Impregilo Group

Progress, our greatest accomplishment

The value of a group is tied to its history and particularly for motorway networks, renewable origins. energy plants and energy transportation. It is Impregilo group was set up at the beginning of also active in the plant and engineering and the 1990s but its origins lie much further back environmental services sectors. IMPREGILO GROUP as it is the legacy of Girola, Lodigini, Impresit Interim financial report and Cogefar. These prestigious Italian Dams, hydroelectric plants, motorways, companies were at the forefront of international railways, underground train systems, tunnels,

Interim financial report at 30 June 2009 Interim financial report at 30 at 30 June 2009 civil engineering from the early twentieth bridges, viaducts, desalination plants, fume century. treatment plants and waste-to-energy plants: a wealth of experience gained in Italy and abroad Active in all five continents, the companies thanks to its constant commitment to meeting that merged to become Impregilo engaged in deadlines, protecting the environment and the construction of the main motorway, railway deploying innovative technologies. and hydroelectric works underpinning development in Italy and in many other Impregilo is a group looking to the future. It is countries around the world, and helped responsible and sensitive to its stakeholders’ strengthen Italy’s international standing. expectations and has proved itself well capable of exploiting and anticipating market IMPREGILO GROUP This rich history of tradition and success has developments over its more than a hundred made Impregilo, listed on the Italian stock years of experience. exchange, the leading general contractor in Italy and one of the major international general Today, thanks to its business and organisational construction companies. skills and technical and financial knowledge, Impregilo has a wealth of unrivalled expertise With roughly 10 thousand highly qualified and experience. It is ready to take on the employees and extraordinary technical know- challenge of growing demand for infrastructure how, the group is active worldwide in the and transportation for people and goods while construction of large infrastructure contracts protecting and nurturing the environment as and highly acclaimed architectural projects one of the major players in Italy and on the IMPREGILO S.P.A. _ Via dei Missaglia, 97 _ Milano _ Italy - Tel. +39 02 444.22111 Fax +39 02 444.22293 - e-mail: [email protected] www.impregilo.it

and is a key player in the concessions market, international field for new development. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Progress, our greatest accomplishment

and is a key player in the concessions market, international field for new development. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 IMPREGILO GROUP Interim financial report at 30 June 2009

Impregilo S.p.A. Fully paid-up share capital euro 718,364,456.72 Registered office in Milano, Via dei Missaglia, 97 Tax code and Milan Company Registration no. 00830660155 R.E.A. no. 525502 - VAT no. 02895590962 This document is available at: www.impregilo.it WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 TABLE OF CONTENTS

Pag. 3 General information Pag. 4 Company officers

Pag. 5 Impregilo group structure

Pag. 13 Group highlights Pag. 14 Introduction Pag. 15 Financial highlights

Pag. 19 Interim Directors’ report - Part I Pag. 20 Analysis of Impregilo Group’s financial position and results of operations for the six months

Pag. 26 Interim Directors’ report - Part II Pag. 27 Performance by business segment Pag. 30 - Corporate Pag. 31 - Construction Pag. 41 - Engineering & Plant Construction Pag. 45 - Concessions Pag. 49 - Imprepar – Impregilo Partecipazioni S.p.A. (in liquidation) Pag. 50 Non-current assets classified as held for sale and discontinued operations

Pag. 62 Human resources and organisation

Pag. 65 Subsequent events

Pag. 65 Outlook

Pag. 66 Other information

Pag. 69 Condensed interim consolidated financial statements as at and for the six months ended 30 June 2009

Pag. 117 Consolidation scope

Pag. 125 Statement on the condensed interim consolidated financial statements

Pag. 129 Review report WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 GENERAL INFORMATION 3

