no. 88/<strong>2013</strong>/R/idr the Authority has additionally adopted provisions forthe transitional period with reference to ex CIPE management.By way of Resolution no.273/13/R/idr, on the basis of the proceeding initi<strong>at</strong>ed by Resolution no.8/13/R/idr, the AEEG determines the means of returning to end users the SII tariff componentrel<strong>at</strong>ing to the remuner<strong>at</strong>ion of capital, repealed through a public referendum, with referenceto the period from July 21, 2011 - December 31, 2011 not covered by the MTT.In particular, within 3 months of the public<strong>at</strong>ion of the provision, the Ambit Bodies, or theentities responsible for drawing up the tariffs, must send to the Authority for the checks for


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Changes in legisl<strong>at</strong>ionwhich it is responsible the calcul<strong>at</strong>ion of the amount rel<strong>at</strong>ing to the remuner<strong>at</strong>ion of capital forthe period from July 21, 2011 - December 31, 2011 which is to be returned to domestic users,identified using the criteria st<strong>at</strong>ed in article 2 of the provision, <strong>at</strong>taching an accompanyingreport and the calcul<strong>at</strong>ion files.If the Ambit Bodies or the competent entities do not send the inform<strong>at</strong>ion by the meansestablished the Authority will exercise its powers as a substitute in compliance with currentlegisl<strong>at</strong>ion.Tax charges, <strong>financial</strong> charges and accruals for bad and doubtful debts must be deducted fromthe remuner<strong>at</strong>ion of capital calcul<strong>at</strong>ed pursuant to article 3.3 of the MTN, reproportioned onthe basis of the amounts billed for the period July 21, 2011 to December 31, 2011, where theseare not already included in other components of the tariff.The amount resulting after this deduction must be revalued by applying the infl<strong>at</strong>ion r<strong>at</strong>es for2012 and <strong>2013</strong> provided by the MTT, and divided by the number of domestic users, asnecessary expressed by the number of fixed charges applied.The Authority will check the consistency of the calcul<strong>at</strong>ion proposed by the Ambit Bodies orby the competent entities, reporting any findings within 60 days of receipt. At the end of thisterm and in the absence of the notific<strong>at</strong>ion of any findings by the Authority, the manager mustreturn to the users the amounts calcul<strong>at</strong>ed by the Ambit Bodies or competent entities in thefirst available billing, explicitly st<strong>at</strong>ing the amount refunded. This decree is not expected tohave any specific effects for the Group.185Province of Brescia Optimal Territorial Ambit (A.T.O.)At its meeting of April 24, <strong>2013</strong>, pursuant to AEEG Resolution no. 585/2012/R/idr of December 28,2012 and pending the approval of the tariff by the AEEG , the Board of Directors of the BresciaAmbit Office acknowledged the transitional tariff for the Integr<strong>at</strong>ed W<strong>at</strong>er Service resultingfrom the applic<strong>at</strong>ion of the new method of calcul<strong>at</strong>ion (MTT). The Oper<strong>at</strong>or is required to applythis new detailed tariff scheme, which is applicable to consumption for <strong>2013</strong>, from May 1, <strong>2013</strong>.


Scenario and market


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Macroeconomic scenario188The pick-up in the world economy remained modest in the first half of <strong>2013</strong>, with differencesbetween the various regions and a wide-ranging structural fragility. The indic<strong>at</strong>ors arisingfrom economic surveys appear to have stabilized, though, despite a slight weakening in theclim<strong>at</strong>e of confidence l<strong>at</strong>ely. The recovery is proceeding <strong>at</strong> a moder<strong>at</strong>e r<strong>at</strong>e in the majority ofthe countries not belonging to the eurozone, although a variety of factors continue to holdback medium-term growth r<strong>at</strong>es. In particular, growth has intensified in the United St<strong>at</strong>es andJapan, mainly reflecting the vigor of priv<strong>at</strong>e consumption. In the emerging countries therewas a slowdown in the rise of gross domestic product in the first quarter, especially in Indiaand China, compared to the robust performance of the final months of 2012. US growthcontinues, although with ups and downs; growth reached 2% between the start of 2011 andmid <strong>2013</strong> and early reports on the performance of GDP for the first half of <strong>2013</strong> talk of anincrease of around 1.7%, with a large fall in the unemployment r<strong>at</strong>e. The acceler<strong>at</strong>ion ineconomic activity is mainly linked to spending for priv<strong>at</strong>e consumption, which has risen <strong>at</strong> asolid r<strong>at</strong>e (3.4% on an annual basis for the first quarter of <strong>2013</strong>, the highest increase for thepast two years), and an increase in stocks. Priv<strong>at</strong>e investment too has made a positivecontribution to the rise in GDP. The turnaround in the Japanese economy, which began in theautumn with the new government and the announcement of radical changes in monetarypolicy str<strong>at</strong>egy, continued throughout the first half of <strong>2013</strong>.As regards the eurozone the first three months of <strong>2013</strong> ought to have represented a bottomingout of the economic cycle. According to early announcements coming from the n<strong>at</strong>ionalst<strong>at</strong>istics agency Ist<strong>at</strong>, GDP is expected to start rising again by approxim<strong>at</strong>ely 0.1% from thebeginning of the second quarter and will then acceler<strong>at</strong>e moder<strong>at</strong>ely in the second half of theyear due to an improvement in exports and a slight pick-up in domestic demand. Nevertheless,the consolid<strong>at</strong>ion of fiscal measures taken over the past year and the deleveraging process inthe manufacturing and banking sectors th<strong>at</strong> is taking place in many countries in the eurozonewill continue to inhibit growth. Conditions in the labor market will remain unfavorable, withadverse repercussions on available household income and family consumption.Prospects for the world economy continue to be characterized by a considerable degree ofuncertainty, and indic<strong>at</strong>ors of economic activity and intern<strong>at</strong>ional trading are still pointing


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Macroeconomic scenariodownwards. Among the main risks th<strong>at</strong> may effect the recovery are the possibility th<strong>at</strong>intern<strong>at</strong>ional demand will be weaker than forecast and the effects of a slow or insufficientimplement<strong>at</strong>ion of structural reforms in the eurozone. In the advanced countries therecovery will continue <strong>at</strong> heterogeneous r<strong>at</strong>es in <strong>2013</strong> and 2014. In particular, it is expectedth<strong>at</strong> this will proceed <strong>at</strong> moder<strong>at</strong>e r<strong>at</strong>es in the United St<strong>at</strong>es due to the gradual expansion ofdomestic demand as the result of favorable monetary and <strong>financial</strong> conditions, a gradualimprovement in the labor and housing markets and the slow release of the braking caused bythe budgetary restructuring process. A strengthening of economic expansion is expected tobe seen in the emerging countries for the current year with an acceler<strong>at</strong>ion in 2014, due to apick-up in demand in the advanced countries and the continu<strong>at</strong>ion of favorablemacroeconomic conditions associ<strong>at</strong>ed with low interest r<strong>at</strong>es, significant capital flows fromabroad and the high price of raw m<strong>at</strong>erials.According to the IMF’s forecasts growth of global GDP in real terms will reach 3.3% in <strong>2013</strong>, inline with the previous year, and will rise further in 2014 to 4%. A positive contribution to globalexpansion will arrive from the USA, where an increase of approxim<strong>at</strong>ely 1.9% in GDP is beingforecast, and from Japan (+1.6%). In the eurozone on the other hand, economic activity is likelyto fall, with a decrease of 0.4% in GDP forecast for <strong>2013</strong>: a turnaround in this trend is notexpected to be seen before the second half of the year, continuing to a limited extent in 2014(+1%), held up by the favorable effect on exports of the gradual increase of external demandcompared to a modest improvement in domestic demand.189The euro has slightly appreci<strong>at</strong>ed over the past three months in a situ<strong>at</strong>ion of low vol<strong>at</strong>ility,rising by a small amount to 1.32 €/$ in <strong>June</strong>, close to the r<strong>at</strong>es ruling <strong>at</strong> the beginning of the year.The average exchange r<strong>at</strong>e for the second quarter of <strong>2013</strong> was 1.31 €/$ compared to 1.28 €/$ inthe same period of the previous year. This appreci<strong>at</strong>ion is the result of the recent decision ofthe European Central Bank (ECB) to keep interest r<strong>at</strong>es unchanged after the reduction madein May. On the basis of the existing consensus and the figures obtainable from the forwardmarkets, an average exchange r<strong>at</strong>e of 1.<strong>30</strong> €/$ is expected for the whole of <strong>2013</strong>, with a small fallto 1.29 €/$ in the second half of the year, against the risk of a further cut in interest r<strong>at</strong>es by theECB and a more dynamic performance expected for the US economy compared to th<strong>at</strong> of theEuropean Union countries.Infl<strong>at</strong>ion fell to 1.2% in April in the eurozone and then rose again to 1.4% in May, with a widedivergence existing between the various European countries. The fall is gre<strong>at</strong>er than expectedand to a large extent is due to changes in the energy component. Food products had a modesteffect on overall trends in retail prices. The ECB’s preliminary forecasts show th<strong>at</strong> infl<strong>at</strong>ion willclose <strong>at</strong> 1.4% in <strong>2013</strong>, with a sharp reduction over the 2012 figure of 2.5%, reflecting theconsiderable fall expected to be seen in intern<strong>at</strong>ional raw m<strong>at</strong>erials prices.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Macroeconomic scenarioAs far as Italy is concerned, Ist<strong>at</strong>’s preliminary figures do not indic<strong>at</strong>e any improvement overthe beginning of the year: industrial production is expected to fall by around 1.4% in thesecond quarter of <strong>2013</strong> compared to the same period of the previous year. On the assumptionof a less unfavorable contribution coming from other sectors, a further fall in GDP of 0.6% isexpected compared to th<strong>at</strong> of the first quarter. As far as retail prices are concerned, Ist<strong>at</strong>’sprovisional figures point to an infl<strong>at</strong>ion level of 1.1% for Italy in the second quarter of <strong>2013</strong>,essentially stable and representing a considerable reduction over the average figure of 1.9%for infl<strong>at</strong>ion in the first quarter of <strong>2013</strong>.190As far as future prospects are concerned the fall in GDP which began in the third quarter of2011 is likely to continue, with a more limited intensity, <strong>at</strong> least until the third quarter of <strong>2013</strong>,on the assumption though th<strong>at</strong> political stability and a favorable intern<strong>at</strong>ional cycle arenecessary conditions for moving out of the recession. During the year households are likely toexperience a further reduction in disposable income, with the inevitable neg<strong>at</strong>iveconsequences on retail spending compared to the previous year. The deterior<strong>at</strong>ion inpurchasing power is only likely to come to an end in 2014. A pick-up in the propensity to investby businesses appears r<strong>at</strong>her improbable due to the minimum levels of capacity being usedand the continuing weakness in domestic demand. Net foreign demand remains the mainsource of support for economic growth for the current year. In 2014 an improvement inliquidity as the possible result of the settlement by the public sector of its business debts couldencourage a pick-up in priv<strong>at</strong>e investment.On the basis of the factors discussed above, Ist<strong>at</strong> sees a fall of an average of 1.4% in Italy’s GDPin <strong>2013</strong>, due to the considerable neg<strong>at</strong>ive contribution of domestic demand (-2% excludingstocks over 2012) being only partially offset by net foreign demand (+1.1%). The IMF isexpecting to see neg<strong>at</strong>ive growth of 1.5% for Italy in <strong>2013</strong>, only slightly better than the OECD’smore pessimistic forecast (-1.8%) while the forecast of the main economic institutions andbanks in <strong>June</strong> was a fall of 1.6% on average. There is a high risk of a downwards revision of theseestim<strong>at</strong>es precisely due to the not so very encouraging signs coming from the second quarterof the current year. Forecasts for 2014 converge on the possibility of growth slightly abovezero for the country (+0.7% according to Ist<strong>at</strong>, +0.4% according to a consensus of economicinstitutions and banks, +0.7% according to the Bank of Italy, +0.5% according to the IMF). Theforecasts for infl<strong>at</strong>ion calcul<strong>at</strong>ed by Ist<strong>at</strong> point to a rise of 1.8% in the retail price index for <strong>2013</strong>,one percentage point lower than the figure for 2012.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Energy market trendsThere has been tension in several sectors of the commodity universe since the beginning ofthe year. Despite the low level of vari<strong>at</strong>ion in the price of oil during the period, the rel<strong>at</strong>iveabundance of supply expected in the medium term is causing friction between the OPECcountries. The coal market appears to have been affected the most by the uncertainties in themacroeconomic situ<strong>at</strong>ion with a price of 83 $/tonne in the fist half of <strong>2013</strong>, a drop of almost13% over the same period of the previous year.The oil market remained essentially stable during the first half of <strong>2013</strong>, with a slight fall in theprice of Brent since the beginning of the year from 112 $/bbl in January to 103.4 $/bbl in <strong>June</strong>,while the price averaged 108 $/bbl in the first six months of the year, a decrease of 5% over thesame period of 2012. The recent performance of oil prices was a reflection of the combinedeffect of the prospect of a demand th<strong>at</strong> is weaker than expected, especially in the emergingcountries, and seasonal factors, as a backdrop to an abundant supply due to an increase in USproduction of shale oil. Despite the prohibition on exporting oil from the United St<strong>at</strong>es,which is still in force, the increase in supply affects the Middle Eastern and Asian markets andthe rel<strong>at</strong>ive prices between the various grades of oil. In particular, tension is rising in OPECbetween the member countries which are direct competitors on the same outlet markets, ina situ<strong>at</strong>ion where the United St<strong>at</strong>es is reducing its dependence on crude imports from OPEC.The availability of “light” oil in the United St<strong>at</strong>es has reduced imports of th<strong>at</strong> quality fromcountries such as Nigeria and Libya, while heavy crude, mainly of Saudi Arabian origin, hasposted smaller falls since a large part is exported to China and the Asian countries.191ElectricityAs far as the n<strong>at</strong>ional electricity scenario is concerned there was a net requirement of 155,727GWh (source: Terna) for electricity in Italy in the first half of <strong>2013</strong>, a fall of 3.9% over thecorresponding period of the previous year. There is therefore no halt to the contraction inelectricity usage, which fell for the tenth consecutive quarter in <strong>June</strong>. The decrease isgeneralized throughout the country, and the effect of the economic situ<strong>at</strong>ion has made itself


