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Consolidated Financial Statements of the Group Corporaciòn America Italia Spa Report on Operations

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Consolidated Financial Statements of the Group Corporaciòn America Italia Spa Report on Operations Corporaciòn America Italia S.p.A. FINANCIAL STATEMENTS 2016 • Consolidated Financial Statements of the Group Corporaciòn America Italia SpA Report on Operations CORPORACION AMERICA ITALIA SPA Single-member Company Offices in MILAN, ITALY - PIAZZALE MARTESANA, 10 Share Capital paid in Euro 85,000,000.00 Registered with the MILAN Chamber of Commerce Tax Code and Company Register No. 08555440968 VAT No.: 08555440968 - Economic and Administrative Index No.: 2033297 Report on Operations to the Consolidated Financial Statements as at 31/12/2016 Group structure and activities Introduction Dear Shareholders, The company was incorporated on 2014 and so is at its third year of operation. CAI acquired the controlling interest in Aeroporto di Firenze Spa (hereinafter ADF) in April 2014 and in Società Aeroporto Toscano (hereinafter SAT) in July 2014 . On 2015 SAT incorporated ADF and changed its company name in Toscana Aeroporti Spa (hereinafter TA). Having issued a bond loan traded on the Vienna stock market, it is required to prepare and file the consolidated financial statements. The Report on Operations to the Consolidated Financial Statements of Corporacion America Italia SpA and its subsidiaries (hereinafter CAI Group) as at 31 December 2016, approved by the Board of Directors, is drafted in compliance with the provisions of the International Accounting Standards. The Consolidated Financial Statements as at 31 December 2016 is drafted in observance of the International Accounting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”) and homologated by the European Union. “IFRS” also means the International Accounting Standards (IAS) in effect still today, as well as all of the interpretative documents issued by the International Financial Reporting Interpretations Committee (“IFRIC”) previously call the Standard Interpretations Committee (“SIC”). Auditing of the consolidated and statutory financial statements of the CAI Group is appointed to the company PricewaterhouseCoopers (PwC). Page 1 Report on Operations Corporacion America Spa was formed on 19 February 2014 and is domiciled in Italy with registered office in Milan. The main purpose of the company is the management of shareholdings. The company was originally formed with a share capital of Euro 10 thousand in the form of limited liability company. On 21 March 2014 it resolved to increase its share capital to Euro 75 million, in order to get the financial resources needed to meet the scheduled purchase plan of the two equity investments in SAT and ADF. The share capital was entirely subscribed and paid in. On 6 November 2014 it resolved to again increase its share capital to Euro 130 million, again in this case fully subscribed and paid in by the shareholders, and on the same date it resolved to transform the company into a joint stock company. Since February 2014 it has purchased the shares of Società Aeroporto Toscano S.p.a. with offices in Pisa, and afterward the shares of Aeroporti di Firenze S.p.a. with offices in Florence. Both companies are listed on the Milan Stock Exchange. In February 2014 it purchased 390,900 shares representing about 3.965% of the share capital of SAT S.p.A. and 3,017,764 shares representing 33.402% of ADF S.p.a. In March 2014 it finalised purchase of 2,309,902 shares representing approximately 23.427% of the share capital of SAT S.p.A., thus taking its investment in SAT S.p.A. to 27.392%. In June 2014 it purchased further 1,387,519 shares of ADF S.p.a. following the launch of two takeover bids, “OPA”, one voluntary and for the totality of shares of SAT and the other mandatory and for the totality of shares of ADF, at 31 december 2014 CAI held the interest in the following percentages: ADF, 48.983%, and SAT, 53.039%. In Adf Corporacion America Italia S.p.A. held a total of 4,425,476 equal to 48.983% of the share capital. Furthermore, considering the AdF S.p.A. shares held by SO.GI.M, with whom Corporacion America Italia S.p.A. had entered into a shareholder agreement, CAI and SO.G.IM. held at 31 december 2014 a total of 5,537,691 shares, equal to 61.293% of the share capital. On 19 December 2014 the Boards of Directors of SAT and AdF approved the merger by incorporation of AdF S.p.A. into SAT S.p.A., as well as the preliminary documents of the operation. The extraordinary shareholders’ meetings of AdF and SAT held on 9 and 10 February 2015, respectively, approved the same merger in first call without introducing amendments or supplements and subject to the favourable opinions of the respective committees for transactions