FS Italiane Group Investor Presentation

July 2020

Informazione Pubblica CONTENTSINDICE

1 Ferrovie dello Stato Italiane Group Overview 2 Operations and Industry Overview 3 Corporate Sustainability 4 Sustainable Finance 5 Financial Overview 6 Contacts

2 Informazione Pubblica Disclaimer

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3 Informazione Pubblica Ferrovie dello Stato Italiane Group Overview

Informazione Pubblica FS Group in a snapshot Ferrovie dello Stato Italiane SpA (“FS” or the “Issuer”) – 100% Italian State owned – is the holding company of the Italian railway group (FS Group). As one of the largest industrial groups in the country, it manages rail and road networks and transport services by rail and bus both passenger and freight, contributing to develop integrated mobility and logistics in Italy and abroad.

100%

Coordination and control of the whole industrial and financial process

INFRASTRUCTURE TRANSPORT SERVICES: BUSINESS SUPPORT STATIONS AND REAL OPERATION AND SERVICES: INFRASTRUCTURE ESTATE: DESIGNING: MAINTENANCE: Busitalia Italcertifer GS Rail Rete Ferroviaria Italiana Mercitalia Fercredit FS Sistemi Urbani ANAS others Ferservizi

Group Revenue by segment (2019) ** Consolidated Highlights (€mn) 2019 2018 Real Estate Other services Services 3% Revenue 12,435 12,078 1% EBITDA 2,609 2,476 EBITDA Margin 21% 20.5% Infrastructure 39% EBIT 829 714 Transport EBIT Margin 6.7% 5.9% 58% Net Income 584 559 Net Invested 49,977 48,418 Capital Equity 42,318 41,763 Source: FS 2018-2019 Annual Report **Net of (1,727)m of cons.adj. 5 Informazione Pubblica Net Financial Debt 7,659 6,655 Benchmarking with European rail players

(€b) 2018 2019 Issuer Rating Revenue 12.1 12.4 S&P BBB

EBITDA margin % 20.5% 21% Fitch BBB-

EBIT margin % 5.9% 6.7%

(€b) 2018 2019 Issuer Rating Revenue 44 44,2 S&P AA

EBITDA margin % 10% 12% Moody’s Aa1

EBIT margin % 4.7% 4.1%

(€b) 2018 2019 Issuer Rating Revenue 33.3 35.1 S&P AA-

EBITDA margin % 12% 15% Moody’s Aa3

EBIT margin % 6.7% 5.1% Fitch A+

Source: FS, DB, SNCF Annual Reports and rating agencies’ websites 6 Informazione Pubblica Rating Overview

RATING COMMENTS

FS' rating reflects the:

Issuer • “very important” role for the Italian government as holding group of the country’s national railway and the “integral” link with its sole owner (Italian Govt) Rating BBB Outlook • “Strong” business risk profile: «…dominant market position in the Italian transport segment and Stand NEGATIVE network concessionaire…the vertical integration combines infrastructure manager and transportation services and gives earnings operating stability» Alone bbb+ Credit • “Intermediate” financial risk profile: «We expect FS will maintain funds from operations (FFO) Profile to debt at 22%-23% over the next few years» SACP upgraded to On September 30th 2019 S&P revised upward FS's stand-alone credit profile (SACP) to 'bbb+' from 'bbb', «…reflecting our expectation that the company will continue to maintain ‘bbb+’ from ‘bbb’ on solid financial metrics, supported by resilient business performance, public grants September 30th commensurate with the scale of its investments, and a solid regulatory framework. »

FS' rating reflects the: Issuer • Full ownership and high integration with the Italian government and its key role for railway Rating BBB- transport and mobility in Italy as well as the national infrastructural development Outlook • Revenue Defensibility: «…a dominant market share in passenger transportation services in Stand STABLE Italy and growing operations in UK, Greece and Netherlands» Alone Credit bbb • Financial profile: «…Fitch expects FS to maintain strong operating cash flow generation Profile capacity» Downgrading on 8th On May 8th 2020 Fitch downgraded FS rating, mirroring the same rating action on Italy occurred May 2020 on April 28st. Ferrovie’s Standalone Credit Profile (SCP) is unchanging at “bbb”.