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Energy market trendsfelt especially in the north. The trend in demand in the second quarter was additionallypenalized by the average temper<strong>at</strong>ures, which staying particularly low led to a delay in the useof air-conditioners, an important factor in the increase in the summer electricity load.Reduced domestic demand led to a decrease of 4.1% in the net production of electricity, whichtotaled 135,669 GWh, and a fall on the imports side, which caused a net drop with othercountries of 2.6% compared to the first six months of 2012. Net domestic production covered86.4% of demand, in line with the first half of 2012, while net imports s<strong>at</strong>isfied the remaining13.6%.192The decrease in net domestic production was characterized by a sharp fall in thermoelectricproduction (-16.3% compared to the first half of 2012); a decisive fall in the load factor of gasand coal plants can be noted from working hours in the half year. The increased neg<strong>at</strong>ive effectwas borne by combined cycle plants, compared to an increase in the proportion of renewablesources being used for the energy requirement, which rose from 11.5% to 14.2%, and ofhydroelectric production, which increased by almost 38% over the first half of 2012 due to theabundant rainfall during the period. The rise in production from wind farms continued, withgrowth of over <strong>30</strong>% being achieved, a result obtained due to favorable we<strong>at</strong>her conditions andthe increase in installed power, as did th<strong>at</strong> from photovoltaic sources (+15% over the first halfof 2012).The weakness on the demand side for electricity in the first six months of the year hadconsiderable effects on IPEX prices. The average quot<strong>at</strong>ion of the PUN (Single N<strong>at</strong>ionwidePrice) Base Load for the period between January and <strong>June</strong> <strong>2013</strong> reached an average level of60.6 €/MWh, representing a decrease of 21.8% over the figure for the same period of theprevious year (77.5 €/MWh). The price of electricity fell both in peak hours (-23% for the PUNin the F1 band and for the PUN Peak Load) and in off-peak hours (-20% for the PUN in the F2band), which made it difficult for oper<strong>at</strong>ors to recover their variable costs also in theevening/night-time hours (photovoltaic plants with disp<strong>at</strong>ch priority remain switched off dueto the lower level of solar radi<strong>at</strong>ion).The above changes therefore affected the performance of the spark spread which wasconsiderably lower in the half year in question compared to the same period in 2012.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Energy market trendsN<strong>at</strong>ural GasDuring the first half of <strong>2013</strong> the demand for n<strong>at</strong>ural gas continued to fall, held back by theneg<strong>at</strong>ive performance of thermoelectric production. In particular, the country’s gasrequirement fell by 7.5% over the same period of the previous year to close <strong>at</strong> 37,886 Mcm(source: Snam Rete Gas). Imports represented 89.7% of requirements excluding changes instocks, while domestic production s<strong>at</strong>isfied the remainder.Thermoelectric usage fell by around 24% over the first half of 2012, a drop th<strong>at</strong> was far worsethan th<strong>at</strong> posted by thermoelectric production taken as a whole. This trend shows once againth<strong>at</strong> it is gas plants which are penalized the most compared to a gre<strong>at</strong>er usage of coal plants,thanks to the more advantageous costs of the raw m<strong>at</strong>erial.Usage in the industrial sector decreased by 1.5% (6,856 Mcm), with a performance essentiallyin line with the expected change in Italy’s GDP for the period in question, closing with figuresth<strong>at</strong> are still a long way off from pre-crisis levels. The services and civil uses segment saw anincrease of 1.3% in consumption compared to the first half of the previous year. Support forthe demand of gas for residential use only arrived from temper<strong>at</strong>ures which were below theseasonal average (especially in the second quarter of <strong>2013</strong>), leading to above the averagewithdrawals from the distribution network.193As far as the trend of gas prices in Italy is concerned, the spot price of gas fell by approxim<strong>at</strong>ely8% <strong>at</strong> the Virtual Trading Point (PSV), in line with the reduction in the n<strong>at</strong>ional requirementand the result of the continu<strong>at</strong>ion of an excess of supply. With the rise in wholesale gas priceson the continental market (with reference to the TTF market price), caused by an excess ofdemand in particular towards the end of the winter, the average PSV-TTF spread virtually fellto zero for the half year in question compared to a difference of approxim<strong>at</strong>ely 6 €/MWh in thesame period of the previous year.


194Relazione sulla gestione – Anno 2012


Analysis of mainsectors of activity


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Analysis of main sectors of activityThe <strong>A2A</strong> Group oper<strong>at</strong>es in the following sectors:Energy SectorThis sector’s activity is the sale of electricity and methane gas on wholesale and retail markets.Support for the marketing areas is assured by fuel procurement, electricity gener<strong>at</strong>ion plantplanning and disp<strong>at</strong>ching, portfolio optimiz<strong>at</strong>ion and trading on domestic and foreignmarkets.Environment Sector196This sector’s activity rel<strong>at</strong>es to the whole waste management cycle, which ranges fromcollection and street sweeping to the tre<strong>at</strong>ment, disposal and recovery of m<strong>at</strong>erials andenergy. It includes the recovery of the energy content in waste by means of waste to energy orbiogas plants.He<strong>at</strong> and Services SectorThis sector’s activity is mainly the sale of he<strong>at</strong> and electricity produced by cogener<strong>at</strong>ion plants(mostly owned by the Group). Cogener<strong>at</strong>ed he<strong>at</strong> is sold through district he<strong>at</strong>ing networks. Thesector also provides management services for he<strong>at</strong>ing plants owned by third parties (he<strong>at</strong>management services).Networks SectorThis sector’s activity consists of the technical and oper<strong>at</strong>ional management of networks forthe transmission and distribution of electricity, the transport and distribution of n<strong>at</strong>ural gasand the management of the entire integr<strong>at</strong>ed w<strong>at</strong>er cycle (w<strong>at</strong>er capt<strong>at</strong>ion, aqueductmanagement, w<strong>at</strong>er distribution, sewerage network management, purific<strong>at</strong>ion). Alsoincluded are activities rel<strong>at</strong>ing to public lighting, traffic regul<strong>at</strong>ion systems, the managementof votive lights and systems design services.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Analysis of main sectors of activityOther Services and Corpor<strong>at</strong>eCorpor<strong>at</strong>e services consist of the guidance, str<strong>at</strong>egic direction, coordin<strong>at</strong>ion and control ofindustrial oper<strong>at</strong>ions, as well as business and oper<strong>at</strong>ing activity support services (e.g.administr<strong>at</strong>ive and accounting services, legal services, procurement services, personnelmanagement services, inform<strong>at</strong>ion technology services, telecommunic<strong>at</strong>ions services, etc.).Other services include video-surveillance, d<strong>at</strong>a transmission, telephony and internet accessservices.197


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Energy sector198The Energy Sector comprises the following activities:• Electricity gener<strong>at</strong>ion: power plant management through a gener<strong>at</strong>ion pool ofhydroelectric and thermoelectric plants with installed power of 12.0 GW ( 1 );• Energy management: the purchase and sale of electricity and gaseous and non-gaseousfuels on n<strong>at</strong>ional and intern<strong>at</strong>ional wholesale markets; the procurement of the fuelsneeded to meet the requirements of the thermoelectric plants and customers; planning,programming and disp<strong>at</strong>ching for electricity gener<strong>at</strong>ion plants;• Sale of electricity and gas: marketing of electricity and gas to the eligible customermarket. Also included is the sale of electricity to customers eligible for “higherprotection”.In addition to the activities carried out directly by <strong>A2A</strong> S.p.A., the Energy Sector also includesthe following companies:EnergyConsolid<strong>at</strong>ed companiesof the <strong>A2A</strong> GroupThermoelectric andhydroelectric plantsEnergy ManagementSale of electricity and gas• Abruzzoenergia• <strong>A2A</strong> Energia• <strong>A2A</strong> Trading• Edipower• Plurigas• Aspem Energia• EPCG(1) Includes 100% of the Edipower S.p.A. plants and the EPCG plants.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Energy sectorDue to the line-by-line consolid<strong>at</strong>ion of the shareholding in Edipower S.p.A. from <strong>June</strong> 1, 2012,the quantit<strong>at</strong>ive and economic figures for the period are not comparable with those for the sixmonths ended <strong>June</strong> <strong>30</strong>, 2012.Quantit<strong>at</strong>ive d<strong>at</strong>a-electricity sectorKey quantit<strong>at</strong>ive d<strong>at</strong>a rel<strong>at</strong>ing to the Energy Sector are summarized below.GWh 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012 Change % <strong>2013</strong>/2012SOURCESNet production 5,9<strong>30</strong> 4,978 952 19.1%-thermoelectric production 3,518 3,538 (20) (0.6%)-hydroelectric production 2,411 1,440 971 67.4%-photovoltaic production 1 – 1 n.a.Purchases 16,471 17,141 (670) (3.9%)-single buyer 1,381 1,502 (121) (8.1%)-exchange 4,919 5,155 (236) (4.6%)-foreign markets 5,871 6,462 (591) (9.1%)-other purchases 4,<strong>30</strong>0 4,022 278 6.9%TOTAL SOURCES 22,401 22,119 282 1.3%USESProtected market sales 1,381 1,502 (121) (8.1%)Sales to eligible customers and wholesalers 9,850 9,060 790 8.7%Sales on the exchange 6,240 5,388 852 15.8%Sales on the foreign markets 4,9<strong>30</strong> 6,169 (1,239) (20.1%)TOTAL USES 22,401 22,119 282 1.3%Note: the sales figures are st<strong>at</strong>ed gross of any losses. The quantit<strong>at</strong>ive d<strong>at</strong>a rel<strong>at</strong>ing to the EPCG Group are not included.199The Group's electricity output in the first six months of <strong>2013</strong> amounted to 5,9<strong>30</strong> GWh, to whichshould be added purchases of 16,471 GWh for a total availability of 22,401 GWh.Production, which from <strong>June</strong> 2012 includes 77% ( 2 ) of the production of the thermoelectric andhydroelectric plants owned by Edipower S.p.A., rose by 19.1% over the first six months of 2012.In particular thermoelectric production (3,518 GWh) was in line with the previous year (-0.6%)while hydroelectric production (2,411 GWh) increased by 67.4%.Purchases of electricity decreased by 3.9% over the first six months of 2012, from 17,141 GWh to16,471 GWh.________________(2) An amount of 23% of the production capacity of the Edipower S.p.A. plants is under contract to the Iren Group. The figure forproduction is therefore st<strong>at</strong>ed net of the electricity falling under this contract.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Energy sectorSales of electricity on end markets and on the IPEX markets increased in turn by 8.7% and15.8% respectively, while there was a fall in sales on foreign markets (20.1%) and on theprotected market (-8.1%). Taken as a whole, the sales of electricity made by the energy sectorreached 22,401 GWh (22,119 GWh in the first six months of 2012).The following is a summary of the key quantit<strong>at</strong>ive d<strong>at</strong>a rel<strong>at</strong>ing to the electricity sector of theEPCG Group:GWh 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012 Change % <strong>2013</strong>/2012200SOURCESProduction 2,282 1,220 1,062 87.0%- thermoelectric production 522 471 51 10.8%- hydroelectric production 1,760 749 1,011 n.a.Imports and other sources (74) 948 (1,022) n.a.- imports 65 641 (576) (89.9%)- other sources 4 20 (16) (80.0%)EPS (Serbian Electricity Company) (143) 287 (4<strong>30</strong>) n.a.TOTAL SOURCES 2,208 2,168 40 1.8%USESDomestic market consumption 1,490 2,007 (517) (25.8%)Network losses 80 78 2 2.6%Other uses 63 28 35 n.a.Exports 451 22 429 n.a.EPS (Serbian Electricity Company) 124 33 91 n.a.TOTAL USES 2,208 2,168 40 1.8%The total availability of the EPCG Group during the period was 2,208 GW, a rise of 1.8% over thesame period of the previous year.This change is due to an increase in thermoelectric production, which despite the stoppagefor extraordinary maintenance <strong>at</strong> the Pljevlja thermoelectric plant rose by 51 GWh, and to anincrease in hydroelectric production (+1,011 GWh) due to the extraordinary precipit<strong>at</strong>ionwhich occurred during the first six months of the year.The fall in sales to end customers is on the other hand due to the loss of supplies made to alarge energy consumer. Compared with the first half of 2012, the company reduced its importrequirements (-576 GWh) while it increased its exports (+429 GWh).


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Energy sectorQuantit<strong>at</strong>ive d<strong>at</strong>a-gas sectorMillions of cm 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012 Change % <strong>2013</strong>/2012SOURCESProcurement 1,658 3,026 (1,368) (45.2%)Withdrawals from stock 149 181 (32) (17.7%)Internal consumption/GNC (5) (13) 8 (61.5%)TOTAL SOURCES 1,802 3,194 (1,392) (43.6%)USESEnd uses 868 970 (102) (10.5%)Thermoelectric uses 405 467 (62) (13.3%)He<strong>at</strong> uses 84 79 5 6.3%Wholesalers 445 1,678 (1,233) (73.5%)TOTAL USES 1,802 3,194 (1,392) (43.6%)Quantities are st<strong>at</strong>ed <strong>at</strong> standard cm <strong>at</strong> an HCV of 38100 MJ on deliveryThe volume of gas brokered in the period fell by 43.6% over the first six months of 2012, from3,194 million cubic meters to 1,802 million cubic meters.This change was mostly due to the reduced sales on the wholesale gas market.201Compared to the same period of the previous year there was also a decrease in thermoelectricuses (despite the change in consolid<strong>at</strong>ion scope due to the acquisition of Edipower S.p.A.) andsales to end customers (-10.5%).Economic d<strong>at</strong>aMillions of euro 01 01 <strong>2013</strong> 01 01 2012 Change06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Revenues 2,199 2,654 (455)Gross oper<strong>at</strong>ing income 293 167 126% of revenues 13.3% 6.3%Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and provisions (172) (93) (79)Net oper<strong>at</strong>ing income 121 74 47% of revenues 5.5% 2.8%Investments 31 25 6Revenues in the Energy Sector amounted to 2,199 million euro in the first six months of <strong>2013</strong>(2,654 million euro in the six months ended <strong>June</strong> <strong>30</strong>, 2012).The decrease of 455 million euro in revenues is mostly due to a significant contraction inbrokerage activity on the wholesale gas markets.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Energy sectorGross oper<strong>at</strong>ing income of 293 million euro rose by 126 million euro over the first six monthsof 2012. The main reasons for this increase was the good performance of the industrialportfolio, which despite the additional fall in demand in the second quarter of the yearbenefited from the gre<strong>at</strong>er availability of energy produced from hydroelectric sources andthe resulting consequences on the end market and on energy forward sales pl<strong>at</strong>forms. Thecontribution made by the trading portfolio was also positive. The EPCG Group made acontribution of 53 million euro to the result (-4 million euro in 2012), confirming the positivetrend seen in the first quarter of the year. The sector's result includes a provision ofapproxim<strong>at</strong>ely 6 million euro made for the cost of redundancy schemes.Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and provisions totaled 172 million euro, of which 90 million eurorel<strong>at</strong>ing to Edipower S.p.A. (the sector had charges for depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion andprovisions of 93 million euro in the six months ended <strong>June</strong> <strong>30</strong> 2012 of which 17 million eurorel<strong>at</strong>ing to Edipower S.p.A.). The increase in this item of 79 million euro is mainly due to theconsolid<strong>at</strong>ion of Edipower S.p.A. for the whole of the first half year in <strong>2013</strong>.202As a result of the above changes, net oper<strong>at</strong>ing income amounted to 121 million euro (74million euro for the six months ended <strong>June</strong> <strong>30</strong>, 2012).Capital expenditure for the period totaled 31 million euro and mainly regarded extraordinarymaintenance <strong>at</strong> the thermoelectric plants <strong>at</strong> Cassano d’Adda (0.3 million euro), Gissi (1.1million euro) and Monfalcone (1.6 million euro).Extraordinary maintenance was also carried out <strong>at</strong> the hydroelectric plants <strong>at</strong> Timpagrande(0.6 million euro), Orichella (3.0 million euro) and in the Valtellina (0.8 million euro).For Edipower S.p.A., investments mainly rel<strong>at</strong>e to moderniz<strong>at</strong>ion work <strong>at</strong> the hydroelectricplants <strong>at</strong> Somplago, Chiavenna, Ampezzo and Tusciano (for a total of 7.6 million euro) and <strong>at</strong>the thermoelectric plants <strong>at</strong> Piacenza, Turbigo, Brindisi and Chivasso (for a total of 5.3 millioneuro).The EPCG Group made investments of 2.5 million euro <strong>at</strong> the thermoelectric plant <strong>at</strong> Pljevlja(1.9 million euro) and the hydroelectric plants <strong>at</strong> Perucica (0.3 million euro) and Piva (0.3million euro).