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 COMPANY OFFICERS

Board of directors (i) Chairman Massimo Ponzellini Deputy chairmen Giovanni Castellucci Antonio Talarico Chief executive officer Alberto Rubegni Directors Carlo Buora Alfredo Cavanenghi Claudio Cominelli Nicola Fallica Beniamino Gavio Marcello Gavio Giancarlo Guenzi Maurizio Maresca Andrea Novarese Giuseppe Piaggio Alberto Sacchi Executive committee Chairman Alberto Rubegni Giovanni Castellucci Antonio Talarico Beniamino Gavio Andrea Novarese Giuseppe Piaggio Internal control committee Alfredo Cavanenghi Nicola Fallica Maurizio Maresca Remuneration committee Massimo Ponzellini Carlo Buora Alfredo Cavanenghi Claudio Cominelli Maurizio Maresca Board of statutory auditors (i) Chairman Giuseppe Levi Standing statutory auditors Giorgio Oldoini Alessandro Trotter Substitute statutory auditors Vittorio Amadio Michela Zeme Independent auditors PricewaterhouseCoopers S.p.A.

(i) appointed by the shareholders on 7 May 2008; in office until approval of the financial statements as at and for the year ending 31 December 2010. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 IMPREGILO GROUP STRUCTURE 5

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 IMPREGILO GROUP STRUCTURE 30 JUNE 2009

ENGENEERING & PLANT CONSTRUCTION CONSTRUCTION

IMPREGILO S.p.A. 100 FISIA ITALIMPIANTI S.p.A. 100

Bocoge S.p.A. 100 Fisia Babcock Engineering CO. Ltd. 100 CIGLA S.A. 100 - Fisia Babcock Gmbh 100 CSC Impresa Costruzioni S.A. 100 Fisia Babcock Environment Gmbh 100 J.V. Igl S.p.A.-S.G.F. INC S.p.A. 100 - Impregilo Intern. Infrastruc. N.V. 100 - Impregilo S.p.A. 99 Steinmuller International Gmbh 100 - S.G.F. INC S.p.A. 1 - Fisia Babcock Gmbh 100 S.A. Healy Company 100 Gestione Napoli S.p.A. (in liq.) 99 S.G.F. - I.N.C. S.p.A. 100 - Fisia Italimpianti S.p.A. 54 S.I.P.E.M. S.p.A. (in liq.) 100 - Impregilo S.p.A. 24 Suropca C.A. 100 - Fisia Babcock Gmbh 21 - Impregilo S.p.A. 99 Castalia Ecolmar S.c.p.a. 51.9 - CSC S.A. 1 Shangai Pucheng T.P.E. Co. L.t.d. 50 Consorzio Frana di Spriana S.c.r.l. (in liq.) 100 - Fisia Babcock Gmbh 50 PGH Ltd 100 OTHER 9 COMPANIES Vegas Tunnel Constructors 100 - Impregilo S.p.A. 40 - Healy S.A. 60 Consorzio Torre 94.6 Emp. Const. Costanera Norte Ltda 77.78 Consorzio C.A.V.E.T. 75.98 Consorzio C.A.V.TO.MI. 74.69 Consorcio Impregilo - Ingco 70 Constructora Mazar 70 Rivigo J.V. L.t.d. 70 - PGH L.t.d. 70 Consorcio Impregilo Yarull 70 Consorcio Acueducto Oriental 67 Consorzio Venice Link 61 Impregilo Lidco Libya Co. 60 Nathpa Jhakri J.V. 60 Ghazi-Barotha Contractors J.V. 57.8 Consorzio Scilla (in liq.) 51 Reggio Calabria - Scilla S.c.p.a. 51 Salerno-Reggio Calabria S.c.p.a. 51 Pedelombarda S.c.p.A. 47 Eurolink S.c.p.a. 45 Passante di Mestre S.c.p.A. 42