Source: S&P and Fitch reports. Please refer to the rating agencies’ websites for further information. 7 Informazione Pubblica Operations and Industry Overview Transport

Informazione Pubblica Trenitalia: rail passenger and abroad

Financial highlights Key highlights €mn 2018 2019

• Everyday manages about 9,000 trains and each year transports c. 600 million Revenues 5,362 5,531 passengers EBITDA 1,483 1,626 • Trenitalia is also abroad with (since 2017) and the West Coast Partnership EBIT (since 2019) in UK, in France, Trainose in Greece and Group 386 524 active in (previously directly owned by FS). Also, in May 2020, Net Income 257 385 Trenitalia won the tender for operating the high-speed services in Spain for EBITDA Margin 27.6% 29% the next 10 years. EBIT Margin 7.2% 9.4% Two business segment INVESTMENTS 2019 € 1,451 million*

55% new rolling stocks

25% rolling stocks maintenance* Medium Long distance revenues (€mn) Regional revenues (€mn)

.High Speed services IT, technologies and plants 2018 2019 Change .Commuter 13% .International and passenger services 2018 2019 Change 2,493 2,583 +3.6% regulated domestic 2,835 2,923 +3% .PSC Regional 7% revamping rolling stocks services (PSC with the services State)

* Includes hard maintenance

Source: Company information, Trenitalia 2019 Annual Report 9 Informazione Pubblica Focus: High Speed Transport

Frecce network • The Medium\Long Haul Passenger Division ensures the national and international passenger transportation, including High Speed services • The Italian High Speed network connects the main areas of the country and it has been the key element for the modal shift from plane to rail in Italy

Milan – route modal share

Highway Air Train 100%

36% 36% 80% 44% 49% 55% 57% 61% 62% 63% 64% 67% 69% 60%

40%

20%

0% 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

Launch of the ‘Frecce’ network The ETR 1000, named “ 1000” is the new high-speed train of Trenitalia, comfortable, safe and environmentally friendly, designed to meet the most advanced techniques. Eligible Green Able to travel on all European high-speed networks. Project The fleet counts 50 ETR 1000 with the last delivered in January 2018 Part of fleet was funded via the two green bond issued by FS in November 2017 and July 2019

10 Informazione Pubblica Source: Company information Focus: Regional Transport Overview Trenitalia regional services portfolio as of today

8ys* • Offers urban, regional and interregional mobility 2ys(a) 5ys Longer PSCs • Business with local administrations is regulated by 5+5ys 15ys enable more different Public Service Contracts (‘PSCs’) 15ys** fleet 15ys 22ys • PSCs are subject to specific regulation in terms of investments eligible costs and adequate capital investments 15ys 15ys returns 15ys Eligible Green Trenitalia has been renewing Project 8ys* Public Service Contracts with a • In 2019 revenues related to regional passenger much longer duration (15years) 15ys 8ys* services equal € 2,923mn (+3% vs. 2018) with all 20 Italian regions 15ys 15ys 8ys*

8ys 15ys

9ys * negotiation ongoing for new 15 years PSCs ** Turin Metropolitan, the rest of the regional services expected to be directly assigned (a) negotiation ongoing for a new 10 years PSC

11 Informazione Pubblica Busitalia: road passenger transport in Italy and abroad For an integrated mobility

Key highlights Financial highlights • Busitalia provides local bus transport, both urban and suburban, in Veneto (regionally and locally in Padova after winning the public tender), Tuscany, Umbria and Campania €mn 2018 2019

• In August 2017 Busitalia acquired , the Dutch company which operates public bus Revenues 624 691 transport services in the Netherlands EBITDA 55.3 65.8 • In 2018 Qbuzz won public transport 8ys concessions in DNG and -Drenthe areas EBITDA Margin 8.8% 9.5% • Busitalia also operates the replacement of rail services by bus including Freccialink

One of the country’s top players FLEET INVESTMENTS 2019 € 192 million

800 Production 691 Investments 700 Revenues 624 110 mn Bus-Km in Bus fleet 600 CAGR +30% 472 renewal 500 400 330 354 Passengers ongoing 293 300 203 200 mn/year towards green 200 111 fuel (electric, 100 0 hybrid etc..) €mn 2012 2013 2014 2015 2016 2017 2018 2019

Source: Company information; Busitalia Annual Reports 12 Informazione Pubblica Mercitalia: freight and logistic services Integrated governance for the freight services

The new Mercitalia Hub, with Mercitalia Logistics as sub-holding has been created with the aim of restructuring the cargo business and rationalize the freight operators active in the Group to improve quality and efficiency of cargo services provided

Increase and strengthen the presence in the intermodal transport segments Financial highlights Develop operating synergies to increase competitiveness and market share €mn 2018 2019