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Environment sectorThe Environment Sector comprises the activities rel<strong>at</strong>ing to the entire waste managementcycle. These activities are briefly described below:• Collection and street sweeping: street cleaning and the collection of waste fortransport<strong>at</strong>ion to its destin<strong>at</strong>ion;• Tre<strong>at</strong>ment: an activity th<strong>at</strong> is carried out in dedic<strong>at</strong>ed centers to recover or convert thewaste in order to make it suitable for the recovery of m<strong>at</strong>erials, energy recovery throughwaste to energy plants or disposal in landfills;• Disposal: this involves the final disposal of urban and special waste in combustion plantsor landfills, where possible recovering energy through waste to energy process or the useof biogas.203The following companies form part of the Environment Sector:EnvironmentConsolid<strong>at</strong>ed companiesof the <strong>A2A</strong> GroupCollection andstreet sweepingTre<strong>at</strong>mentDisposal andenergy recovery• Gruppo Ecodeco• Amsa• Aprica• Montichiariambiente• Partenope Ambiente• Aspem S.p.A.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Environment sectorThe following is a summary of the key quantit<strong>at</strong>ive and economic d<strong>at</strong>a of the sector.Quantit<strong>at</strong>ive d<strong>at</strong>a06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012 Change % <strong>2013</strong>/2012Waste collected (Kton)* 460 473 (13) (2.7%)Waste disposed of (Kton) 1,284 1,253 31 2.5%Electricity sold (GWh) 557 583 (26) (4.5%)He<strong>at</strong> sold (GWht)** 646 567 79 13.9%(*) Waste collected in the municipalities of Milan, Brescia, Bergamo and Varese(**) Quantities <strong>at</strong> the plant entranceThere was a decrease of 2.7% in the quantity of waste collected in the first half of the year comparedto the same period of the previous year, mainly due to the continu<strong>at</strong>ion of the difficult economicsitu<strong>at</strong>ion. The quantity of waste disposed of was however higher than th<strong>at</strong> for same period of theprevious year (+2.5%) as the result of new disposal contracts acquired in the Milan and Pavia areas.204The production of he<strong>at</strong> by the waste to energy plants exceeded th<strong>at</strong> for the first six months of 2012(+79 thermal GWh) due to the increased quantities required by the district he<strong>at</strong>ing sector. Thequantities of electricity sold accordingly fell by 4.5% from 583 GWh to 557 GWh.Economic d<strong>at</strong>aMillions of euro 01 01 <strong>2013</strong> 01 01 2012 Change06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Revenues 448 434 14Gross oper<strong>at</strong>ing income 155 140 15% of revenues 34.6% 32.3%Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and provisions (32) (43) 11Net oper<strong>at</strong>ing income 123 97 26% of revenues 27.5% 22.4%Investments 18 17 1The Environment Sector posted revenues of 448 million euro in the period (434 million euroin the six months ended <strong>June</strong> <strong>30</strong>, 2012).Gross oper<strong>at</strong>ing income amounted to 155 million euro (140 million euro in the first half of2012). This figure includes revenues of 27 million euro rel<strong>at</strong>ing to the previous period whichwere recognized in <strong>2013</strong> as the Decree of the Minister for Economic Development of April 24,<strong>2013</strong> established th<strong>at</strong> Opinion no. 535 of the Electricity and Gas Authority (AEEG) is not


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Environment sectorapplicable to 2012; this provided for a reduction of the CEC component of the CIP 6/92 price totake account of the level of prices on the gas market.Reduced revenues rel<strong>at</strong>ing to the sale of electricity produced by plants falling under the CIP/6regime were recognized in the <strong>financial</strong> st<strong>at</strong>ements for the year ended December 31, 2012 onthe basis of the above opinion. With reference to <strong>2013</strong>, this subject is governed by the so called“Decreto del fare” which is shortly to be converted into law.The Environment Sector's margin is also due to lower revenues compared to the previous yeararising from the ending of the CIP/6 convention for the waste to energy plant <strong>at</strong> Corteolona(Pavia), as the result of the loss of a number of foreign contracts concluded in 2012 and theeffects of legisl<strong>at</strong>ive provisions (the Ministerial Decree of November 20, 2012 and Decree Lawno. 69 of <strong>June</strong> 21, <strong>2013</strong>, so called “Decreto del fare”) regarding the valu<strong>at</strong>ion of the CECcomponent for <strong>2013</strong>.Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and provisions amounted to 32 million euro, a decrease of 11million euro over the figure for the first six months of 2012. This difference is due for 5 millioneuro to lower depreci<strong>at</strong>ion and amortiz<strong>at</strong>ion and for 6 million euro to reduced provisions forrisks.205As a consequence of the above changes net oper<strong>at</strong>ing income amounted to 123 million euro(97 million euro for the six months ended <strong>June</strong> <strong>30</strong>, 2012).Capital expenditure in the period totaled 18 million euro and rel<strong>at</strong>ed to collection vehicles andcontainers (7 million euro) and maintenance and development work on tre<strong>at</strong>ment plants andlandfills (7 million euro) and on waste to energy plants (4 million euro).


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>He<strong>at</strong> and services sector206The He<strong>at</strong> and Services Sector comprises the activities of cogener<strong>at</strong>ion, district he<strong>at</strong>ing andthe sale of he<strong>at</strong>, as well as other activities rel<strong>at</strong>ing to he<strong>at</strong> management and facilitymanagement services. The following is a short description of these activities:• Cogener<strong>at</strong>ion and district he<strong>at</strong>ing: production, distribution and sale of he<strong>at</strong>,production and sale of electricity, as well as oper<strong>at</strong>ional and maintenance activities on thecogener<strong>at</strong>ion plants and district he<strong>at</strong>ing networks;• He<strong>at</strong> and other services: management of he<strong>at</strong>ing plants owned by third parties.The following companies form part of the He<strong>at</strong> and Services Sector:He<strong>at</strong> and ServicesConsolid<strong>at</strong>ed companiesof the <strong>A2A</strong> GroupCogener<strong>at</strong>ionplantsDistrict he<strong>at</strong>ing networks• <strong>A2A</strong> Calore & Servizi• Proaris• Varese RisorseSale of he<strong>at</strong> andother services


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>He<strong>at</strong> and services sectorQuantit<strong>at</strong>ive d<strong>at</strong>aGWht 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012 Change % <strong>2013</strong>/2012SOURCESPlants <strong>at</strong>: 756 668 88 13.2%- Lamarmora 320 296 24 8.1%- Famagosta 92 85 7 8.2%- Tecnocity 42 34 8 23.5%- Other plants <strong>30</strong>2 253 49 19.4%Purchased from: 710 643 67 10.4%- Third parties 171 145 26 17.9%- Other sectors 539 498 41 8.2%TOTAL SOURCES 1,466 1,311 155 11.8%USESSales to end customers 1,466 1,311 155 11.8%TOTAL USES 1,466 1,311 155 11.8%Notes:- The figures refer to district he<strong>at</strong>ing alone. Sales rel<strong>at</strong>ing to he<strong>at</strong> management are not included.- Purchases include the quantities of he<strong>at</strong> purchased from the Environment Sector.207There was a rise of 11.8% in the sale of he<strong>at</strong> to end customers in the first six months of <strong>2013</strong>compared to the same period of the previous year. Contributing to this increase were the newvolumes connected in 2012 and the low temper<strong>at</strong>ures during the first six months of the year.As a result, the production and purchase of he<strong>at</strong> rose by 88 thermal GWh and 67 thermal GWhrespectively.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>He<strong>at</strong> and services sectorEconomic d<strong>at</strong>aMillions of euro 01 01 <strong>2013</strong> 01 01 2012 Change06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Revenues 205 185 20Gross oper<strong>at</strong>ing income 57 44 13% of revenues 27.8% 23.8%Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and provisions (8) (18) 10Net oper<strong>at</strong>ing income 49 26 23% of revenues 23.9% 14.1%Investments 13 19 (6)Revenues amounted to 205 million euro in the period (185 million euro in the six monthsended <strong>June</strong> <strong>30</strong>, 2012).208Gross oper<strong>at</strong>ing income reached 57 million euro, a rise of 13 million euro over the first half of2012. Contributing to this positive performance were the district he<strong>at</strong>ing segment, which inaddition to its commercial development also benefited from a per capita increase inconsumption due to the particularly cold we<strong>at</strong>her, and the business of managing he<strong>at</strong>ingplants owned by third parties. These positive effects were partially offset by a decrease inelectricity sales.Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and provisions amounted to 8 million euro, a decrease of 10million euro over the first six months of 2012, due mainly to the release of a previouslyaccrued provision following the favorable outcome of a dispute.As a result of these changes net oper<strong>at</strong>ing income amounted to 49 million euro (26 millioneuro in the six months ended <strong>June</strong> <strong>30</strong>, 2012).Capital expenditure for the half year amounted to 13 million euro and rel<strong>at</strong>ed to maintenanceand development work on district he<strong>at</strong>ing networks (11 million euro) and cogener<strong>at</strong>ion plants(2 million euro), mainly in the areas of Milan and Brescia.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Networks sectorThe Networks Sector comprises the activities regul<strong>at</strong>ed by sector authorities rel<strong>at</strong>ing to themanagement of the electricity and gas networks and the integr<strong>at</strong>ed w<strong>at</strong>er cycle. Theseactivities are briefly described below:• Electricity networks: the transmission and distribution of electricity;• Gas networks: the transport and distribution of n<strong>at</strong>ural gas;• Integr<strong>at</strong>ed w<strong>at</strong>er cycle: w<strong>at</strong>er capt<strong>at</strong>ion, aqueduct management, w<strong>at</strong>er distribution,sewerage and purific<strong>at</strong>ion;• Other services: activities rel<strong>at</strong>ing to public lighting, traffic regul<strong>at</strong>ion systems, themanagement of votive lights and systems design services.209The following companies form part of the Networks Sector:NetworksConsolid<strong>at</strong>ed companiesof the <strong>A2A</strong> GroupElectricity networksGas networksIntegr<strong>at</strong>ed w<strong>at</strong>er cycle• <strong>A2A</strong> Reti Elettriche• <strong>A2A</strong> Reti Gas• <strong>A2A</strong> Ciclo Idrico• EPCG• Mincio Trasmissione• Camuna Energia• Retragas• Seasm• Aspem S.p.A.• <strong>A2A</strong> Servizi alladistribuzione


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Networks sectorThe following is a summary of the key quantit<strong>at</strong>ive and economic d<strong>at</strong>a of the sector.Quantit<strong>at</strong>ive d<strong>at</strong>a06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012 Change % <strong>2013</strong>/2012Electricity distributed (GWh) 5,533 5,737 (204) (3.6%)Gas distributed (Mcm) 1,227 1,195 32 2.7%Gas transported (Mcm) 234 2<strong>30</strong> 4 1.7%W<strong>at</strong>er distributed (Mcm) 32 33 (1) (3.0%)Electricity distributed in the first half of the year amounted to 5,553 GWh, a decrease of 3.6%over the same period in 2012. The quantity of gas distributed however rose by 2.7% over thefirst six months of 2012 mainly as the result of the lower temper<strong>at</strong>ures recorded during theperiod.210The quantity of gas transported totaled 234 Mcm (2<strong>30</strong> Mcm in the six months ended <strong>June</strong> <strong>30</strong>,2012).W<strong>at</strong>er distributed amounted to 32 Mcm (33 Mcm in the six months ended <strong>June</strong> <strong>30</strong>, 2012).The EPCG Group distributed electricity on the low and medium voltage network inMontenegro totaling 1,274 GWh, a decrease of 2.8% over the six months ended <strong>June</strong> <strong>30</strong>, 2012,mainly due to the ending of supplies to a large energy consumer in the second half of 2012.EPCG 06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012 Change % <strong>2013</strong>/2012Electricity distributed (GWh) 1,274 1,311 (37) (2.8%)Economic d<strong>at</strong>aMillions of euro 01 01 <strong>2013</strong> 01 01 2012 Change06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Revenues 361 363 (2)Gross oper<strong>at</strong>ing income 121 134 (13)% of revenues 33.5% 36.9%Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and provisions (52) (54) 2Net oper<strong>at</strong>ing income 69 80 (11)% of revenues 19.1% 22.0%Investments 50 53 (3)The Networks Sector had revenues of 361 million euro in the period, of which 35 million euro<strong>at</strong>tributable to the EPCG Group (363 million euro in the six months ended <strong>June</strong> <strong>30</strong>, 2012, ofwhich 38 million euro <strong>at</strong>tributable to the EPCG Group).Gross oper<strong>at</strong>ing income closed <strong>at</strong> 121 million euro, a decrease of 13 million euro over the sixmonths ended <strong>June</strong> <strong>30</strong>, 2012. This fall was essentially due to the provisions made for the


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Networks sectorredundancy schemes in connection with the business restructuring plan. Excluding th<strong>at</strong> effect,the sector's gross oper<strong>at</strong>ing income was essentially in line with th<strong>at</strong> of the same period of theprevious year.In the electricity distribution sector the neg<strong>at</strong>ive consequences of new legisl<strong>at</strong>ion (Resolutionno. 559/12 of the AEEG), which amended the criteria for calcul<strong>at</strong>ing distribution losses, wasoffset by a decrease in disposal costs and the effect of the non-recurring expenses incurred inthe first half of 2012.The gross oper<strong>at</strong>ing income of the gas distribution segment fell slightly: the increased costsincurred from the adjustment of concession fees for s<strong>at</strong>isfying the requirement for whitecertific<strong>at</strong>es were partially offset by the increase in revenues for connection fees and services.The contribution from the electricity distribution segment of the EPCG Group also fell overthe first six months of 2012, mainly as the result of the lower quantities of energy distributedto a large energy consumer.The performance of the Integr<strong>at</strong>ed W<strong>at</strong>er Service was on the other hand positive compared tothe first half of 2012 as the result of the introduction of the new tariffs for <strong>2013</strong>.211Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and provisions amounted to 52 million euro, essentially in line withthe first six months of 2012.As a result of the above changes, net oper<strong>at</strong>ing income amounted to 69 million euro (80million euro in the six months ended <strong>June</strong> <strong>30</strong>, 2012).Capital expenditure in the Milan and Brescia areas in the half year amounted to 41 million euroand regarded:• in the electricity distribution segment, development and maintenance work on plants andin particular the connection of new users, the maintenance of secondary cabins, theextension and refurbishment of the medium and low voltage network and themaintenance and upgrading of primary plants (18 million euro);• in the gas distribution segment, development and maintenance work on plants rel<strong>at</strong>ing tothe connection of new users and the replacement of medium and low pressure piping andgas meters (17 million euro);• in the integr<strong>at</strong>ed w<strong>at</strong>er cycle, work carried out on the w<strong>at</strong>er transport<strong>at</strong>ion anddistribution network and the sewerage networks (6 million euro).The EPCG Group made investments of 9 million euro which regarded development andmaintenance work carried out on the electricity distribution network (1.4 million euro) andthe replacement of meters (7.6 million euro).