OTHER 128 COMPANIES

TOTAL 333 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 USW CAMPANIA CONCESSIONS OTHER PROJECTS

IMPREPAR S.p.A. IMPREGILO INTERNATIONAL FIBE INFRASTRUCTURES N.V. 100 IN LIQUIDATION 100

Impregilo Parking Glasgow Ltd 100 Fibe S.p.A. 99.998 Alia S.c.r.l. (in liq.) 100 Impregilo New Cross Ltd 100 - Impregilo S.p.A. 99.989 Consorzio Pielle (in liq.) 100 IGLYS S.A. 100 - Impregilo Intern. Infrastruc. N.V. 0.003 - Imprepar S.p.A. (in liq.) 33.33 - Impregilo Intern. Infrastruc. N.V.98 - Fisia Babcock Gmbh 0.003 - Incave S.r.l. 66.67 - Incave S.r.l. 2 - Fisia Italimpianti S.p.A. 0.003 C.F.T. Duemila S.c.r.l. 100 Caminos de las Sierras S.A. 90.52 Fibe Campania S.p.A. 99.998 - Incave s.r.l. 100 Mercovia S.A. 60 - Fibe S.p.A. 99.998 Engeco France S.a.r.l. 100 Aguas del Gran B. Aires S.A. (in liq.) 42.59 - Imprepar S.p.A. (in liq.) 99.67 - Impregilo Intern. Infrastruc. N.V. 23.73 - Incave s.r.l. 0.33 - Impregilo S.p.A. 16.5 Eurotechno S.r.l. (in liq.) 100 - Iglys S.A. 2.36 Imprefeal S.p.A. 100 Ochre Solutions Holding L.t.d. 40 Impresa Castelli S.r.l. (in liq.) 100 Primav Ecorodovias S.A. 35 Impresit del Pacifico S.A. 100 Puentes del Litoral S.A. 26 INCAVE S.r.l. 100 - Impregilo S.p.A. 22 San Martino Prefabbricati S.p.A. (in liq.) 100 - Iglys S.A. 4 - Impresa Castelli Sr.l. (in liq.) 100 7 Consorcio Agua Azul S.A. 25.5 Savico S.c.r.l. (in liq.) 100 Yacylec S.A. 18.67 - Imprepar S.p.A. (in liq.) 81 - Sapin S.r.l. (in liq.) 19 OTHER 23 COMPANIES SAPIN S.r.l. (in liq.) 100 Watis Bau GmbH (in liq.) 100 S. Leonardo S.c.r.l. (in liq.) 99.99 BATA S.r.l. (in liq.) 50.69

OTHER 105 COMPANIES

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 IMPREGILO 1906-2009 A CENTURY OF INFRASTRUCTURES ALL OVER THE WORLD

8 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 9 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 IMPREGILO IN THE WORLD OUR CURRENT PRESENCE

10 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 11 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 GROUP HIGHLIGHTS 13

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Group highlights

INTRODUCTION

Impregilo group closed the first six months of 2009 with an operating profit (EBIT) and a profit for the period, amounting to euro 91.6 million and euro 55.3 million, respectively, compared to euro 97.0 million and euro 149.7 million for the same period of 2008. The widespread slowdown in industrial production did not show signs of change in the first half of 2009. The key market indicators (oil prices, interest rates and stock exchange indexes) started to show modest improvement in the last few months of the period, but short-term prospects continue to be critical. The group managed to avail of significant opportunities in its core business segments, Construction and Concessions, despite this continued difficult situation for all production sectors. Acquisition of the concession for management of the Ayrton Senna toll motorway infrastructure in Brazil (this contract was won by a company jointly controlled by Primav Ecorodovias S.A. and finalised in June 2009) and the parent’s acquisition of a contract for the construction of a new system of locks for the Panama Canal (finalised just after 30 June 2009) both represent growth in the group’s international standing and worthy recognition of its technical expertise, which is one of its greatest strengths. Development of the group’s foreign business also means that its future should be more secure in a period when the domestic infrastructure market continues to be stagnant. The group recorded total revenue for the first six months of 2009 of euro 1,433.5 million, up 8.4% on the same period of 2008 (euro 1,322.2 million).