Revenues 1,018 1,060

EBITDA 29 94 EBITDA Margin 2.8% 8.8%

Investments 2019: 174 million mainly for fleet upgrading

 New electric locomotives and wagons together with technology upgrades will Eligible Green Project enhanced the Group cargo fleet

13 Informazione Pubblica Operations and Industry Overview Infrastructure

Informazione Pubblica RFI: Railway Infrastructure Manager

Key figures High Speed Network Traditional network €mn 2018 2019 Revenues 2,790 2,799 Track access charges 1,175 1,182 CdP-Service 1,015 1,022 ancillary traffic services 222 203 Real estate services 111 113 Other income 278 279 EBITDA 449 481 EBITDA margin % 16% 17% EBIT 312 350 EBIT margin % 11% 12% Net Income 274 302

Draft NETWORK HIGHLIGHTS 2019 Work In progress Operating (HS)

Operating (HS up to 250 km\h) 16,779 km Lines

12,016 km Electified Lines INVESTMENTS 2019 € 4,679 million Funded by the Programme Agreement 2017-2021 23,035 km Traditional tracks 98% Traditional network 47% Maintenance and Safety 1,467 km High Speed tracks ~ +80% in 6 years 2% High Speed network 53% Network Development

Source: Company information; FS 2019 Annual report; RFI 2019 Annual report and RFI Website 15 Informazione Pubblica ANAS: road infrastructure

• ANAS is part of FS Group since January 2018, following the equity transfer from the MEF. • With ANAS, alongside RFI, FS group is now Europe’s largest integrated rail and road hub in terms of both number of people serviced and investments Financial highlights

€mn 2018 2019

Designing, construction and maintenance Revenues 2,046 2,163

of national roads EBITDA 157 128 Concessionaire of 29,000 km of roads

~ 1,300 km of highways Contratto di Programma 2016-2020 signed with the MIT 17% 36% new projects routes completion INVESTMENTS 2018 € 1,308 million Fully funded by the Contratto di 2% road access Programma 23.4 bn reactivation post- 44% earthquake extraordinay maintenance and 1% safety upgrade other investments 16 Informazione Pubblica Corporate Sustainability

Informazione Pubblica FS Sustainability approach Our sustainability approach permeates the full organizational structure ensuring integration of environmental, social and economical aspects within strategic business decisions

FOR THE FS GROUP, SUSTAINABILITY MEANS SHAPE EACH DECISION NOT ONLY LOOKING AT THE SHORT-TERM RETURN, BUT WITH A LONG-TERM VIEW CAPABLE TO CREATE A LONG-LASTING VALUE FOR THE WHOLE SOCIETY

ECONOMIC SOCIAL ENVIRONMENTAL COMMITMENT COMMITMENT COMMITMENT

Be at the forefront of an Be pioneers in the Be a leader integrated mobility development and in the mobility sector project that, through a implementation by promoting the quality virtuous business model, of large-scale integrated and efficiency of transport encourages fair business mobility solutions that and infrastructure services practices and active help regenerate natural engagement capital

18 Informazione Pubblica Sustainability as driver of the Group’s business model

• Renewal of the passengers • Envision protocol: The first • Life Cycle Assessment For a long term vision on the fleet with high energy rating system for design and efficiency trains both high- construction of sustainable useful life of the infrastructure, assessing its environmental speed and regional and low infrastructure, reducing carbon emissions buses negative externalities footprint • The new High Speed line • Renewal of the cargo fleet Napoli-Bari is the first INFRASTRUCTURE with high energy efficiency European infra project to TRANSPORT electric locomotives receive the certification

RESPONSIBLE CUSTOMERS PROCUREMENT • We pay close attention to • We integrate delivered and perceived service environmental and social quality issues in the procurement • We promote an integrated of goods, services and works door-to-door system through • Suppliers CSR assessment: the creation of intermodal we encourage our suppliers hubs, vehicle sharing to improve their agreements, bus-rail environmental performance connections, etc...

19 Informazione Pubblica Development of a sustainable mobility  The 2019-2023 Business Plan does integrates the principles of social, environmental and economic sustainability, aimed at increase and improve an even more integrated mobility in Italy and abroad.  Indeed, the Plan envisages 58 billion euro of investments for infrastructure and transportation upgrading, which eventually will allow reducing private cars with further 90 million passengers per year moved to the Group’s offered transport solutions.