with related parties. Page 2 Report on Operations Toscana Aeroporti S.p.a. operates the Pisa’s airport “G.Galilei” and the Florence’s airport “A.Vespucci”; the Group cares for the development of the two airports both in terms of air cargo and infrastructure and passenger services. Shareholder Agreements On 16 April 2014 Corporación America Italia S.r.l. (today S.p.a.) and SO.G.IM. S.p.a. (which preventively exercised its right to withdraw from the shareholder agreement with the Tuscany Region) signed a shareholder agreement in virtue of which Corporación America Italia S.p.a. would be able to exercise a dominating influence over AdF (today incorporated into Toscana Aeroporti S.p.a.). Said agreement has a term of three years, renewable on expiry. On 13 May 2015, an addendum was added to the original shareholder agreement existing between Corporación America Italia S.p.a. and SO.G.IM. S.p.a. to update its contents after the merger signed on 11 May 2015 with effect from 1 June 2015. With effect from 16 April 2017 the above- mentioned pact has been re-approved for another 3 years. National Tax Consolidation During 2016, CAI and the subsidiary TA exercised the option for the national tax consolidation for the three-year period 2016-2018, possibly renewable for a further three-year period. The option was exercised by both companies following the resolution of their respective board of directors on 5 April 2016 for CAI (consolidating) and on 15 September 2016 for TA (consolidated) in terms agreed in a specific consolidation agreement signed on 30 September 2016 by CAI and TA. Subsequently, on the same date, the option was disclosed to the revenue agency when the statement of income of the consolidating company CAI was presented, according to art. 117 and the following of the DPR 917/86 and subsequent amendments. On 30 August 2016 the revenue office had expressed a favorable opinion to a specific request for interim filed by CAI in which it was requested to confirm that the stipulation of the pledge agreement related to the issue of the obligatory loan, would not fail the requirement of the control of CAI over TA, a requirement required by the rules for effectiveness for the consolidate option. Macrostructure of Corporation America Italia Group The macrostructure of the group at 31 December 2016 is shown below Page 3 Report on Operations Line-by-line consolidation Company Share Shareholders’ % Capital (€) Equity (€K) Corporacion America Italia Spa 85,000,000.00 84,969 Holding Toscana Aeroporti S.p.a. 30,709,743.90 109,806 51.132 Florence Parcheggi Peretola S.r.l. 50,000.00 2,795 100.00 Florence Toscana Aeroporti Engineering S.r.l. 80,000.00 137 100.00 Jet Fuel Co. S.r.l. 150,000.00 365 51.00 Full Consolidation Share Capital Shareholders’ Company % (€) Equity (€K) Immobili A.O.U. Careggi S.p.a 200,000.00 586 25.00 Florence Alatoscana S.p.a. 2,910,366.20 2,861 13.27 Marina di Campo (LI) Page 4 Report on Operations CAI S.P.A. TOSCANA AEROPORTI S.P.A. 51.132% Jet Fuel Co. S.r.l. Alatoscana S.p.a. Immobili A.O.U. Careggi 51% 13.27% S.p.a. 25% 25,00% Consorzio Pisa Consorzio per l’Aeroporto di Parcheggi Energia S.c.r.l. Siena (*) 0.11% 51 Peretola. S.r.l. 5.26% 1,42% 100% Consorzio Turistico Area Tirreno Brennero Pisana S.c.r.l.(*) 2.37% S.r.l. 0.27% Toscana Montecatini Scuola Aeroportuale Italiana Aeroporti Congressi S.c.r.l.(*) Associazione Engineering S.r.l. 52.67% 5.0% 100% Interporto Toscano A. Firenze Convention Bureau Vespucci S.p.a. S.c.r.l. 0,97% 0.22% Seam S.p.a. Firenze Mobilità S.p.a. 0.39% 3.98% Holding – Corporacion America Italia S.p.a. (hereinafter "CAI"). Subholding – Toscana Aeroporti S.p.a (hereinafter “TA”). Subsidiaries- Jet Fuel Co, S.r.l. (hereinafter Jet Fuel), Parcheggi Peretola S.r.l., Toscana Aeroporti Engineering S.r.l. For consolidation purposes, we point out that Toscana Aeroporti owns 33.33% of property and dividend rights and 51% of voting rights. Associated Companies. Related Parties - (*) Entities currently being wound up. Page 5 Report on Operations YEAR’S PROFILE Macroeconomic scenario In 2016, the global economy kept growing at a limited pace and showed a rather good resilience to potentially disruptive events, such as, primarily, the result of the U.S. elections, with fears of protectionist policies in exchanges and immigration, but also the result of the UK referendum, as well as the geopolitical unrest and wars in the Middle East and terrorist attacks. In Europe, the United Kingdom has a marked economic recovery (+1.8% GDP) in spite of the considerable uncertainty characterizing the negotiations that will define future trade relationships with the European Union. Growth continued at a moderate pace in the Euro area and was not affected significantly by the uncertain global scenario (Germany +1.9%, France +1.1%).
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