14 Its operating profit (EBIT) amounted to euro 91.6 million (euro 97.0 million), with a return on sales of 6.4% (7.3%). The Construction and Concessions segments contributed positively to this result with euro 86.5 million (R.o.S. of 9.8%) and euro 29.1 million (R.o.S. of 42.4%), respectively. The Engineering & Plant Construction segment recorded an operating loss of euro 5.5 million (euro 1.1 million). Financing income (costs) and gains (losses) on investments came to a positive euro 1.9 million compared to a positive euro 37.8 million for the first six months of 2008, including the gain on the sale of the Brazilian associate, Ponte de Pedra. Losses from discontinued operations amounted to euro 1.0 million (profits of euro 40.6 million) and include the losses on the USW Campania projects. The corresponding period of 2008 had benefitted from the international advisor’s appraisal of certain clauses contained in the contract for the sale of the concession company, Costanera Norte, agreed in 2006, the financial effects of which were seen in the second half of 2008. The profit attributable to the owners of the parent for the six months is euro 55.3 million (euro 149.7 million). The profit for the same period of 2008 included the gain on the sale of the Brazilian associate, Ponte de Pedra, and the profits from discontinued operations as noted above. The group’s net financial position at 30 June 2009 is a negative euro 167.6 million compared to a positive euro 42.6 million at 31 December 2008. The group acquired new contracts worth euro 4,844.0 million during the six months. At period end, the group’s order backlog amounts to euro 20.4 billion, including euro 9.2 billion brought in by the Construction and Engineering & Plant Construction segments and euro 11.2 billion related to the residual Concessions segment order backlog. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 FINANCIAL HIGHLIGHTS (in millions of Euros) Impregilo group The paragraph “Alternative performance indicators” in the “Other information” section gives a definition of the financial statements indicators used to present the group’s highlights.

1,433.5 1,322.2

15 97.0 91.6 149.7 55.3 Revenue EBIT Profit 1st half 2008 1st half 2009

1,023.5

824.8 856.0 782.3

42.6 (167.6) Equity

Net invested Net financial capital position (indebtedness)

31 December 2008 30 June 2009

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Group highlights

CONSOLIDATED INCOME STATEMENT

(Euro/m) 1st half 2009 1st half 2008 Revenue 1,433.5 1,322.2 Costs (1,313.4) (1,194.0) Gross operating profit (EBITDA) 120.1 128.2 EBITDA % 8.4% 9.7% Operating profit (EBIT) 91.6 97.0 R.o.S. 6.4% 7.3% Net financing costs (1.0) (30.9) Net gains on investments 2.9 68.7 Profit before tax (EBT) 93.5 134.8 Income tax (36.5) (27.9) Profit from continuing operations 57.0 106.9 Profits (losses) from discontinued operations (1.0) 40.6 16 Profit attributable to owners of the parent 55.3 149.7

STATEMENT OF CONSOLIDATED FINANCIAL POSITION

(Euro/m) 30 June 2009 31 December 2008 Non-current assets 546.0 417.8 Goodwill 58.9 58.9 Assets classified as held for sale, net 372.0 384.3 Provisions for risks, post-employment benefits and employee benefits (203.3) (211.3) Other non-current assets, net 44.3 65.0 Net tax assets 182.3 224.2 Working capital 23.4 (156.7) Net invested capital 1,023.5 782.3 Equity 856.0 824.8 Net financial position (indebtedness) (167.6) 42.6 Debt/Equity 0.20 n.a. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 ORDER BACKLOG

Construction, Engineering & Plant Construction

June 2009 December 2008 (Euro 9,171 million) (Euro 8,928 million)

10% 13%

90% 87%

Construction Engineering & Construction Engineering & Plant Construction Plant Construction

Concessions

June 2009 December 2008 (Euro 11,236 million) (Euro 7,393 million) 7% 0% 9% 4% 2% 1%

86% 91%

Motorways Energy Aqueducts Hospitals Motorways Energy Aqueducts Hospitals

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Group highlights

ORDER BACKLOG BY GEOGRAPHICAL AREA

Construction, Engineering & Plant Construction

June 2009 December 2008 (Euro 20,407 million) (Euro 16,321 million)

49% 46%

51% 54%

Italy Abroad WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 INTERIM DIRECTORS’ REPORT - PART I 19