FS GROUP 2023 TARGETS FS GROUP LONG TERM GOALS 2030-2050

1. sustainable mobility • passenger - 5% modal shift from private car to public and shared mobility, within 2030 (baseline 2015) • freight – 50% freight and 50% freight transport services by road, within 2050 2. safety – best in class in Europe and “zero fatalities” within 2050 3. energy and emissions - carbon neutrality within 2050

20 Informazione Pubblica Sustainable Finance

Informazione Pubblica Sustainable finance endorsing a sustainable strategy

Increased awareness of the importance to strive for a more sustainable business, FS financial decisions essential and strategic to allocate the new debt sources to the most effective investments complying with the ESG principles

• Since our first green bond issuance in 2017 Ferrovie corporate finance started up a new path on the tracks of the corporate sustainability, with the finance decisions becoming one of the strongest drivers in this respect • Indeed, the Green Bond Framework has been earmarked, since it’s inception, to the financing of investments for Green Bond the renewal of rail passengers transport fleet both in the High Speed and Regional sector and then expanded also Framework to the freight business in 2019

• For 2020 FS expanded the concept of the sustainable finance to other capital markets products New Sustainable • To fund other «green» investments than the Eligible Green Projects of the Green Bond Finance Framework which will remain addressed to green bond funding

22 Informazione Pubblica Green Bond Framework Use of Proceeds

• FS strongly believes that rail and public transport are critical for sustainable development and global efforts to combat climate change, by facilitating the modal shift away from cars and trucks into less carbon intensive modes of transport.

• FS updated its Green Bond Framework which is in accordance with the 2018 ICMA Green Bond Principles and which aims at financing projects with a positive impact in terms of environmental and social sustainability. The GBF obtained a Second Party Opinion from Sustainalytics and is aligned with EU taxonomy.

ELIGIBLE GREEN PROJECTS - EGB

To ensure energy efficiency improvements, carbons emission reduction and modal shift to rail both for the local and long distance public transport and for freight transport, among other improvements related to air quality and comfort for passengers and safety for freight forwarding • Investments in public passengers transport rolling stock renewal

Use of NEW ELECTRIC MULTIPLE UNIT (EMU) TRAINS FOR REGIONAL NEW HIGH SPEED TRAINS “ETR 1000” Proceeds PASSENGER TRANSPORT

• Investments in freight transport rolling stock renewal*

NEW ELECTRIC LOCOMOTIVES FOR FREIGHT TRANSPORT NEW WAGONS FOR FREIGHT TRANSPORT

FS may decide to include additional Project Categories for future issuances Look-back period of 3 years

* In the GBF since June 2019 and aligned with criterion 5 of Transport criteria - Low Carbon Land Transport and the Climate Bonds Standard. In 2018 MIR transported 0,0001% of the 23 ONU Codes 1972 (natural gas) as fossil fuel, on the total tons of transported goods Informazione Pubblica 2 Green Bonds for a total 1.3 billion euro issued so far Allocation and environmental impact performance

REGIONAL TRAINS POP & ROCK HIGH-SPEED TRAIN ETR 1000 FREIGHT ELECTRIC LOCOMOTIVES and WAGONS

€515 million €667 million €118 million Allocation and Impact 40 locomotives Reporting 60 trains 20 trains 140 wagons of Eligible Green projects financed -20%(a) -20.5%(a) -4%(a) 8,861 tCO2 saved 13,150 tCO2 saved 47 tCO2 saved

FS will keep on green issuance to complete regional and high speed fleet upgrading and to fund further «green» investments

(a) The ETR1000 emissions are estimated in comparison with the ETR500; regio trains data are evaluated in comparison with comparable trains, operating in the market. GHG emission for freight loco refer to the train\km production of only half year in 2019 due to the deliveries completed in Feb. 2020 so they are not comparable with the data of passenger trains which refer to train\km production of two uyears (2018-2019). 24 Informazione Pubblica External Reviews

. Sustainalytics provided a Second Party Opinion on this Green Bond Framework and a Pre-issuance verification on the Climate Bonds standard . FS obtained the Climate Bonds certification on its second green bond issuance . KPMG provided a Third Party Opinion on the first Green Bond Report

Ferrovie Green Bond Impact of Use of Proceeds Framework Ferrovie ’s sustainability “Ferrovie’s Green Bond Framework “Given the declared (estimated) energy is credible and impactful, and strategy improvements of the new electric trains aligns with the four core compared to previous models, as well as components of the GBP 2018.” recyclability of the trains, Sustainalytics “Ferrovie has demonstrated a is of the opinion that the eligible commitment to integrate sustainable category contributes to increased practices into its business strategy and sustainability and energy efficiency of operations, as aligned with its strategic Ferrovie’s operations and the transport vision” system in Italy.”