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other services and corpor<strong>at</strong>e212The following is a brief description of the activities carried out by this sector:• Corpor<strong>at</strong>e ( 3 ): direction, coordin<strong>at</strong>ion and control activities, such as businessdevelopment, str<strong>at</strong>egic direction, planning and control, <strong>financial</strong> management andcoordin<strong>at</strong>ion of the Group's activities; central services to support the business andoper<strong>at</strong>ing activities (e.g. administr<strong>at</strong>ive and accounting services, legal services,procurement, personnel management, inform<strong>at</strong>ion technology, communic<strong>at</strong>ion services,etc.) provided by the parent company under specific intercompany service agreements;• Other services: activities rel<strong>at</strong>ing to video-surveillance, d<strong>at</strong>a transmission, telephony andinternet access services.In addition to the activities carried out directly by <strong>A2A</strong> S.p.A., this area also includes thefollowing companies:Other services andcorpor<strong>at</strong>eConsolid<strong>at</strong>ed companies of the <strong>A2A</strong> GroupOther servicesCorpor<strong>at</strong>e• Selene• Aspem S.p.A.• <strong>A2A</strong> Logistica• EPCG(3) This includes the General Manager's Office (Corpor<strong>at</strong>e and Market Area), the General Manager's staff (Technical-Oper<strong>at</strong>ionsArea) and the staff of the Office of the Chairman of the Management Board and of the Chairman of the Supervisory Board.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Other services and corpor<strong>at</strong>eEconomic d<strong>at</strong>aMillions of euro 01 01 <strong>2013</strong> 01 01 2012 Change06 <strong>30</strong> <strong>2013</strong> 06 <strong>30</strong> 2012Revenues 115 123 (8)Gross oper<strong>at</strong>ing income (loss) (16) (1) (15)% of revenues (13.9%) (0.8%)Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and provisions (16) 4 (20)Net oper<strong>at</strong>ing income (loss) (32) 3 (35)% of revenues (27.8%) 2.4%Investments 6 12 (6)The Other Services and Corpor<strong>at</strong>e Sector earned revenues of 115 million euro in the first sixmonths of <strong>2013</strong> (123 million euro in the six months ended <strong>June</strong> <strong>30</strong>, 2012).The sector closed the half year with a loss of 16 million euro (-1 million euro in the first half of2012). The result of the first half year was affected by charges for provisions for non-recurringitems (costs of redundancy schemes and those connected with settling disputes), and is beingcompared with a result for the first half of 2012 which on the contrary benefited by nonrecurringincome arising from the favorable outcome of past disputes.213Depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and provisions amounted to 16 million euro (income of 4 millioneuro in the six months ended <strong>June</strong> <strong>30</strong>, 2012). This change is mainly due to the release ofpreviously accrued provisions in the first half of 2012.After depreci<strong>at</strong>ion, amortiz<strong>at</strong>ion and provisions there was a net oper<strong>at</strong>ing loss of 32 millioneuro (net oper<strong>at</strong>ing income of 3 million euro in the six months ended <strong>June</strong> <strong>30</strong>, 2012).Capital expenditure for the period amounted to 6 million euro and mainly rel<strong>at</strong>ed toinvestments in inform<strong>at</strong>ion systems (3.7 million euro) and telecommunic<strong>at</strong>ion networks (0.6million euro).


214<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>


Risks and uncertainties


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Risks and uncertaintiesThe <strong>A2A</strong> Group has a risk assessment and reporting process based on the Enterprise RiskManagement method of the Committee of Sponsoring Organiz<strong>at</strong>ions of the TreadwayCommission (COSO report), whose purpose is to make business risk management an integraland system<strong>at</strong>ic part of management processes.216In 2011, Consob upd<strong>at</strong>ed the Corpor<strong>at</strong>e Governance Code for Listed Companies, introducingthe subject of risk and the respective responsibilities of the various corpor<strong>at</strong>e bodies in thisrespect. In particular “… Each issuer shall adopt an internal control and risk managementsystem consisting of policies, procedures and organiz<strong>at</strong>ional structures aimed <strong>at</strong> identifying,measuring, managing and monitoring the main risks…” (article 7.P.1). <strong>A2A</strong> had already defineda risk model in 2010 th<strong>at</strong> takes account of the Group's characteristics, its multi-businessvoc<strong>at</strong>ion and the sector to which it belongs. The Company has set up an action plan aimed onthe one hand <strong>at</strong> further developing the present risk model and on the other <strong>at</strong> consolid<strong>at</strong>ingrisk management and mitig<strong>at</strong>ion in the process with the objective of further developing riskmanagement activities and integr<strong>at</strong>ing these into business processes.The risk assessment process is carried out on a periodic basis, and by involving all the businessstructures enables the most important risks to be identified and the rel<strong>at</strong>ive controls andmitig<strong>at</strong>ion plans to be set up.Set out below is a description of the main risks and uncertainties to which the Group isexposed, considering the sectors in which it oper<strong>at</strong>es and the distinctive fe<strong>at</strong>ures of itsbusiness model.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Risks and uncertaintiesFinancial risksCommodity price riskGiven the fe<strong>at</strong>ures of the sectors in which it oper<strong>at</strong>es, the Group is exposed to commodityprice risk, namely the market risk linked to changes in the price of energy raw m<strong>at</strong>erials(electricity, n<strong>at</strong>ural gas, coal and fuel oil) and the exchange r<strong>at</strong>es connected with these.On an annual basis, when it approves the budget the Management Board of <strong>A2A</strong> S.p.A.establishes the commodity risk limits for the Group, meaning the maximum level of variabilityin the result arising from changes in energy commodity prices.Consistent with the Group’s Energy Risk Policy, the Risk Committee ensures compliance withthese limits and where necessary defines the hedging str<strong>at</strong>egies designed to bring risk withinthe set limits.Market risk is managed centrally by means of a netting process applied to the entire exposureof the Group’s portfolio, which is constantly monitored.The objective of stabilizing the cash flows gener<strong>at</strong>ed by the asset portfolio and outstandingcontracts is sought through the use of deriv<strong>at</strong>ive <strong>financial</strong> instruments, thus contributing toensuring th<strong>at</strong> there is economic and <strong>financial</strong> equilibrium in the Group.217Interest r<strong>at</strong>e riskThe <strong>A2A</strong> Group’s interest r<strong>at</strong>e risk mainly derives from the vol<strong>at</strong>ility of interest expense arisingfrom flo<strong>at</strong>ing r<strong>at</strong>e debt.The policy for managing interest r<strong>at</strong>e risk has the objective of limiting th<strong>at</strong> vol<strong>at</strong>ility first andforemost by selecting a balanced mix of fixed and flo<strong>at</strong>ing r<strong>at</strong>e loans and then additionally byusing hedging deriv<strong>at</strong>ive instruments which limit fluctu<strong>at</strong>ions in interest r<strong>at</strong>es.In order to analyze and manage the risks rel<strong>at</strong>ing to interest r<strong>at</strong>e risk the Group has developedan internal model enabling the exposure to this risk to be calcul<strong>at</strong>ed using the Montecarlomethod, assessing the effect th<strong>at</strong> fluctu<strong>at</strong>ions in interest r<strong>at</strong>es have on future cash flows.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Risks and uncertaintiesLiquidity riskLiquidity risk regards the Group’s ability to meet its payment commitments through the use ofself-financing, funding on the banking and <strong>financial</strong> markets and available cash.Taking also into consider<strong>at</strong>ion the context in which it does business, which is characterized bygre<strong>at</strong>er vol<strong>at</strong>ility and potential situ<strong>at</strong>ions of uncertainty on the <strong>financial</strong> markets, the Groupplaces specific emphasis on a constant control of liquidity risk, ensuring th<strong>at</strong> adequ<strong>at</strong>e fundsare always available to meet expected commitments for a specific time period as well as aliquidity buffer th<strong>at</strong> is sufficient to meet unexpected commitments.218In this context the Group also has a policy of diversifying the due d<strong>at</strong>es of its debt and otherfunding sources and to this end a Euro Medium Term Note Programme has been set up with aceiling of 2 billion euro which was approved by the Management Board on September 19, 2012,as part of which the following transactions have been carried:• a seven year bond was issued on November 28, 2012 for 750 million euro, aimed <strong>at</strong>institutional investors for the purpose of pre-financing and extending the average debtterm;• a seven and a half year bond was issued on July 10, <strong>2013</strong> for 500 million euro, aimed <strong>at</strong>institutional investors, with the funds being used to make early repayment of an instalmentof the bonds m<strong>at</strong>uring in 2014 and 2015, <strong>at</strong> the same time extending the average debt term.A loan agreement for 95 million euro was signed with the st<strong>at</strong>e investment bank Cassa Depositie Prestiti on <strong>June</strong> 12, <strong>2013</strong> due in <strong>2013</strong>, which has not yet been used.In addition on April 22, <strong>2013</strong> <strong>A2A</strong> S.p.A. signed a Club Deal revolving credit line with a group ofItalian and intern<strong>at</strong>ional banks for a total of 600 million euro having a five year term andarranged mainly for backup purposes.At <strong>June</strong> <strong>30</strong>, <strong>2013</strong> the Group had 1,640 million euro of unutilized revolving committed lines ofcredit available, medium-long term facilities, forming part of agreements but not yet used,totaling 161 million euro and cash of 710 million euro, of which 489 million euro held by theparent, mainly arising from the bond issue of November 28, 2012.Default risks and covenantsAt <strong>June</strong> <strong>30</strong>, <strong>2013</strong> the parent had issued two public bond loans having a total nominal value of2,750 million euro, of which amounts totaling 500 million euro issued in October 2003 and May2004 and falling due in October <strong>2013</strong> and May 2014 respectively; 1 billion euro issued inNovember 2009 and falling due in November 2016; and 750 million euro issued in November


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Risks and uncertainties2012 and falling due in November 2019. As described above, on July 10, <strong>2013</strong> <strong>A2A</strong> S.p.A.additionally issued a public bond for 500 million euro redeemable in January 2021.The bonds th<strong>at</strong> have been issued have terms and conditions th<strong>at</strong> are in line with the market forth<strong>at</strong> specific type of lending instrument.Credit r<strong>at</strong>ing clauses exist in the loan agreements with the European Investment Bank (inparticular for loans originally of 100 million euro falling due in 2014-2016, 200 million eurofalling due in 2023, 200 million euro falling due in 2025/2026, 95 million euro falling due in 2026and 70 million euro of which <strong>30</strong> million euro drawn, falling due in 2027), for r<strong>at</strong>ings lower thanBBB or the equivalent. As a result of the downgrading to Baa3 by the r<strong>at</strong>ings agency Moody’s inNovember 2012 and as the result of talks with the EIB as specified in the loan agreements anaccord was reached with the EIB to amend those agreements which provides for theactiv<strong>at</strong>ion of the credit r<strong>at</strong>ing clause should the r<strong>at</strong>ing fall below BBB- or an equivalent level.In addition, the EIB loan agreements for 200 million euro falling due in 2025, 95 million eurofalling due in 2026 and 70 million euro (of which <strong>30</strong> million euro drawn) falling due in 2027,entitle the bank to call for the early repayment of the loan in the case of a change of control ofthe parent, subject to prior notific<strong>at</strong>ion to the company with an indic<strong>at</strong>ion of the reasons.219The agreement entered into with UniCredit, brokered by the EIB, for a flo<strong>at</strong>ing r<strong>at</strong>e loan of 85million euro falling due in <strong>June</strong> 2018 contains a credit r<strong>at</strong>ing clause th<strong>at</strong> provides for acommitment by the company to maintain an investment grade r<strong>at</strong>ing for the whole loan term.If th<strong>at</strong> commitment is not met, certain covenants rel<strong>at</strong>ing to the debt/equity r<strong>at</strong>io, thedebt/gross oper<strong>at</strong>ing margin r<strong>at</strong>io and the gross oper<strong>at</strong>ing margin/ interest expense r<strong>at</strong>io mustbe s<strong>at</strong>isfied on an annual basis.A credit r<strong>at</strong>ing clause is also contained in the agreements for the two loans taken out withCassa Depositi e Prestiti originally of 200 million euro falling due in 2025 and 95 million eurofalling due in 2023 and comes into effect in the event of a r<strong>at</strong>ing below investment grade(BBB-); the l<strong>at</strong>ter loan was entered into in <strong>June</strong> <strong>2013</strong> and has not yet been drawn down.In addition, the agreement for the priv<strong>at</strong>e bond loan in yen falling due in 2036 – and the rel<strong>at</strong>edcross currency swap deriv<strong>at</strong>ive – contains a put right clause in favor of the investor (and the<strong>financial</strong> counterparty in the case of the deriv<strong>at</strong>ive) which comes into effect if the r<strong>at</strong>ing islower than BBB- (sub-investment grade).Covenants are included in the agreements for the loan of 1,196 million euro made in May 2012to Edipower S.p.A. and Delmi S.p.A. bearing flo<strong>at</strong>ing r<strong>at</strong>e interest and falling due in May 2017;these rel<strong>at</strong>e to the NFP/EBITDA r<strong>at</strong>io, the debt service cover r<strong>at</strong>io and the investment ceiling.This loan is secured by a lien on the shares of Edipower S.p.A. and Delmi S.p.A..