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Directors’ report - Part I

ANALYSIS OF IMPREGILO GROUP’S FINANCIAL POSITION AND RESULTS OF OPERATIONS FOR THE SIX MONTHS

This section includes the group’s reclassified income statement and reclassified statement of financial position, as well as a breakdown of its net financial indebtedness at 30 June 2009. It also includes a summary of the main changes in the income statement, compared to that for the six months ended 30 June 2008, and in the statement of financial position, in comparison with the related figures at 31 December 2008. Unless indicated otherwise, figures are provided in millions of Euros and those shown in brackets relate to the corresponding period of the previous year, for the income statement, and at 31 December 2008, for the statement of financial position. The paragraph “Alternative performance indicators” in the “Other information” section gives a definition of the financial statements indicators used to present the group’s financial position and results of operations for the six months.

20 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 GROUP PERFORMANCE

Reclassified income statement of Impregilo group

(Euro/000) Note (**) 1st half 2009 1st half 2008 Change Operating Revenue 1,400,235 1,290,954 109,281 Other revenue 33,314 31,251 2,063 Total revenue 11 1,433,549 1,322,205 111,344 Costs 12 (1,313,431) (1,194,017) (119,414) Gross operating profit (EBITDA) (*) 120,118 128,188 (8,070) EBITDA % (*) 8,4% 9,7% Amortisation and depreciation 12 (28,548) (31,196) 2,648 Operating profit (EBIT) (*) 91,570 96,992 (5,422) Return on Sales (*) 6,4% 7,3% Financing income (costs) and gains (losses) on investments Net financing costs 13.1 (984) (30,928) 29,944 21 Net gains on investments 13.2 2,906 68,726 (65,820) Net financing costs and net gains on investments 1,922 37,798 (35,876) Profit before tax (EBT) 93,492 134,790 (41,298) Income tax 14 (36,462) (27,916) (8,546) Profit from continuing operations 57,030 106,874 (49,844) Profits (losses) from discontinued operations 15 (1,024) 40,635 (41,659) Profit for the period 56,006 147,509 (91,503) Non-controlling interests (726) 2,151 (2,877) Profit attributable to owners of the parent 55,280 149,660 (94,380)

(*) The paragraph in the section on "Other information" of the directors' report gives a definition of these indicators. (**) The note numbers refer to the specific notes to the condensed interim consolidated financial statements, where the items are analysed in detail.

Revenue The group recorded total revenue for the first six months of 2009 of euro 1,433.5 million (euro 1,322.2 million), up roughly 8.4% on the corresponding period of 2008. The increase in business volumes was attributable to the Construction segment and, specifically, progress on certain foreign contracts. It was, moreover, positively affected by seasonal factors which will cease to impact the results in the second half of the year.

Operating profit (EBIT) The group’s operating profit was euro 91.6 million (euro 97.0 million) for a return on sales (R.o.S.) of 6.4% (7.3%). The Construction and Concessions segments contributed euro 86.5 million (R.o.S. of 9.8%) and euro 29.1 million (R.o.S. of 42.4%), respectively. The Engineering & Plant Construction segment’s operating loss came to euro 5.5 million compared to a loss of euro 1.1 million in the corresponding period of 2008.

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Directors’ report - Part I

The group’s other activities made an operating loss of euro 2.6 million (substantial break even for the first half of 2008), while the corporate structure’s net costs came to euro 16.0 million (euro 18.4 million).

Financing income (costs) and gains (losses) on investments The group recorded net financing costs of euro 1.0 million (euro 30.9 million) while net gains on investments amounted to euro 2.9 million (euro 68.7 million). The decrease in the net financing costs is mainly due to the following: • greater gains on the sales of securities of euro 33.8 million compared to the corresponding period of 2008. As described in the 2008 Annual Report, these gains were achieved by taking advantage of currency mismatches of money markets in relation to certain South American currencies, whose official exchange rates with some strong currencies, including the US dollar, are fixed artificially; • higher net exchange rate losses (including fair value losses on financial instruments) of euro 6.0 million compared to the losses for the first half of 2008. This was due to the Engineering & Plant Construction segment’s exposure to Persian Gulf currencies (approximately euro 3.6 million) and the Construction segment’s exposure to South American currencies (approximately euro 2.4 million) for which 22 hedges cannot be agreed at reasonable conditions; • smaller other costs and financial expense of euro 2.1 million. Net gains on investments came to euro 2.9 million for the six months. The result for the corresponding period of 2008 included the gain on the sale of the Brazilian associate Ponte de Pedra S.A. of euro 67.5 million.