Sustainalytics believes that the eligible category is aligned with Ferrovie’s overall sustainability strategy and efforts, and will also contribute to the advancement of UN SDGs, specifically 9, 11, and 12. Based on the above, Sustainalytics is confident that Ferrovie is well-positioned to issue green bonds, and that Ferrovie Green Bond Framework is robust, transparent and in alignment with the Green Bond Principles 2018.

25 Informazione Pubblica FS Italiane Climate Bonds Initiative Certification on Green Bond First Italian issuer to obtain the CBI Certification

• FS Italiane obtained the Climate Bonds Initiative Certification for its second green bond issuance • The Eligible Green Projects selected for the FS green bond align with the Low Carbon Land Transport criteria as outlined by the Climate Bonds Standard*: Criterion 3: Emissions threshold for public passenger transport - All infrastructure, infrastructure upgrades, rolling stock and vehicles for electrified public transport pass this criterion, including electrified rail, trams, trolleybuses and cable cars. Buses with no direct emissions (electric and hydrogen) also pass Criterion 4: Emissions threshold for dedicated freight railway lines - All infrastructure, infrastructure upgrades and rolling stock for electrified freight rail lines pass this criterion Additionally, as per CBI’s requirements for dedicated freight railway lines, Ferrovie has confirmed that no more than 50% on the share of fossil fuel freight t-km will be transported by the line

First Italian issuer to obtain the CBI Certification

*Climate Bonds Standard Version 2.1 and Low Carbon Land Transport Version 1.0 https://www.climatebonds.net/files/files/Climate%20Bonds%20Standard%20v2_1%20-%20January_2017.pdf https://www.climatebonds.net/files/files/Low%20Carbon%20Transport%20Background%20Paper%20Feb%202017.pdf 26 Informazione Pubblica New sustainable finance solutions Latest transaction 2020 • Euro 300 million euro bank loan, where Euro 200 million have been earmarked to an ESG Tranche financing Trenitalia new 17 Frecciargento electric long-haul passengers trains, which are aligned with the EU Taxonomy standards Green Loan • structured to seize the interesting opportunities created by the liquidity ECB’s measures • The ESG Tranche guarantees a lower pricing in respect to the cost of financing

EU Taxonomy aligned • Euro 400 million of Trenitalia rolling stocks for public service financed this private placement year via Eurofima are aligned with the EU Taxonomy standards and are funded via Eurofima Green Bond Programme

• The new concept of Hybrid regional trains are on the investment pipeline (up to «Climate action» EIB € 900 million) financing • we will dedicate them an ad-hoc EIB “climate action” financing for max 50% of investment amount in accordance to EIB policy

FS expanded, innovating, sustainable financial solutions to all its counterparties

27 Informazione Pubblica Tangible impact of a sustainable finance approach

 50 new (€ 1.7 billion) fully deployed High Speed fleet renewal  Further 14 Frecciarossa 1000 expected in 2023 Green Bond and expansion Green Loan  17 new Frecciargento (€ 160 million) 11 delivered, completion expected in 2021

EU Taxonomy  89 new Jazz trains (€ 600 million) fully deployed Eurofima Green Bond Regional fleet renewal  515 new Pop and Rock trains (€ 4.5 billion) 76 delivered, completion in 2023-2026  Hybrid trains, 135 units max (max € 900 million) 76 already ordered, deliveries in 2021-2023

EIB financing

Within five years 80% of Trenitalia's national fleet for regional transport will be renewed and we do think corporate finance decision towards sustainable finance tools will have played a key role in achieving this goal

28 Informazione Pubblica Financial Overview

Informazione Pubblica Robust financial performance continues to improve 13.000 12.500 12.435 Revenues 12.000 12.078 Solid increase in revenue 11.500 over the period. In 2018 and 2019 from both the 11.000 2.609 industrial performance and new 10.500 2.476 EBITDA acquisitions 10.000 9.826 9.500 9.602 9.299 …focus on expenses containment 9.000 8.928 despite employees growth and new 8.500 8.585 8.390 2.313 acquisitions 8.000 2.293 1.975 7.500 2.114 Operating Costs 7.000 6.986 6.500 6.610 6.635 6.276 6.000 €mn 2014 2015 2016 2017 2018 2019 Consistent profitability and margins