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Risks and uncertaintiesAs st<strong>at</strong>ed above, the <strong>A2A</strong> Group has obtained a number of revolving committed lines of creditfrom various <strong>financial</strong> institutions for a total of 1,640 million euro (of which 1,590 million euroobtained by <strong>A2A</strong> S.p.A.) which are not subject to any covenants, with the exception of:• the revolving line of credit of 50 million euro granted to Edipower S.p.A. (currently notdrawn) having the same covenants as the principal loan;• the revolving credit line (currently not drawn) entered into by <strong>A2A</strong> S.p.A. in April 2012 for <strong>at</strong>otal of 600 million euro having a five year term for which a covenant based on the r<strong>at</strong>iobetween the net <strong>financial</strong> position and EBITDA must be complied with.The following are included in the agreements for the bond loans, the above-mentioned loansand the revolving committed lines of credit: (i) neg<strong>at</strong>ive pledge clauses under which theparent undertakes not to pledge real guarantees on its assets or those of its directly heldsubsidiaries over and above a specific threshold; (ii) cross default/acceler<strong>at</strong>ion clauses whichentail immedi<strong>at</strong>e reimbursement of the loans in the event of serious non-performance; and(iii) clauses th<strong>at</strong> provide for immedi<strong>at</strong>e repayment in the event of declared insolvency on thepart of certain directly held subsidiaries.220The loan taken out by the subsidiary Abruzzoenergia S.p.A. is secured by a mortgage of up to264 million euro.Certain <strong>financial</strong> covenants which are included as part of a loan of 35 million euro taken out bythe subsidiary EPCG with the EBRD (European Bank for Reconstruction and Development), ofwhich 23.5 million euro had been drawn <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>, were not fully complied with <strong>at</strong>December 31, 2012 . An agreement has been reached with the lending bank which provides forthe suspension of the effects of these covenants with retroactive effect.As m<strong>at</strong>ters currently stand there is no default on the part of companies of the <strong>A2A</strong> Group.Context riskLegisl<strong>at</strong>ive and regul<strong>at</strong>ory riskThe <strong>A2A</strong> Group oper<strong>at</strong>es in a highly regul<strong>at</strong>ed sector. As a consequence, one of the risk factorsof the business is the constant and not always predictable evolution of the legisl<strong>at</strong>ive andregul<strong>at</strong>ory situ<strong>at</strong>ion for the electricity and n<strong>at</strong>ural gas sectors, as well as for the sectorsrel<strong>at</strong>ing to the management of the w<strong>at</strong>er cycle and environmental services.In order to deal with these risk factors the Group has adopted a policy of monitoring andmanaging legisl<strong>at</strong>ive risk by having various levels of control, in order to mitig<strong>at</strong>e the impact of


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Risks and uncertaintiesthis to the extent possible. This involves collabor<strong>at</strong>ive dialogue with the institutions and withthe bodies which govern and regul<strong>at</strong>e the sector, active particip<strong>at</strong>ion in trade associ<strong>at</strong>ions andthe work groups set up <strong>at</strong> these entities and a detailed review of changes in legisl<strong>at</strong>ion and theprovisions issued by the sector Authority.It also involves constant dialogue with the business units affected by legisl<strong>at</strong>ive changes inorder to assess the potential effects in full.The main topics involved in current changes in legisl<strong>at</strong>ion are as follows:• the rules governing the terms and conditions of large hydroelectric deriv<strong>at</strong>ionconcessions;• the regul<strong>at</strong>ions concerning the granting of concessions for the gas and electricitydistribution service;• the reform of the integr<strong>at</strong>ed w<strong>at</strong>er service currently in progress;• the regul<strong>at</strong>ion of local public services of economic importance;• the evolution of the rules of CIP 6/92 conventions;• forecasts of economic conditions for the supply of gas for the protected service.For the above m<strong>at</strong>ters reference should be made to the section on “Changes in legisl<strong>at</strong>ion” ofthis <strong>Report</strong>, under the various sectors.221However as far the forecasts of economic conditions for the supply of gas for the protectedservice are concerned, the following inform<strong>at</strong>ion is provided in addition to th<strong>at</strong> contained in thesection mentioned.Following a sequence of various measures taken by the AEEG, by way of Resolution no.124/<strong>2013</strong>/R/gas the Authority has implemented the first phase of the reform of the means ofdetermining the economic conditions for the supply of gas (for the period from April 1 toSeptember <strong>30</strong>, <strong>2013</strong>), providing for a revision of the weights of the Ptop (80%) and Pmkt(20%) indices and changes to the QS component covering the storage service costs.By way of Resolution no. 196/<strong>2013</strong>/gas, the Authority subsequently approved the second partof the reform with a structural revision of the means of upd<strong>at</strong>ing the component coveringprocurement costs and an adjustment of the retail sales marketing component. This phaseprovides for innov<strong>at</strong>ive means of calcul<strong>at</strong>ing raw m<strong>at</strong>erials from October 1, <strong>2013</strong>, by taking as areference solely the spot prices of the wholesale market.The dispute over Resolution no. ARG/gas89/10 is still pending; with this resolution the AEEGamended the way in which the price of the supply of gas for the protected service isupd<strong>at</strong>ed by applying a reduction coefficient “k” to the indexed component of the energy


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Risks and uncertaintiesquota (QE) (a variable fee covering procurement costs). In this respect the RegionalAdministr<strong>at</strong>ive Court issued a sentence favorable to the petitioners in March, a sentenceagainst which the Authority has filed an appeal with the Council of St<strong>at</strong>e.In conclusion, by way of Decree Law no. 69 of <strong>June</strong> 21, <strong>2013</strong> on “Urgent provisions to boost theeconomy”, the government required a change to be made of the boundary of end customersentitled to the gas protection service, excluding non-domestic customers. With regard to thism<strong>at</strong>ter parliament is currently working on converting the decree into law.Oper<strong>at</strong>ing risksBusiness interruption risk222All of the Group's sectors of activity involve managing production sites which aretechnologically and oper<strong>at</strong>ionally complex (electric power st<strong>at</strong>ions, waste disposal plants,cogener<strong>at</strong>ion plants, distribution networks, etc.), where a breakdown or accidental damagecould lead to a lack of availability and in turn to <strong>financial</strong> losses and possibly harm to theGroup's reput<strong>at</strong>ion due to the interruption of the services provided.These risks are linked to a variety of factors which, in the case of certain plants, could wh<strong>at</strong> ismore be accentu<strong>at</strong>ed by changes in the competitive context and in the reference markets. Tothe extent th<strong>at</strong> the risk of unavailability of the plants may be considered an inherent part of thebusiness and a risk th<strong>at</strong> is impossible to elimin<strong>at</strong>e entirely, the Group sets up preventive riskmitig<strong>at</strong>ion str<strong>at</strong>egies in all of its sectors to reduce the probability of such risks occurring andaction str<strong>at</strong>egies aimed <strong>at</strong> limiting any impact.Safeguarding the Group's assets involves adopting and continuously upd<strong>at</strong>ing procedures forscheduled maintenance, of both an ordinary and prevent<strong>at</strong>ive n<strong>at</strong>ure, aimed <strong>at</strong> preventingpotential critical situ<strong>at</strong>ions, identified amongst other things on the basis of specificengineering analyses carried out by dedic<strong>at</strong>ed technical staff, all in line with best practice. Italso involves periodically reviewing the plants and networks as well as providing specifictraining courses for technical personnel. In addition, the <strong>A2A</strong> Group makes widespread use ofinstruments for the control and remote control of technical parameters for the monitoringand timely detection of any anomalies as well as having a back-up of the components neededto guarantee oper<strong>at</strong>ional continuity, where possible. The integr<strong>at</strong>ion process between thespecialist engineering teams in the <strong>A2A</strong> Group and the technicians from Edipower S.p.A. willlead to a strengthening of the skills rel<strong>at</strong>ing to plant performance analyses.In addition, the progressive adoption is planned <strong>at</strong> all of the Group’s plants of advancedsoftware and sensors for calcul<strong>at</strong>ing the actual yield of the plants, aimed <strong>at</strong> enabling an


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Risks and uncertaintiesapproach to be taken th<strong>at</strong> is even more predictive compared to the past as far as the planningand performance of maintenance is concerned. The gradual adoption of the above controls isalso envisaged in the case of the acquisition of new production sites, to facilit<strong>at</strong>e theiralignment to the Group’s standards.Improvements designed to further mitig<strong>at</strong>e the risk of business interruption continuedduring 2012. This process was characterized by investments regarding the Group’s assets,through targeted intervention on plants and networks of a critical n<strong>at</strong>ure, and thedevelopment of interconnections between transmission networks to avoid congestion risks.With a view to preventing any breakdowns, the plant modific<strong>at</strong>ions carried out <strong>at</strong> one of theGroup’s plants following an episode of temporary down time caused by a design fault havebeen extended to all of the turbogas groups, including those of Edipower S.p.A..Due to the start-up of the pooling of critical spare parts, the monitoring for any top-up spareparts required in the plant stores and the continuous upd<strong>at</strong>ing of the proceduraldocument<strong>at</strong>ion supporting oper<strong>at</strong>ions, the process for managing thermoelectric plants safelyis well controlled as a whole. In this respect, with a view to constant improvement, a project forthe cre<strong>at</strong>ion of a “virtual” spare parts inventory has been started up, which through a suitableinform<strong>at</strong>ion system will enable the number and loc<strong>at</strong>ion of the spare parts available for all theGroup’s power st<strong>at</strong>ions to be mapped.223To control the risks arising from the necessary and frequent stopping and starting of thethermoelectric plants due to the present conditions of the energy market, maintenancecontracts have been re-negoti<strong>at</strong>ed to adjust the maximum annual number of stops and startscovered by those contracts.In respect of the Environment Sector, specific activities and monitoring tools exist to prevent thepossible occurrence of the risk of interruption to the waste transport<strong>at</strong>ion and disposal service.In particular, specific controls have been set up to identify the presence of unsuitable substancesin the waste to be taken to waste to energy plants.To mitig<strong>at</strong>e any repercussions on the Group’s reput<strong>at</strong>ion due to the temporaryimpossibility to transport waste, there is also the possibility of mutual assistance betweenthe Group’s plants and the centralized coordin<strong>at</strong>ion of planned stoppages for maintenance.As far as the distribution networks are concerned, technical safety tools and contingencyplans are in place if any especially critical n<strong>at</strong>ural events should occur, such as for exampleearthquakes or especially bad we<strong>at</strong>her.The Group takes an active part in projects regarding the development of the electricitynetwork from a “smart grid” standpoint, meaning by this a network with which it is possible to


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Risks and uncertaintiesexchange inform<strong>at</strong>ion on energy flows and manage demand peaks more efficiently, thusreducing the risk of interruption. In particular, a project is currently in progress which willenable remote control to be improved by increasing the effectiveness of the communic<strong>at</strong>ionsystems. A wider project regards the development of telecommunic<strong>at</strong>ions systems capable ofhandling exchanges of inform<strong>at</strong>ion between the producer and consumer of electricity, amongother things to give the network a gre<strong>at</strong>er capacity to manage the increasing presence ofplants fired by non-programmable renewable sources. Oper<strong>at</strong>ive means of regul<strong>at</strong>ing thecustomer’s consumption during specific time bands have been successfully tested in thedistrict he<strong>at</strong>ing sector; these are designed to avoid excessive peaks in the use of installedpower with the resulting possibility of critical m<strong>at</strong>ters arising regarding the optimal working ofthe networks.Finally, the Group takes out insurance cover against any direct and indirect damage which mayarise from other types of risk.224Environmental riskThe risks associ<strong>at</strong>ed with events th<strong>at</strong> impact the environment or the health of the popul<strong>at</strong>ionliving in the areas affected by the Group's activities (for example the disposal of productionwaste, emissions from production processes, waste collection and disposal management) arethe object of increasingly close <strong>at</strong>tention by public regul<strong>at</strong>ors and ever more stringentlegisl<strong>at</strong>ion.The Group is significantly involved in preventing such risks and has adopted a policy documententitled “Policy for the Quality, Environment and Safety of the <strong>A2A</strong> Group” which is the toolwhich now sets out the Group's approach to such questions. This document, which is widelydistributed both internally and externally, explains the values which underlie the Group'soper<strong>at</strong>ions and which the Environment, Health and Safety Department is committed todissemin<strong>at</strong>ing and sharing as guidance for the day-to-day work of all concerned. TheEnvironment, Health and Safety Department also supports top management in establishingcompany policy in these areas, checking th<strong>at</strong> this is implemented properly in compliance withthe rules applicable in all areas and internal processes.The process of upd<strong>at</strong>ing the 231 Organiz<strong>at</strong>ional and Management Model for the introductionof environmental offenses continued in 2012. In addition, the Environment, Health and SafetyDepartment has been rearranged from both an organiz<strong>at</strong>ional and procedural standpointwith the aim of optimizing its processes to make these increasingly compliant with thefe<strong>at</strong>ures of the Group’s business, as a support for a control which is ever more geared towardsoper<strong>at</strong>ions.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Risks and uncertaintiesThe oper<strong>at</strong>ional implement<strong>at</strong>ion of the policy is carried out through the use of anEnvironmental Management System (EMAS) by those oper<strong>at</strong>ing entities of the Group whichare more exposed to both direct and indirect potential environmental impact. This systemprovides for a program of progressive extension and upgrading to the standards of ISO14001certific<strong>at</strong>ion for those of the Group's main activities having a gre<strong>at</strong>er impact on theenvironment, as well as the management of EMAS certific<strong>at</strong>ion for the Group's main plants.The Edipower plants are UNI EN ISO 14001 certified and as of today all hold the EMAScertific<strong>at</strong>ion. For the purpose of arriving <strong>at</strong> a single model, measures are being taken, now <strong>at</strong>the completion stage, which will allow all the oper<strong>at</strong>ing companies of the Group to refer to asingle, integr<strong>at</strong>ed Quality, Environment and Safety system.In addition, organiz<strong>at</strong>ional control units have been set up which among other things carry outperiodic environmental analyses alongside periodic audits to detect and prevent any conductth<strong>at</strong> does not comply with the environmental procedures established for all of the Group’soper<strong>at</strong>ing companies. From the perspective of having a constant evolution of the systemscontrolling environmental risk, the Group has joined the ARPA (Regional Agency for theProtection of the Environment) Lombardy Project, whose purpose is to improve theefficiency of the system for controlling the more significant emissions, also in the light oftechnical developments in the sector, by connecting all the Emission Monitoring Systems(SMEs) to a single control center.225The <strong>A2A</strong> Group has taken out insurance cover against damage arising from both accidentaland gradual pollution in order to cover any residual environmental risk, meaning againstevents caused by a sudden and unpredictable fact and in the case of environmental damageinherent in the continuous exercising of activities.Each year the Group publishes a Sustainability <strong>Report</strong> which reports key d<strong>at</strong>a and inform<strong>at</strong>ionon the environmental and social aspects connected with the Group’s activities. TheSustainability <strong>Report</strong> conforms to standard GRI-G3.1 issued by the Global <strong>Report</strong>ing Initi<strong>at</strong>iveand since 2010 has been certified by the auditors. In line with Group practice, Edipower S.p.A.also publishes an annual Sustainability <strong>Report</strong>.Inform<strong>at</strong>ion technology riskThe activities of the <strong>A2A</strong> Group are managed through complex ICT systems which support themain business processes: oper<strong>at</strong>ional, administr<strong>at</strong>ive and commercial. Potential risk factorsinclude the inadequacy of such systems compared to business needs or the failure to keepthese upd<strong>at</strong>ed, possible “downtime” making the systems unavailable and the inadequ<strong>at</strong>ehandling of the aspects linked to the integrity and confidentiality of inform<strong>at</strong>ion. These risk