Profits (losses) from discontinued operations This item shows losses of euro 1.0 million for the period (profits of euro 40.6 million) related to the USW Campania projects. The 2008 first half year figure had benefitted from the outstanding contractual financial components for the sale of the Chilean concession company Costanera Norte S.p.A., which had been appraised in that period.

Non-controlling interests Non-controlling interests in the subsidiaries contributed negatively to the profit for the period attributable to the owners of the parent (euro 0.7 million). The contribution for the corresponding period of 2008 was a positive euro 2.2 million. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 THE GROUP’S FINANCIAL PERFORMANCE

Reclassified statement of financial position of Impregilo group

(Euro/000) Note (*) 30 June 2009 31 December 2008 Change Non-current assets 1 546,019 417,758 128,261 Goodwill 1.4 58,890 58,890 - Assets classified as held for sale, net 2 371,955 384,300 (12,345) Provision for risks 3 (170,489) (177,885) 7,396 Post employment benefits and employee benefits 4 (32,836) (33,419) 583 Other non-current assets, net 5 44,336 65,034 (20,698) Net tax assets 6 182,272 224,248 (41,976) Inventories 62,829 59,408 3,421 Contract work in progress 724,812 707,609 17,203 Advances on contract work in progress (534,664) (713,111) 178,447 Receivables 957,400 1,038,310 (80,910) 23 Payables (1,105,390) (1,236,671) 131,281 Other current assets 248,059 276,206 (28,147) Other current liabilities (329,651) (288,419) (41,232) Working capital 7 23,395 (156,668) 180,063 Net invested capital [a] 1,023,542 782,258 241,284 Equity attributable to owners of the parent 851,216 820,652 30,564 Minority interests 4,776 4,182 594 Equity [b] 8 855,992 824,834 31,158 Net financial position (indebtedness) [c] 9 (167,550) 42,576 (210,126) Total financial resources [d] = [b]-[c] 1,023,542 782,258 241,284

(*) The note numbers refer to the notes to the condensed interim consolidated financial statements where the items are analysed in detail.