3.000 30,0% 2.609 2.476 24,9% 2.500 2.313 25,0% 20,5% 21,0% 2.000 20,0%

1.500 15,0% €mn 1.000 718 714 829 10,0% 7,7% 552 559 584 5,9% 6,7% 500 5,0%

0 0,0% 2017 2018 2019 2017 2018 2019 EBITDA EBIT Net Income EBITDA Margin EBIT Margin

30 Source: FS 2019Informazione Annual Report Pubblica Group revenues breakdown • In 2019 Revenues reached the record amount of €12,435 million (+3% vs 2019), • lasting positive performance of the transport segment both rail and road services and infrastructure services

DELTA REVENUES CONTRIBUTION GROUP REVENUE BY SEGMENT TRANSPORT REVENUES: MARKET VS. PSCS

12,435 High + 85 Transport 12,078 Speed 58% services + 363 38% Infrastructure Regional + 65 37% 38% million Services 3% other services Bus + 62 real estate Services 1% 62% 63% Freight Services + 17

Infrastructure 2018 2019 2018 Euro million 2019 Services + 133 Market revenues Public service contract fees

Euro million

Source: FS 2019 Annual Report 31 Informazione Pubblica Focus on operating costs • In 2019 operating costs amounted to €9,826 million (+2.4% vs 2018) The overall increase is essentially due to higher service costs (+€370 million) offset by lower costs for raw materials (-€108 million) and the decrease in use of third-party assets (-€117 million, of which: -€130 million due to the initial application of IFRS 16).

Personnel costs slightly increased for turnover

Breakdown of operating costs Total operating costs by division

6.000 7.000 6.269 6.278 4.853 4.945 5.000 4.741 6.000 4.371 4.675 4.000 Personnel 5.000 4.557 Transport expense 4.000 Infrastructure 3.000 Raw materials 3.000 Real Estate 2.000 1.599 1.491 Services Services 2.000 Other services 1.000 Other costs incl. 1.000 285 432 Cons. Adj. €mn 0 Capitalisation 125 119 2018 2019 €mn 0 -1.000 2018 2019 -1.000 -1.221 -2.000 -1.351 -2.000 -1.634 -1.678

-3.000

Source: FS 2019 Annual Report 32 Informazione Pubblica FS Group’s CAPEX profile Leading investor in development of transport, infrastructure and logistics • In 2019 FS’s capital expenditure exceeded €7 billion (€ 6,943 million in 2019, excluding ANAS, of which €4,116 million through government grants mainly earmarked to rail infrastructure). • The majority of capex is related to the maintenance and development of the rail infrastructure network carried on by RFI, with a focus on Traditional network (~ €4.5bn). Rail infrastructure capex is almost totally funded by the Government as per the “Contratto di Programma” between Ministry of Infrastructure and Transport and RFI. • Trenitalia accounted for 21% (€1,451million). FS Capex in 2017 - 2019 2018 capex breakdown Mercitalia 8.000 Other capex Group 6.943 6% 7.000 Busitalia Group 3% 5.871 3% 6.000 5.407 Trenitalia 5.000 21% 4.000 RFI - High 3.000 Speed2016 network RFI - Traditional network 2.000 1% 2017 66% 1.000 €mn 0 2017 2018 2019 Capex excludes Anas S.p.A. and FSE S.r.l. investments recognised pursuant to IFRIC 12

ANAS investments in 2019 accounted for € 1,308 million Source: FS 2019 Annual Report 33 Informazione Pubblica FS’ debt profile Funding diversification • Total gross financial debt (long term + short term) amounts to € 11,306mn at YE 2019 vs. €11,404mn at YE 2018. The bulk of FS Group’s debt is held by FS Holding (€ 8,565mn, 75% of total). • Part of FS' debt is funded directly through guaranteed State transfers (€ 1.68 billion out of the total debt of € 11.3 billion at YE 2019). This debt is earmarked to infrastructure investments. • Net Financial Debt amounts to € 7,659mn at YE 2019 increasing by 1,004 million on YE 2018, mainly due to new debt raised for capex, increase in lease liabilities recognised for new leases as per IFRS 16 and decrease in the financial asset from MEF due to collections of the year.