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Risks and uncertaintiesfactors are mitig<strong>at</strong>ed by controls governed by the Inform<strong>at</strong>ion & Communic<strong>at</strong>ion TechnologyDepartment.In 2012 the Group continued the process of integr<strong>at</strong>ing and consolid<strong>at</strong>ing its ICT systems,determined on the basis of the changes in corpor<strong>at</strong>e structures which have taken place inprevious years. A program for the evolution of the key inform<strong>at</strong>ion systems supportingadministr<strong>at</strong>ion and commercial activities, which in 2012 saw the integr<strong>at</strong>ion of a singlepl<strong>at</strong>form for the distribution support systems, was planned to strengthen the process, inorder to continue with the upd<strong>at</strong>ing of the reference pl<strong>at</strong>form to further increase its level ofreliability and integr<strong>at</strong>ion. The addition of Edipower S.p.A. into the Group will call for a furthersystems integr<strong>at</strong>ion process, which will make it possible to exploit all synergies to the utmostand to obtain an increasingly efficient and integr<strong>at</strong>ed inform<strong>at</strong>ion infrastructure.226To mitig<strong>at</strong>e the potential risks of the interruption of business activities on str<strong>at</strong>egic processes,<strong>A2A</strong> makes use of technological back-up infrastructure which is able to ensure the continuity ofthe service in case of breakdowns or unexpected events. The Group has a disaster recoverysystem th<strong>at</strong> ensures service and d<strong>at</strong>a continuity <strong>at</strong> an altern<strong>at</strong>ive ICT centre, whose efficiency istested periodically. The Group has now completed the system for mutual recovery between theICT centers in Milan and Brescia to improve protection.Considering the importance of the activities th<strong>at</strong> are carried out every day on the ItalianPower Exchange, particular <strong>at</strong>tention is given to controlling the systems interfacing with themarket. These systems have in fact been duplic<strong>at</strong>ed and are subject to specific managementand maintenance procedures designed to protect their stability. A specific control wasdeveloped in 2012, active round the clock, to support trading activities.D<strong>at</strong>a confidentiality and security are subject to specific controls by the Group through the useof internal policies and by means of tools to segreg<strong>at</strong>e access to inform<strong>at</strong>ion, as well asthrough specific contractual agreements with any third parties who may have to access theinform<strong>at</strong>ion handled. In order to improve the existing control further, work has begun tocheck the alignment between the organiz<strong>at</strong>ional role model and the segreg<strong>at</strong>ion of dutiestechnical role model implemented in the systems. Consistent with this work, it is planned togradually adopt identity management and access control tools designed to ensure anincreasingly effective control over the processing of d<strong>at</strong>a critical for the business. A team hasbeen set up to prevent and monitor any possible hacking into the Group’s inform<strong>at</strong>ionsystems and specific applic<strong>at</strong>ions solutions have been acquired to manage and controlinform<strong>at</strong>ion security.As a further control of this specific risk issue the Group carries out annual vulnerabilityassessments, both internally and externally. For <strong>2013</strong> it is planned to upd<strong>at</strong>e the oper<strong>at</strong>ing


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Risks and uncertaintiespolices for access to inform<strong>at</strong>ion and d<strong>at</strong>a and to transfer all the business software th<strong>at</strong> allowsthis to active directory.As regards Edipower S.p.A. and inform<strong>at</strong>ion security, a “Safety pl<strong>at</strong>form” exists as anorganiz<strong>at</strong>ional control. In addition, a d<strong>at</strong>a warehouse environment and a structured d<strong>at</strong>aaccess applic<strong>at</strong>ion are oper<strong>at</strong>ive for d<strong>at</strong>a availability, while disaster recovery solutions andback-up models of the certified d<strong>at</strong>a exist with respect to inform<strong>at</strong>ion integrity.Health and safety riskThe Group oper<strong>at</strong>es in a heterogeneous business context characterized by a strongtechnology element and the presence of personnel <strong>at</strong> its plants and throughout its territory.Certain Group activities are, by their n<strong>at</strong>ure, more exposed to the risk of “typically workrel<strong>at</strong>ed”accidents linked to the oper<strong>at</strong>ional services in the territory and the performance oftechnical services and activities <strong>at</strong> the plants.The prevention measures adopted aim for a “zero risk” objective through the Quality,Environment and Safety Policy (which provides for a program to upgrade the personnel safetymanagement system to comply with ISO 14001 and OHSAS 18001 standards), encouraging aconstant rise in the level of safety in the workplace.227In addition to the normal safety audit activity, the process for adopting the SafetyManagement System in accordance with the specific standard BS OHSAS 18001/2007 wascompleted in Edipower S.p.A. in 2011, with the company obtaining the rel<strong>at</strong>ive OHSAS 18001certific<strong>at</strong>ion for all its production units.A central Prevention and Protection Service has been set up as part of the Quality,Environment and Safety Department in order to harmonize the objectives of safety andprotection in Group companies and to monitor th<strong>at</strong> these standards are also being followedby contractors <strong>at</strong> both the prequalific<strong>at</strong>ion stage and the execution stage <strong>at</strong> worksites.A gradual strengthening of the organiz<strong>at</strong>ional control structure is planned, which amongother things carries out specific inspections to monitor compliance with legisl<strong>at</strong>ion as well aspersonnel upd<strong>at</strong>e training. In this respect specific training plans have been established foreach business position and responsibility and a start has been made to these training courses.The guidelines defining the means of identifying roles on safety m<strong>at</strong>ters and the rel<strong>at</strong>ivepersonnel charts were revised in 2012. Finally, there is also a program of employee healthsurveillance, conducted with the aid of a team of doctors loc<strong>at</strong>ed in the various areas whocarry out periodic assessments on the st<strong>at</strong>e of health of personnel.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Risks and uncertaintiesA plan to refine the system of dissemin<strong>at</strong>ing inform<strong>at</strong>ion on accidents and injuries has begunto support the process of constant improvement in safety m<strong>at</strong>ters. This project provides forperiodic reporting, which by means of increasingly detailed specific indices and inform<strong>at</strong>ionwill provide support for identifying the causes of accidents and injuries and taking correctiveand mitig<strong>at</strong>ing action.Further inform<strong>at</strong>ion on the management of health and safety in the workplace may be foundin the <strong>A2A</strong> Group’s annual Sustainability <strong>Report</strong>, together with performance indic<strong>at</strong>ors andadditional details.228


Responsiblemanagement forsustainability


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Human resources and industrialrel<strong>at</strong>ionsAt <strong>June</strong> <strong>30</strong>, <strong>2013</strong> the Group had 12,584 employees, of whom 2,616 work for the EPCG Group, adecrease of 342, or 2.6%, over <strong>June</strong> <strong>30</strong>, 2012.The unit labor cost for employees in Italy increased by 0.3% over the figure for the first half of2012. This result was achieved by reducing the effect of autom<strong>at</strong>ic contractual rises (the n<strong>at</strong>ionalcollective bargaining agreement and seniority increases) by taking steps to make costs moreefficient, in particular by reducing overtime and accrued holiday leave not yet taken.2<strong>30</strong>The main activities which took place in the first half of <strong>2013</strong> regarding industrial rel<strong>at</strong>ions aredescribed in the followingA Framework Agreement was signed in April <strong>2013</strong> for using the Cassa Integrazione GuadagniOrdinaria (CIGO) and Redundancy schemes. It is expected th<strong>at</strong> the CIGO scheme, whichregards certain thermoelectric plants, will be in use from April <strong>2013</strong> to April 2015 withemployee rot<strong>at</strong>ion. An amount will be added to employees' wages as income support.As far as the Redundancy scheme is concerned 1<strong>30</strong> people in the “staff” areas eligible forretirement will leave the company by December 31, 2014 as the result of the integr<strong>at</strong>ion ofEdipower S.p.A. into the Group. There will be “no opposition” to laying people off under thisscheme during the initial applic<strong>at</strong>ion phase.In addition to the Redundancy scheme indemnity payable by law, workers laid off under thisscheme will also receive an amount added to their wages as income support. The Agreementalso requires th<strong>at</strong> negoti<strong>at</strong>ions should begin on harmonizing the economic and legisl<strong>at</strong>iveschemes applicable in the individual Group companies, including Edipower S.p.A..Talks with the trade unions on the employment contracts in force in the Ecodeco Group endedon March 13, <strong>2013</strong> with the signing of an agreement for the r<strong>at</strong>ionaliz<strong>at</strong>ion of certain itemsconcerning the legisl<strong>at</strong>ive and economic tre<strong>at</strong>ment of employees under the Chemical andPharmaceutical Industry n<strong>at</strong>ional collective bargaining agreement (C.C.N.L.).Specific agreements were signed concerning <strong>A2A</strong> Trading S.r.l. (Milan offices), for theimplement<strong>at</strong>ion of a telephonic recording system, and <strong>A2A</strong> Reti Elettriche S.p.A., for the


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Human resources and industrial rel<strong>at</strong>ionsapplic<strong>at</strong>ion of the requirements of <strong>at</strong>tachment A, article 14.3 of Electricity and Gas AuthorityResolution Gas ARG/elt no. 198/11 regarding the audio recording of calls for the purposespermitted by current legisl<strong>at</strong>ion.Work continued on the enhancement of the video-surveillance system used for protecting theGroup's assets and technological equipment with the signing of specific memoranda pursuantto article 4 of Law no. <strong>30</strong>0 of May 20, 1970; these rel<strong>at</strong>e to the Milan premises of <strong>A2A</strong> RetiElettriche S.p.A. and <strong>A2A</strong> Reti Gas S.p.A..The trade union procedure as per article 47 of Law no. 428/1990 was concluded in <strong>June</strong>; thisprocess led to the establishment of <strong>A2A</strong> Ambiente S.r.l. as the biggest and most importantItalian entity in the waste tre<strong>at</strong>ment and disposal sector.In respect of the “networks area” reorganiz<strong>at</strong>ion project, a Framework Agreement was signedin July <strong>2013</strong> valid for <strong>A2A</strong> Reti Gas S.p.A., <strong>A2A</strong> Reti Elettriche S.p.A. and <strong>A2A</strong> Servizi allaDistribuzione S.p.A..Under this agreement a total of 150 people eligible for retirement willleave the company between <strong>2013</strong> and 2017 through the use of separ<strong>at</strong>e Redundancy schemeprocedures. In this case too there will be “no opposition” to laying people off under thisscheme. An economic package designed to supplement the amounts payable by law will beapplicable for the workers involved in the Redundancy scheme procedure.231Salient fe<strong>at</strong>ures of the Agreement consist of the recognition of professional growth throughspecific training courses, the professional enhancement of young people through the gradualstabiliz<strong>at</strong>ion of employment contracts other than those of a permanent n<strong>at</strong>ure, the possibilityof considering the use of in-sourcing for specific activities and, for certain skills, the possibilityof managing a targeted turnover.A social policy team has been active since January <strong>2013</strong> as part of Corpor<strong>at</strong>e Personnel andResource Development whose aim is to design and develop welfare activities for <strong>A2A</strong> Groupemployees.As far as training activities for Group employees are concerned ( 1 ), a total of approxim<strong>at</strong>ely45,000 training hours had been given by <strong>June</strong> <strong>30</strong>, <strong>2013</strong> with 10,036 <strong>at</strong>tendances. The figuresshow th<strong>at</strong> a significant number of training hours were given in the first 6 months of the year onsafety and environmental issues.More specifically, around 27,000 hours were dedic<strong>at</strong>ed to worker safety, around 9,000 hoursto technical subjects and around 4,450 hours to environmental m<strong>at</strong>ters.(1) Training figures do not include Edipower S.p.A. or the EPCG Group