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Directors’ report - Part I

Net invested capital This item increased by euro 241.3 million on the previous year end to euro 1,023.5 million at 30 June 2009. The increase in net invested capital is mainly due to the factors listed below. • An increase of approximately euro 75.6 million in net non-current assets and of approximately euro 20 million in non-current liabilities due to the concession costs to be paid after one year following acquisition of the concession for management of the Ayrton Senna toll motorway infrastructure by the subsidiary, Primav Ecorodovias S.A. (described in the section on the Concessions segment later in this report). The short-term portion of the concession costs led to an increase in other current liabilities of approximately euro 41 million, with the related decrease in working capital. • An increase in the group’s share of Primav Ecorodovias’ non-current assets of euro 34.2 million compared to the end of 2008, due to the significant appreciation of the Brazilian real against the Euro. • The group invested another euro 14.4 million in this subsidiary’s non-current assets while the Brazilian group recorded amortisation and depreciation of euro 11.5 million for the period. • Continuation of activities on certain foreign large-scale Construction contracts, together with the capital injections made for new 24 acquisitions, led to new net investments in non-current assets, including financial, of roughly euro 20.0 million. • A euro 12.3 million decrease in net non-current assets (liabilities) held for sale, which includes the additional investments of euro 26.5 million made during the six months to finish the Acerra waste-to-energy plant, for which the group received advances of euro 38.9 million from the commissioner in the same period. • A euro 7.4 million decrease in the provisions for risks, following occurrence of the liabilities for which the provisions had been set up in previous years. • A euro 42.0 million decrease in net tax assets, due to normal changes in the amounts of direct and indirect taxes for the period and collection of approximately euro 29.2 million of indirect tax credits and euro 9.9 million of direct tax credits. These amounts had been claimed for reimbursement in previous years. • A euro 180.1 million increase in working capital, net of the above decrease related to acquisition of the Ayrton Senna concession by Primav Ecorodovias, which is due to a number of ordinary factors directly tied to the group’s operations, the key ones of which are: a) increase in production for certain foreign contracts of the Construction and Engineering & Plant Construction segments, for which the related progress billings will be issued after period end and which led to a temporary increase in net work in progress (including use of the related advances, when provided for, and the change in inventories) of euro 124.4 million and euro 70.6 million for the Construction and Engineering & Plant Construction segments, respectively; b) decrease in receivables of euro 80.9 million, mainly due to collections by the Construction segment for certain large-scale contracts which are nearing completion; c) utilisation of advances (through production) paid to Engineering & Plant Construction segment suppliers of euro 19.5 million; d) decrease in payables of euro 131.3 million, including euro 26.8 million related to the Construction segment and euro 84.0 million to the Engineering & Plant Construction segment, mainly due to payments made during the six months. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Net financial position Net financial indebtedness at 30 June 2009 amounts to euro 167.6 million compared to a net financial position of euro 42.6 million at the end of 2008, a net decrease of euro 210.1 million. This difference, net of the effects of working capital, is due to certain significant factors, including: • payment of dividends of euro 33.5 million to the holders of ordinary and savings shares, as resolved by the shareholders in their meeting of 29 April 2009; • acquisition of the concession for the Ayrton Senna toll motorway infrastructure by the subsidiary, Primav Ecorodovias, in June 2009, in addition to other investments which led to additional debt of approximately euro 29 million compared to 31 December 2008 (for Impre- gilo group’s share); • the significant appreciation of the Brazilian real compared to the 2008 year-end rates, which generated an increase in the group’s total debt in that area of approximately euro 20 million. Impregilo gave guarantees in favour of unconsolidated group companies of euro 17.8 million securing loans granted by banks. This amount is substantially in line with the previous year. 25 The group’s net financial indebtedness at 30 June 2009 is summarised in the following table.

Net financial position of Impregilo group

(Euro/000) Note (*) 30 June 2009 31 December 2008 Change Non-current financial assets 9.1 - 54 (54) Other current financial assets 9.2 42,034 47,171 (5,137) Cash and cash equivalents 9.3 820,004 944,880 (124,876) Total cash and other financial assets 862,038 992,105 (130,067) Medium/long-term bank loans 9.4 (298,061) (258,734) (39,327) Bonds 9.5 (57,090) (55,222) (1,868) Finance lease payables 9.6 (1,600) (1) (1,599) Total medium/long-term indebtedness (356,751) (313,957) (42,794) Current portion of bank loans and current account facilities 9.4 (599,468) (543,452) (56,016) Current portion of bonds 9.5 (8,805) (1,903) (6,902) Current portion of finance lease payables 9.6 (458) (33) (425) Total short-term indebtedness (608,731) (545,388) (63,343) Derivatives (with positive fair value) 9.7 934 4,153 (3,219) Derivatives (with negative fair value) 9.7 (6,576) (7,168) 592 Other financial receivables 9.8 - 23,480 (23,480) Other financial payables 9.8 (58,464) (110,649) 52,185 Total other items in net financial indebtedness (64,106) (90,184) 26,078 Net financial position (indebtedness) (167,550) 42,576 (210,126)

(*) The note numbers refer to the specific notes to the condensed interim consolidated financial statements, where the items are analysed in detail.