Breakdown Financial sources 2012 - 2019 (a) EMTN Bonds Supranational Entities Bank Loans Strong Liquidity Position Eur 2 bn Committed RCF 7% with 11 primary banks 13% EMTN 11% 13% bonds in CSPP since 12% July 2016 Access to Capital Markets as well as 88% 45% in the Eur 7 bn EMTN Programme 76% Pandemic 2012 42% Emrgency EIB 2013 Purchase 37% CDP 2018 56% Programme PEPP 2019 Eurofima

(a) These percentages are calculated on the long term debt held by FS\RFI\TI Source: FS 2018 Annual Report 34 Informazione Pubblica Balanced debt maturity profile Effective management of financial expense • The Group has a balanced debt maturity profile extending over the next 14 years, with the majority of maturities falling due over the next 7 years • Historically low borrowing costs and an effective management of financial costs, including interest rate risk management policies, has resulted in a containment of interest expense on debt, generating value for the Group. In the last 4 years average interest expense stable around 1.5%

Group long term debt maturity profile as of 31 Dec. 2019* Interest expense on Group’s financial liabilities **

2.000 1.800 2,7% 1.600 2,4% 1.400 1.200 1,7% 1,7% 1,8% 1.000 1,5% 800 600 400 200

€mn0 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2014 2015 2016 2017 2018 2019 uncovered covered by State tranfer

* Maturity profile calculated on the long term debt, included the current portion of the long term debt, held by FS\RFI\TI ** The financial expense is net of government grants, therefore the ratio is calculated on the debt not funded through guaranteed government grants Source: FS 2019 Annual Report 35 Informazione Pubblica Eur 7 billion EMTN Programme

Proved access to the bond market 13 bonds for Euro 5.08 billion outstanding as of 31.12.2019

Amount Series Issue date Maturity (Euro mio) * 5 benchmark size ° 8 private placement

1* 07/2013 750 07/2020 public issuances Among them, the two first 65% 2* 12/2013 600 12/2021 29% RFI 6% Polo corporate bond fully Trenitalia Mercitalia underwritten by the EIB, 3° 01/2016 300 12/2025 one of them financed through the Juncker Plan • For the • For the • For the funds of the EFSI 4° 07/2016 350 07/2022 purchase of HS completion of purchase of 5° 07/2016 50 07/2031 and regional the HS freight loco, trains infrastructure wagons and 6* 06/2017 1000 06/2025 other invest 7* 12/2017 600 12/2023 8° 12/2017 100 12/2025 FS offers room for new issue at medium-long term tenors 9° 03/2018 200 03/2030 and is eager to develope its «green curve» 10* 07/2019 700 07/2026

11° 08/2019 100 08/2029 Latest FS capital market transaction: 12° 12/2019 140 12/2029  10 year private placement issued in August with a final spread around 50 basis points below the BTP. Net proceeds will finance the 13° 12/2019 190 06/2024 completion of the high-speed network  2 private placement issued in December for a total of Euro 330mln. Net proceeds will finance the completion of the high-speed network and Polo Merci investments 36 Informazione Pubblica Debt service capacity

• Given improvement in profitability and conservative debt management, Net Financial Debt / EBITDA has keeping stable around to 3x in last 5 years. • Historically low borrowing costs and effective management of financial costs, including interest rate risk management policies, resulted in EBITDA interest cover improved substantially in the last five years. • FS Italiane maintains a strong and stable capitalisation.

Leverage evolution Capitalisation 18 16,9 35% 16 16,0 15,6 15,6 31% 30% 30% 30% 14 29% 27% 27% 12 25% 10,8 10,8 10 20% 19% 18% 18% 18% 8 17% 15% 16% 6 5,2 5,6 5,2 5,0 4,6 10% 4 4,3 3,4 2,9 2,9 3,1 2,7 2,9 2 5% x.x - 0% 2014 2015 2016 2017 2018 2019 2014 2015 2016 2017 2018 2019 Net Financial Debt\Equity Total Debt\EQUITY Net Financial Debt\EBITDA Total Debt \ EBITDA

EBITDA\Interest expense

Source: FS Annual Reports 37 Informazione Pubblica FY 2019 Consolidated Financial Statements

Income Statement Reclassified Statement of Financial Position €mn 2018 2019 Change % €mn 2018 2019 Change