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Human resources and industrial rel<strong>at</strong>ionsManagement training began in <strong>2013</strong> on the basis of the 2012 schedule, with around 2,400hours of training given in the first half of the year.<strong>A2A</strong> has a Performance Management system th<strong>at</strong> is gradually involving larger numbers of theGroup's popul<strong>at</strong>ion. In 2009 a process was initi<strong>at</strong>ed which in 2012 led to an appraisal of all ofthe Group's managers, middle managers and administr<strong>at</strong>ive personnel (excluding CamunaEnergia S.r.l.).232The system is applied on an annual basis and as far as the process and areas of assessment areconcerned depends on the reference popul<strong>at</strong>ion. The tool appraises and addresses threebasic components of a person’s organiz<strong>at</strong>ional work:• the results achieved individually compared to the alloc<strong>at</strong>ed objectives (only for managers,supervisors and middle managers);• people’s conduct in comparison with a map of relevant skills for the position; skills whichreflect the Group’s values, including sustainability;• the personal improvement plan, which identifies the personal improvement goals for theskills held and the learning action required.The people involved as appraisers in the performance management system have receivedappropri<strong>at</strong>e training on the model adopted by the Group and on skill assessment and thefeedback meeting. Newly-appointed supervisors were involved in training for a total of 355hours in <strong>2013</strong> (25 <strong>at</strong>tendances).<strong>A2A</strong> principally uses two main channels for staff communic<strong>at</strong>ion: the house organ “inadueà”and the intranet.Public<strong>at</strong>ion of “inadueà” continued in <strong>2013</strong>. This periodical, which discusses the Group’sprojects, products and technical innov<strong>at</strong>ions, assessing the professional experience and workof the people who work in the various companies and local areas, is sent in hard-copy by postto all collabor<strong>at</strong>ors (an electronic version is also available on the Group’s intranet under thesection “Communic<strong>at</strong>ion”) and has a circul<strong>at</strong>ion exceeding 10,000 copies.A new section “Welcome to a2a” is published on the intranet portal cww.a2a.eu which isdedic<strong>at</strong>ed to new employees with the aim of guiding them through the organiz<strong>at</strong>ion andallowing them to receive inform<strong>at</strong>ion and useful guidance to assist them in finding their waythrough the Group. New employees can find the following items in this section: inform<strong>at</strong>ionon the main schemes of employment contract, a Group personnel chart showing the people incharge of each department and Group company, the <strong>A2A</strong> Group structure, a map with all ofthe Group's plants, the l<strong>at</strong>est issues of the house organ “inadueà”, the sustainability reportand a gre<strong>at</strong> deal of other useful inform<strong>at</strong>ion.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Social responsibility andstakeholder rel<strong>at</strong>ionsIn the <strong>A2A</strong> Group’s business model sustainability is a str<strong>at</strong>egic element for seeking to achievegrowth th<strong>at</strong> is balanced from an economic, social and environmental standpoint.The <strong>A2A</strong> Group published the fifth edition of its Sustainability <strong>Report</strong> in <strong>2013</strong>. From its verybeginnings in January 2008, the <strong>A2A</strong> Group has used this tool as a means of communic<strong>at</strong>ingand consolid<strong>at</strong>ing the results and objectives it has set and achieved in the three areas ofsustainability: economic, environmental and social responsibility.The inform<strong>at</strong>ion provided has grown over the years in terms of completeness and qualityand following a gradual approach has taken the 2012 Sustainability <strong>Report</strong> to the highestapplic<strong>at</strong>ion level (A+) of the Global <strong>Report</strong>ing Initi<strong>at</strong>ive intern<strong>at</strong>ional standard.233In particular, it is worth recalling th<strong>at</strong> important results were achieved in 2012.First and foremost from an economic standpoint, with distributed net global value addedexceeding 1.2 billion euro and investments made in the Group’s sectors of 353 million euro. The<strong>A2A</strong> Group also distributed value by making purchases which arrived <strong>at</strong> a total of 687 millioneuro, of which 97% involved Italian suppliers.Excellent results were also achieved <strong>at</strong> an environmental level, with 36% of energy beingproduced from renewable sources, 99.9% of the urban solid waste collected being recoveredthrough recycling or waste to energy enhancement and the development of urban districthe<strong>at</strong>ing networks (with an annual increase of 11% in the volume served in the municipalities ofMilan, Brescia, Bergamo and Varese and significant energy savings and emission reductions).Differenti<strong>at</strong>ed collection in Milan, where the <strong>A2A</strong> Group manages urban hygiene services, roseto reach the 39% mark. In particular, as the result of using more efficient energy technologies(waste to energy, cogener<strong>at</strong>ion, hydroelectric), 1.4 million tonnes of CO2 were saved.The considerable improvement in the professional accident indices is also worth emphasizing;this was achieved as the result of prevention programs which enabled a reduction of 7.7% tobe obtained in the frequency of accidents <strong>at</strong> work.Finally, 2012 also saw the success of the initi<strong>at</strong>ives carried out together with the Consumers’Associ<strong>at</strong>ions for spreading a culture of correctness in trading practices, as well asconfirm<strong>at</strong>ion of particip<strong>at</strong>ion in the Global Compact and its universally accepted principles inthe areas of human rights, labour, environment and anti-corruption.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Social responsibility and stakeholder rel<strong>at</strong>ionsThe <strong>A2A</strong> Group’s p<strong>at</strong>h of constant growth and its development model are also based onlistening to and dialoguing with all of its interlocutors, put into practice through a variety ofactivities and initi<strong>at</strong>ives. By way of example is the “Sustainability. Listen to improve”involvement campaign carried out in November 2012, where employees, customers,suppliers, investors and represent<strong>at</strong>ives of the institutions and the public in general wereinvited to report the social, economic and environmental aspects in which the Group shouldbe more involved in the future by means of an online questionnaire. The following emergedfrom the priorities indic<strong>at</strong>ed: the production of energy and he<strong>at</strong> from renewable sources, thecre<strong>at</strong>ion of employment and jobs <strong>at</strong> a local level and the reduction of the CO2 arising from theGroup’s activities. <strong>A2A</strong> received a positive assessment for social, environmental and economicresponsibility, achieving an average score of 6.85 (on a scale of 1 to 10); heading the positiveevalu<strong>at</strong>ions were aspects rel<strong>at</strong>ing to the environment and workers’ safety.234A charity oper<strong>at</strong>ion was linked to the campaign under which the <strong>A2A</strong> Group contributed 1 eurofor each completed questionnaire to the Moglia community which is loc<strong>at</strong>ed in the Mantua areaand was struck by the 2012 earthquake; the money will be used for building a recre<strong>at</strong>ional andsocial area.The <strong>A2A</strong> Group’s social commitment was also confirmed in the prepar<strong>at</strong>ion of the BusinessPlan announced in November 2012, which envisages investments of 1.2 billion euroconcentr<strong>at</strong>ed in sectors having the highest level of economic and environmentalsustainability: cogener<strong>at</strong>ion and district he<strong>at</strong>ing networks, waste to energy processes andthermoelectric plant repowering.The following sets out a summary of the key facts th<strong>at</strong> are a fe<strong>at</strong>ure of the emphasis placed bythe <strong>A2A</strong> Group on sustainability in the first six months of <strong>2013</strong>.• in May <strong>2013</strong> <strong>A2A</strong> was included in the ETHIBEL EXCELLENCE list, drawn up by Forum Ethibelon the basis of six criteria: human resources, environment, economic responsibility,corpor<strong>at</strong>e governance, involvement in the community, human rights. Inclusion means th<strong>at</strong>the <strong>A2A</strong> Group achieved performance levels, in the sphere of Corpor<strong>at</strong>e SocialResponsibility, th<strong>at</strong> were higher than the average for its sector.<strong>A2A</strong> is currently listed in 5 ethical indices:– CDLI (Carbon Disclosure Leadership Index)– ECPI Ethical Index EMU– Axia Sustainable Index– Solactive Clim<strong>at</strong>e Change Index– FTSE ECPI Italia SRI Benchmark Index;• with the public<strong>at</strong>ion of the first two issues for <strong>2013</strong> the distribution of “Lettera2azionisti”continued. “Lettera2azionisti” is the Group’s quarterly newsletter for small shareholders


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Social responsibility and stakeholder rel<strong>at</strong>ionsand investors which enables them to get to know <strong>A2A</strong>’s figures, facts, industrial plans andeconomic and <strong>financial</strong> news “more closely”;• the work of the Joint Committee officially got under way as envisaged in the Self-Regul<strong>at</strong>ionProtocol signed on March 1, <strong>2013</strong> by <strong>A2A</strong> Energia S.p.A. and by the Consumers’ Associ<strong>at</strong>ions.The task of this body, which consists of three members design<strong>at</strong>ed by the Consumers’Associ<strong>at</strong>ions and three by <strong>A2A</strong> Energia S.p.A. (plus one substitute member), is to supervisecompliance with the rules set out in the Self-Regul<strong>at</strong>ion Protocol and to ensure th<strong>at</strong> thecompany is following proper marketing procedures. The direction which has been taken forquite some time by <strong>A2A</strong> Energia S.p.A. to prevent unfair trading practices and protectcustomers therefore continues. In addition to the Joint Committee, the Self-Regul<strong>at</strong>ionProtocol also provides for the extension of the cooling off period to which the end customeris entitled, requires <strong>A2A</strong> Energia S.p.A. to send a confirm<strong>at</strong>ion letter to notify customers th<strong>at</strong>a new supply contract has been activ<strong>at</strong>ed and envisages specific training and possiblepenalties for the trading partners of <strong>A2A</strong> Energia S.p.A.. If conduct is identified which fails tocomply with the requirements of the Protocol, besides the requirement for compens<strong>at</strong>ion tobe paid directly to the end customer, a fund is established to be used to provide inform<strong>at</strong>ionon unfair trading practices and to prevent these from occurring. If conduct is identified whichfails to comply with the requirements of the Protocol, in addition to compens<strong>at</strong>ion being paiddirectly to the end customer the Protocol also requires a fund to be set up to be used toprovide inform<strong>at</strong>ion on unfair trading practices and to prevent these from occurring;• <strong>A2A</strong> Energia S.p.A.’s new communic<strong>at</strong>ion campaign began in April; this takes its initi<strong>at</strong>ivefrom the brilliant results triggered off by d<strong>at</strong>abank’s survey into domestic customers<strong>at</strong>isfaction levels. The aim of the initi<strong>at</strong>ive is to support <strong>A2A</strong> Energia S.p.A. in “serviceexcellence” and the development of the customer base in Lombardy;• on Monday <strong>June</strong> 24 the differenti<strong>at</strong>ed collection of wet waste began <strong>at</strong> domestichouseholds in the south-eastern area of Milan, corresponding to the whole of zone 4 andparts of zones 1, 3 and 5. Through this extension the collection of wet waste has nowreached 50% of the city area;• starting from February <strong>2013</strong> and continuing until March 2014, AMSA S.p.A. and Ecolamp (anot-for-profit consortium set up for the recovery and recycling of used sources of light)are providing a special recovery service for used lamps in Milan. This activity, of a testingn<strong>at</strong>ure, consists of a suitably equipped vehicle parked on the street <strong>at</strong> various str<strong>at</strong>egicpoints of the city, schools and distribution sales points;• another project included in the Action Plan for the Reduction of Urban Waste (PARR) drawnup by the Region of Lombardy commenced, and was introduced in a testing phase in thearea of Brescia in conjunction with the Municipality of Brescia and Aprica S.p.A.. Thisregards the promotion of products whose packing has been changed in order to reducepackaging m<strong>at</strong>erials and limit their impact on the environment. This initi<strong>at</strong>ive is being235


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Social responsibility and stakeholder rel<strong>at</strong>ions236carried out with the collabor<strong>at</strong>ion of Coop, Simply and Auchan, who have made their salespoints in Brescia and the city’s hinterland available;• the communic<strong>at</strong>ion and awareness activities promoted by <strong>A2A</strong> Calore & Servizi S.r.l. fordeveloping the district he<strong>at</strong>ing service in the areas in which it oper<strong>at</strong>es continues with anew subject. Following “District he<strong>at</strong>ing: he<strong>at</strong> is increasingly blue”, the new campaignhinges on the message “District he<strong>at</strong>ing: we can finally bre<strong>at</strong>he” and concentr<strong>at</strong>espeople’s <strong>at</strong>tention on sustainability and respect for the environment;• on January 31, <strong>2013</strong> <strong>A2A</strong> organized the convention “The role of district he<strong>at</strong>ing in asustainable energy future” <strong>at</strong> the Waste to Energy Auditorium in Brescia in conjunctionwith the ASM Found<strong>at</strong>ion, the Municipality of Brescia and other bodies. In the autumn of1972, the Municipal Service Company of the Municipality of Brescia, now <strong>A2A</strong>, beganproviding district he<strong>at</strong>ing services in Brescia Due, a newly-built quarter on the outskirts ofthe city. A methane-fired thermal plant injected super-he<strong>at</strong>ed w<strong>at</strong>er into the distributionnetwork to which the new buildings were gradually connected. Today, forty years on,district he<strong>at</strong>ing is extended to practically the whole of the Brescia urban area and to anumber of neighboring communities, with the peculiarity th<strong>at</strong> since 1978 the he<strong>at</strong>provided to users is produced jointly with electricity in cogener<strong>at</strong>ion plants, the mostrecent of which - the waste to energy plant - has since 1998 been using the urban solidwaste which cannot be usefully recycled and biomasses as fuel;• <strong>A2A</strong> is one of the 78 companies selected to form part of the C<strong>at</strong>alogue of Good Practices inLombardy, an online communic<strong>at</strong>ions tool promoted by Unioncamere Lombardia. Thecompany was awarded the certific<strong>at</strong>e for this in January <strong>at</strong> the convention organized bythe Lombardy Chambers of Commerce held <strong>at</strong> the offices of Unioncamere Lombardia; thismention highlights the extent to which the <strong>A2A</strong> Group has developed good socialresponsibility practices, in particular for projects rel<strong>at</strong>ing to environmental sustainability,work quality and staff rel<strong>at</strong>ions and for initi<strong>at</strong>ives in favor of the community and local area;• a teachers’ guide was published, prepared by the <strong>A2A</strong> Group in conjunction with DeAgostini. The guide includes teaching m<strong>at</strong>erials and details on energy, w<strong>at</strong>er, the wastecycle and sustainability, all richly illustr<strong>at</strong>ed by pictures, maps and diagrams. The guide willbe distributed free of charge to the teachers of all the classes th<strong>at</strong> visit the Group’s plantsas part of the <strong>A2A</strong> Schools Project;• with the final episode of the television program “Get to know energy”, the form<strong>at</strong> cre<strong>at</strong>edby <strong>A2A</strong> carried out with the contribution of the ASM Found<strong>at</strong>ion and the p<strong>at</strong>ronage of theEnvironment and Ecology and Public Educ<strong>at</strong>ion Councilors of the Municipality of Bresciaand broadcast by the local television channel Teletutto came to an end on May 5. The mainaim of this quiz between the schools of Brescia was to inform young people about theenvironmental and energy problems of our planet and to make them more aware of them,and to bring them closer to topics such as energy saving, waste and district he<strong>at</strong>ing.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Environmental responsibilityThe Group’s Environmental Management System is based on the principles set out in theGroup’s Environmental Policy and sector Environmental Policies, and has the aim of promoting aprogressive and constant improvement in business performance in terms of effectiveness andefficiency in managing the environmental aspects connected with its activities. This system isadopted and implemented in a way th<strong>at</strong> is integr<strong>at</strong>ed with the broader business managementsystem, which also governs the other str<strong>at</strong>egic m<strong>at</strong>ters regarding sustainability including thoseconcerning quality and safety.237A proper implement<strong>at</strong>ion of the environmental management system is ensured by setting upvarious types of measures, such as the clear identific<strong>at</strong>ion of principles, roles andresponsibilities; the identific<strong>at</strong>ion of activities whose management requires particular care;the identific<strong>at</strong>ion of areas where steps may be taken to seek improvement from anorganiz<strong>at</strong>ional or structural standpoint; the establishment of action str<strong>at</strong>egies; and the meansof working and oper<strong>at</strong>ional control.Regular internal audits are planned and carried out in order to check the efficiency andeffectiveness of the Management Systems to be tested and their ability to ensure th<strong>at</strong>improvement objectives are reached and th<strong>at</strong> the adopted principles are being complied with. Theadequacy of the systems is confirmed by the successful outcome of audits performed byindependent third parties and is <strong>at</strong>tested by the ISO 14001 certific<strong>at</strong>ions and the EMASregistr<strong>at</strong>ion obtained by the Group’s leading companies.The <strong>A2A</strong> Group’s environmental management system meets all the UNI EN ISO 14001requirements and is officially recognized and adopted within the Group to the extent of thefollowing percentages:Plants:• 100% of installed hydroelectric power;• 100% of installed thermoelectric power;• 83% of the thermal power and 87% of the electric power of the cogener<strong>at</strong>ion pool fromfossil/renewable sources;


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Environmental responsibility• 100% of the waste tre<strong>at</strong>ment capacity in the waste to energy plants;• 87% of the tre<strong>at</strong>ment capacity of the other plants of the integr<strong>at</strong>ed waste cycle.Networks:• 100% of the Milan area gas distribution network;• 100% of the electricity distribution networks;• 100% of the Brescia Municipality integr<strong>at</strong>ed w<strong>at</strong>er cycle (including the Verziano purifier);• 100% of the Milan and Brescia area district he<strong>at</strong>ing network;• 100% of public lighting and traffic lights.Services:• 100% of environmental services;• 71% of the waste w<strong>at</strong>er tre<strong>at</strong>ment capacity.The procedure for extending the Environmental Management System certific<strong>at</strong>ion of VareseRisorse S.p.A. to all managed plants was completed in 2012.238The audit of phase 2 <strong>at</strong> Bellisolina S.r.l., an investee of the Ecodeco Group, was completedsuccessfully in the first half of <strong>2013</strong>, with certific<strong>at</strong>ion being awarded.In addition, during the audit performed <strong>at</strong> AMSA S.p.A. in April <strong>2013</strong>, confirm<strong>at</strong>ion was givenfor the company to apply the environmental management system to all activities/processes,implementing the scope st<strong>at</strong>ed on the environmental certific<strong>at</strong>e (all the activities included inthe bylaws of AMSA S.p.A. have been certified).Twelve plants obtained EMAS registr<strong>at</strong>ion in 2012 and the process of obtaining EMASregistr<strong>at</strong>ion for the whole of AMSA S.p.A.’s Silla 1 site and for Aprica S.p.A.’s site in ViaCodignole is currently in progress. It is expected th<strong>at</strong> this will be completed by the end of <strong>2013</strong>.Following the extension of the scope of Legisl<strong>at</strong>ive Decree no. 231/01 to environmentaloffences, the parent company has undertaken a review and revision of the EnvironmentalManagement System to align it to the new requirements. The improvement proposalsadopted by the parent autom<strong>at</strong>ically extend to all Group companies. At the same time arevision of the way in which the activities connected with the risk th<strong>at</strong> this type of offence maybe committed are managed internally has begun in the oper<strong>at</strong>ing companies, and this iscurrently in progress. The alignment of the Environmental Management System with the 231Model is therefore <strong>at</strong> an advanced stage of consolid<strong>at</strong>ion in several of the Group’s companies.


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Innov<strong>at</strong>ion, development andresearchResearch and constant innov<strong>at</strong>ion are essential factors for pursuing the objectives which the<strong>A2A</strong> Group has set itself and which are laid out in its Charter of Values. These are activitieswhich thanks also to the collabor<strong>at</strong>ion of external organiz<strong>at</strong>ions such as research institutionsand other bodies provide considerable value added to the Group’s development and growth.<strong>A2A</strong> is involved in a whole variety of projects and innov<strong>at</strong>ive activities which it carried forwardin the first half of <strong>2013</strong>. A summarized overview of these is provided in the following.District he<strong>at</strong>ing development in Milan239The development of the district he<strong>at</strong>ing service continued with the extension of the networkand the connection of new customers, together with the introduction of measures tor<strong>at</strong>ionalize he<strong>at</strong> production systems.In particular, in the Milan area a 50 MWt he<strong>at</strong> exchange st<strong>at</strong>ion for fuelling the Rho and Perodistrict he<strong>at</strong>ing network was put into service close to the Silla 2 waste to energy plant (ownedby the subsidiary AMSA), while <strong>at</strong> the Famagosta plant the install<strong>at</strong>ion of three new n<strong>at</strong>ural gasintegr<strong>at</strong>ion boilers having a total power of 36 MW was completed.The network r<strong>at</strong>ionaliz<strong>at</strong>ion program continued in parallel through the interconnection of thedistribution networks between the various production hubs. Work is currently in progress toconnect the Canavese and S.Giulia networks to the east and the Famagosta and Figinonetworks to the west in the future.Innov<strong>at</strong>ive trigener<strong>at</strong>ion plant built by Varese risorseThe innov<strong>at</strong>ive he<strong>at</strong>ing-cooling plant with cogener<strong>at</strong>ion, built by Varese Risorse S.p.A. (asubsidiary of <strong>A2A</strong> S.p.A. through ASPEM S.p.A.) <strong>at</strong> the new Varese Hospital, has enteredservice; Varese Risorse S.p.A. also owns the plant.The implement<strong>at</strong>ion of this project enables “trigener<strong>at</strong>ion” (the combined gener<strong>at</strong>ion ofelectric, he<strong>at</strong> and cooling energy), seen by many people as the new frontier of cogener<strong>at</strong>ion,to be achieved. In this initial period of full use, significant savings of energy and reductions ingreenhouse gas (GHG) emissions have been made, arising among other things from the


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Innov<strong>at</strong>ion, development and researchincreased number of hours worked in cogener<strong>at</strong>ion mode in the summer months by the 5MWe nominal power turbogas equipment loc<strong>at</strong>ed in the Via Rossi district he<strong>at</strong>ing plant.The total savings achieved in this way will count towards the issue of white certific<strong>at</strong>es (EnergyEfficiency Allowances).<strong>A2A</strong> S.p.A. goes for electric mobility<strong>A2A</strong> S.p.A. has for a long time been involved in an electric mobility project, known as e-moving,which it promotes in conjunction with Renault and the municipal administr<strong>at</strong>ions of Bresciaand Milan together with a number of priv<strong>at</strong>e companies which have joined in the testing.<strong>A2A</strong> S.p.A. is the promoter and coordin<strong>at</strong>or of the initi<strong>at</strong>ive and has built the infrastructure forelectric car recharging in the municipalities of Milan and Brescia, while Renault has provided47 vehicles from its zero emission range (saloon cars and small vans) which are equipped withthe l<strong>at</strong>est gener<strong>at</strong>ion lithium-ion b<strong>at</strong>teries.240The two Lombardy municipalities have set out to become the reference cities for electricmobility in Italy, being the first, in conjunction with <strong>A2A</strong>, to begin developing an entire cuttingedgestructured electric recharging network: a total of 270 recharging points, of which 100public points in Milan and Brescia (roads, parking lots etc.). Priv<strong>at</strong>e individuals owning theirown electric vehicle (car/scooter) can apply for a card allowing them to top up with electricity<strong>at</strong> the public columns by visiting the dedic<strong>at</strong>ed portal www.e-moving.it.The objective of e-moving is to test every component of the electric mobility oper<strong>at</strong>ing model:the technology and the loc<strong>at</strong>ing of the recharging infrastructure, the processes andcommercial solutions, the interaction between the recharging network and the vehicles, thesupply of energy, the billing systems, b<strong>at</strong>tery management and car maintenance.The e-moving project has today turned out to be the most complete and advanced pl<strong>at</strong>formwithin the sphere of the testing being promoted by the AEEG (the Electricity and GasAuthority) to identify the model to be used for developing public recharging systems. Testingwith the AEEG will continue until 2015, with the d<strong>at</strong>a and experiences of this first phase, whichhas been in progress for more than two years now, being shared on a half-<strong>yearly</strong> basis. In thelast half year two separ<strong>at</strong>e discussion tables were set up with ENEL and Repower to make theinter-operability of the public recharging infrastructure and the recharging cards usable byend customers effective, as the AEEG requires of electric vehicle public recharging systems.Reduction of nitrogen oxides <strong>at</strong> the Brescia waste to energy plantFollowing the start of the industrial use of the new high-dust c<strong>at</strong>alyzers on all threecombustion lines <strong>at</strong> the end of 2010 (an initi<strong>at</strong>ive included in a European research project


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Innov<strong>at</strong>ion, development and researchentitled NextGenBioWaste – Innov<strong>at</strong>ive Demonstr<strong>at</strong>ion for the Next Gener<strong>at</strong>ion of Biomassand Waste combustion plants for energy recovery and renewable electricity production),testing began in <strong>June</strong> 2011 and continued in 2012 and the first half of <strong>2013</strong> on optimizing theselective non-c<strong>at</strong>alytic reduction (SNCR) system with which the plant has been equippedsince it entered service. An air nozzle has been installed on line 3 to inject ammonia solutioninto the combustion chamber for checking the possibility of replacing the present w<strong>at</strong>erinjection system to obtain better nebuliz<strong>at</strong>ion and hence a more effective reaction of theammonia for reducing nitrogen oxides (NOx). An air nozzle model was tested in 2012 withresults th<strong>at</strong> were not fully positive and more detailed tests are therefore currently taking placeto investig<strong>at</strong>e other solutions.Main electricty distribution innov<strong>at</strong>ion projects<strong>A2A</strong> Reti Elettriche Sp.A. has in progress a series of projects aimed <strong>at</strong> developing thedistribution network:• INTEGRIS projectThis is a project co-financed by the European Commission as part of the SeventhFramework Programme. INTEGRIS is concerned with ICT issues, in particular those of <strong>at</strong>elecommunic<strong>at</strong>ions n<strong>at</strong>ure, and autom<strong>at</strong>ion issues closer to the world of electricitydistribution for the building of “hybrid” infrastructure capable of enabling variouscommunic<strong>at</strong>ion technologies (broadband power lines on low-voltage and mediumvoltagenetworks, wi-fi, optic fiber) to interact effectively. The project has additionallytested the applic<strong>at</strong>ion of innov<strong>at</strong>ive functionalities th<strong>at</strong> are fundamental for the electricitygrid, such as:a) the install<strong>at</strong>ion of new wireless sensors for second cabin monitoring and sensors formonitoring the quality of the voltage on the low-voltage network;b) new evolved electronic meters through which enables not only the commercialaspects to be managed but also the technical parameters of the most peripheral partsof the grid to be monitored;c) the decentraliz<strong>at</strong>ion of grid management functions, addressing in particular the lowvoltagegrid, which given the development of widespread gener<strong>at</strong>ion from renewablesources is gradually assuming an increasingly important role in the distributionframework.Of particular importance is the Demonstr<strong>at</strong>or built by <strong>A2A</strong> Reti Elettriche S.p.A. in Italy onthe Brescia distribution grid, including a SCADA system based on IEC 61850 and a NetworkManagement System which monitors the st<strong>at</strong>us of the efficiency of the ICT infrastructure,as well as the install<strong>at</strong>ions in the field which include fifteen or so secondary cabins, variouslow-tension lines and several dozen users/producers (photovoltaic) equipped withelectronic meters.241


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Innov<strong>at</strong>ion, development and research242• Smart Grid project<strong>A2A</strong> has Smart Grid projects in progress approved by the AEEG as part of Resolution no.ARG/elt 39/10.These projects, one for a primary cabin in Milan (Lambr<strong>at</strong>e) and the other for a primarycabin in Brescia (Gavardo), with different underlying grid fe<strong>at</strong>ures, have been set up inorder to improve voltage regul<strong>at</strong>ion by regul<strong>at</strong>ing the reactive energy produced byDispersed Gener<strong>at</strong>ion (GD); to implement innov<strong>at</strong>ive autom<strong>at</strong>ion in the management ofthe medium-voltage grid by improving the selectivity of the protection system; and toactiv<strong>at</strong>e and test inform<strong>at</strong>ion exchange functionalities between the distribution networkand the transmission network for an optimal management of the GD (distributed disp<strong>at</strong>ch- Virtual Power Plant, etc.).• Smart DomoGrid projectSmartDomoGrid is a research project co-financed by the Ministry for EconomicDevelopment and arises out of the joint effort of <strong>A2A</strong> S.p.A., the Energy Department of theMilan Polytechnic and Whirlpool S.p.A.. The aim of this project is to improve the quality ofthe service by introducing innov<strong>at</strong>ive technologies and functionalities:– Demand Response schemes for reducing grid overloading and increasing servicecontinuity without having to resort to the use of structural intervention;– the install<strong>at</strong>ion of power electronic systems distributed across the grid and loc<strong>at</strong>ed <strong>at</strong>the user to improve the quality of the voltage.In particular, Demand Response functionalities envisage th<strong>at</strong> the tariff charged to the usershould vary more frequently than <strong>at</strong> present (vari<strong>at</strong>ions on an hourly basis). The customerwill be equipped with a Domestic Energy Management System (DEMS), which on the basisof the tariff, total usage <strong>at</strong> his residence, the back-up load st<strong>at</strong>us and local production willplan the working cycles of certain controllable household appliances such as washingmachines and dishwashers.• EccoFlow European projectEccoFlow is a research project co-financed by the European Commission as part of theSeventh Framework Programme which consists of the design, install<strong>at</strong>ion and testing ofSuperconducting Fault Current Limiters (SFCLs) for applic<strong>at</strong>ion in medium-voltagedistribution grids, having the aim of limiting the fault currents which arise in electricitysystems as the result of breakdowns or damage by third parties in order to reduce thedemand on the components, avoid any further damage and improve the technical qualityof the service.In parallel with this project <strong>A2A</strong> has already installed a 250 A SFLC device on a 9kV mediumvoltageline <strong>at</strong> its San Dionigi plant.It is recalled th<strong>at</strong> the COMOS project for the inertiz<strong>at</strong>ion of fly ash set up by the University ofBrescia and the project for soundproofing compressors used in the city of Milan to collectglass and paper were brought to a successful conclusion during the previous year.


Certific<strong>at</strong>ion of thecondensed half-<strong>yearly</strong><strong>financial</strong> st<strong>at</strong>ementspursuant to article154-bis paragraph 5of Legisl<strong>at</strong>ive Decreeno. 58/98


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Certific<strong>at</strong>ion of the condensedhalf-<strong>yearly</strong> <strong>financial</strong> st<strong>at</strong>ementspursuant to article 154-bis,paragraph 5 of Legisl<strong>at</strong>ive Decreeno. 58/981. The undersigned Graziano Tarantini, in the name of and on behalf of the entire ManagementBoard of <strong>A2A</strong> S.p.A. and Stefano Micheli, the manager in charge of preparing the corpor<strong>at</strong>eaccounting documents of <strong>A2A</strong> S.p.A., certify the following, taking into account the provisionsof article 154-bis, paragraphs 3 and 4 of Legisl<strong>at</strong>ive Decree no. 58 of February 24, 1998:• the adequacy in rel<strong>at</strong>ion to the characteristics of the business and• the effective applic<strong>at</strong>ion244of the administr<strong>at</strong>ive and accounting procedures for the prepar<strong>at</strong>ion of the condensedhalf-<strong>yearly</strong> <strong>financial</strong> st<strong>at</strong>ements during the first half of <strong>2013</strong>.2. We also certify th<strong>at</strong>:2.1 the condensed half-<strong>yearly</strong> <strong>financial</strong> st<strong>at</strong>ements:a) have been approved in accordance with the intern<strong>at</strong>ional accounting standardsapproved by the European Community pursuant to Regul<strong>at</strong>ion (EC) no. 1606/2002 ofthe European Parliament and of the Council of July 19, 2002;b) agree with the balances on the books of account and the accounting entries;c) give a true and fair view of the assets and liabilities, results and <strong>financial</strong> position of theissuer and the set of companies included in the consolid<strong>at</strong>ion;2.2 the interim report on oper<strong>at</strong>ions includes a reliable analysis of the key events th<strong>at</strong> tookplace during the first six months of the year and their effect on the condensed half-<strong>yearly</strong><strong>financial</strong> st<strong>at</strong>ements, together with a description of the main risks and uncertainties forthe remaining six months of the year. The interim report on oper<strong>at</strong>ions also includes areliable analysis of the inform<strong>at</strong>ion on significant rel<strong>at</strong>ed party transactions.Milan, July 31, <strong>2013</strong>Graziano Tarantini(on behalf of the Management Board)Stefano Micheli(Manager in charge ofpreparing the corpor<strong>at</strong>eaccounting documents)


IndipendentAuditor’s report


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>IndipendentAuditor’s report246


<strong>Half</strong>-<strong>yearly</strong> <strong>financial</strong> report <strong>at</strong> <strong>June</strong> <strong>30</strong>, <strong>2013</strong>Indipendent Auditor’s report247


www.a2a.eu

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