REVENUE 12,078 12,435 3.0 Net operating Working Capital (324) (262) 62 Revenue from sales and services 11,566 11,957 3.4 Other Net Assets 2,378 2,928 550 Other income 512 478 (6.6) Working Capital 2,054 2,666 612 OPERATING COSTS (9,602) (9,826) 2.4 Net non-current assets 50,986 51,132 146 EBITDA 2,476 2,609 5.4 Other provisions (4,622) (4,303) 319 Amortisation, depreciation, provisions and (1,762) (1,780) 1 Net assets held for sale 482 482 impairment losses NET INVESTED CAPITAL 48,418 49,977 1,559 EBIT 714 829 16.1 Net financial expense (97) (176) 81 Net current financial debt (555) 677 1,232 PRE-TAX PROFIT 617 653 5.8 Net non-current financial debt 7,210 6,982 (228) Income taxes (58) (60) 3.4 Net financial debt 6,655 7,659 1,004 PROFIT FROM CONTINUING OPERATIONS 559 593 6.1 Equity 41,763 42,318 555 Loss from assets held for sale, net of taxes (9) 100 PROFIT FOR THE YEAR 559 584 4.5 COVERAGE 48,418 49,977 1,559

38 Informazione Pubblica COVID – 19 implications, response, restart

IMPACT • High Speed services offer reduced to only 3% in March and April following government restrictions measures, with effects on revenues from traffic • Revenues from the State and Regions for the regulated services stable as per the PSCs provisions. • Infrastructure sector impact very limited, with regular investments grants flows from the Government. • Rail freight transportation crucial for food, drugs and other essential goods during the lockdown ACTIONS • OPEX reduction and CAPEX rescheduling • Effective funding management, finalizing expected annual needs in 1HY and preserving a solid liquidity position, with €2 billion of committed RCF basically undrawn - and now full available - and around €1.5 of uncommitted facilities. • New strategy for a commercial resetting aimed at ensuring a safe customer journey in order to encourage train and bus utilization • Close contact with the Government for extraordinary measures

RESTART • Reactivation of High Speed services offer up to to 75% from July and then gradually increasing • positive demand feedback so far and expected comeback to pre-COVID level at the beginning of 2021 • Government support confirmed • Working on a new Industrial Plan looking at this unprecedented event as a further stimulus to push foward our path for a sustainable growth.

39 Informazione Pubblica COVID-19 Government support Extraordinary measures for the FS Group

• Strong committment from the Italian Government in supporting the national railway and public transportation system • Confirmation of FS Group vital role for Italian GDP as well as the essential social service for the country • Government will partially compensate FS Group through grants, total amount not fixed yet • Possible review of further support needs next months

DECRETO RILANCIO – IMPACT FOR FS GROUP art. 196 € 270 million for RFI in 2020 art. 214, c.1-2 Overall € 350 million for ANAS in 2021-2034 art. 214, c.3-4 Overall € 1.190 million for railway undertaking in 2021-2034.

FS Group share (mainly Trenitalia and Mercitalia) will be defined shortly by MEF and MIT (expected around 60%) art. 200, c.1 Overall € 500 million in 2020 for local public transport companies.

FS Group share (mainly Trenitalia, Busitalia, FSE) will be defined shortly by MEF and MIT

40 Informazione Pubblica EU initiatives Rail sector will benefit from the latest EU initiatives

Extract of the Next Generation EU press release 27 May 2020 "The European Green Deal as the EU's recovery strategy: • A massive renovation wave of our buildings and infrastructure and a more circular economy, bringing local jobs; • Rolling out renewable energy projects, especially wind, solar and kick-starting a clean hydrogen economy in Europe; • Cleaner transport and logistics, including the installation of one million charging points for electric vehicles and a boost for rail travel and clean mobility in our cities and regions; • Strengthening the Just Transition Fund to support re-skilling, helping businesses create new economic opportunities."

European Commission Vice-President Frans Timmermans said: “When it comes to public investment to relaunch the transport sector, committing to clean and more sustainable mobility will be key. We have also seen how for instance the public transport sector is suffering across the EU. We absolutely need a vibrant and strong public transport sector to fulfil our Green Deal Goals. The Connecting Europe Facility, InvestEU and other funds can for instance support the financing of 1 million electric vehicle-charging points, clean fleet renewals, sustainable transport infrastructure, especially also looking at the modalities of rail and electric mobility.” 41 Informazione Pubblica Contacts:

Stefano Pierini – Head of Finance, Investor Relations and Real Estate

Tel.+39 06 44102348

Mail: [email protected]

Vittoria Iezzi – Head of Debt Capital Market

Tel. +39 06 44106655

Mail: [email protected]

Lorenza Di Cintio – Debt Capital Market

Tel. +39 06 44103772

Mail: [email protected]

Cuono Altobelli– Debt Capital Market

Mail: [email protected]

https://www.fsitaliane.it/content/fsitaliane/en/investor-relations.html https://www.fsitaliane.it/content/fsitaliane/en/investor-relations/debt-and-credit-rating.html

42 Informazione Pubblica