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 INTERIM DIRECTORS’ REPORT - PART II WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 PERFORMANCE BY BUSINESS SEGMENT

This section provides an analysis of the main results and most significant events that affected the operations of the group and its companies during the six months, broken down by business segment. Corporate, coordination and supervision of Impregilo S.p.A.’s main investments; this is carried out by a central unit forming part of the parent; Construction, business headed by Impregilo S.p.A.; Engineering & Plant Construction, business headed by FISIA Italimpianti and FISIA Babcock Environment (Germany); Concessions, business coordinated by Impregilo International Infrastructures (the Netherlands) and carried out through subsidiaries and associates; Imprepar, slated for disposal, headed by Imprepar S.p.A. in liquidation. The tables on the following pages highlight the contribution of the individual business segments to the consolidated results, and provide a breakdown of net invested capital by business segment. The remaining waste disposal activities in the Campania region (“USW Campania projects”) are discussed in a separate section of this report.

The group has started to apply IFRS 8 - Operating segments starting from 2009. This standard replaces IAS 14 - Segment reporting.It 27 requires an entity to report segment information based on information about the components of the entity that management uses to make decisions about operating matters, with respect to both the identification of operating segments and measurement of the related financial statements items. Adoption of this standard has not implied any changes in the presentation of data or the measurement of financial statements items allocated to the different segments.

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Directors’ report - Part II

Performance in the period by business segment (Euro/000) Construction Engineering & Plant Concessions Construction (**) Operating Revenue 860,246 467,942 67,924 Other revenue 24,945 4,677 662 Total revenue 885,191 472,619 68,586 Costs Purchases, subcontracts and other operating expenses (678,627) (442,546) (17,740) Personnel expenses (107,266) (33,573) (9,886) Provisions and impairment losses 2,139 (379) 96 Total costs (783,754) (476,498) (27,530) Gross operating profit (loss) (EBITDA) (*) 101,437 (3,879) 41,056 EBITDA % (*) 11.5% n.a. 59.9% Amortisation and depreciation (14,899) (1,669) (11,944) Operating profit (loss) (EBIT) (*) 86,538 (5,548) 29,112 Return on Sales (*) 9.8% n.a. 42.4% Profits (losses) from discontinued operations - - - 28 (*) The paragraph in the section on "Other information" of the directors' report gives a definition of these indicators. (**) Since 2009, the Engineering & Plant Construction segment has included the results of Shanghai Thermal Power Energy, which are as follows for the six months (Impregilo's share in thousands of Euros): Reveue 6,268 EBITDA 2,898 EBIT 1,817 These results were included in the Concession segment's figures in 2008.

Statement of consolidated financial position as at 30 June 2009 by business segment (Euro/000) Impregilo Engineering & Plant Construction (*)

Non-current assets, net 315,351 55,493 Goodwill (eliminated on consolidation) 211,400 Total non-current assets 315,351 266,893

Assets (liabilities) classified as held for sale - - Provisions for risks, Post-employment benefits and employee benefits and other non-current assets (liabilities) (101,498) (8,228)

Net tax assets Working capital 97,063 154,758

Net invested capital 310,916 413,423

'(*) The Engineering & Plant Construction segment includes the net invested capital at 30 June 2009 of euro 34.406 thousand of Shanghai Thermal Power Energy (Impregilo's share). WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 USW Campania Imprepar Consolidation Corporate costs Total projects adjustments (unallocated items) - 5,246 (1,123) - 1,400,235 582 4,461 (2,013) - 33,314 582 9,707 (3,136) - 1,433,549

(2,821) (6,372) 2,283 (4,864) (1,150,687) (767) (197) 873 (10,944) (161,760) - (2,719) 1 (121) (983) (3,588) (9,288) 3,157 (15,929) (1,313,430) (3,006) 419 21 (15,929) 120,119 n.a. 4.3% n.a. n.a 8.4% (12) - (1) (24) (28,549) (3,018) 419 20 (15,953) 91,570 n.a. 4.3% n.a. n.a 6.4% (1,024) - - - (1,024) 29

Concessions USW Campania Imprepar Consolidation Total projects adjustments and unallocated items 376,073 832 994 (143,834) 604,909 (211,400) - 376,073 832 994 (355,234) 604,909

- 397,617 - (25,662) 371,955

(30,295) (27,817) 13,564 (4,717) (158,989)

182,271 182,272 (49,631) (230,632) 25,217 26,620 23,395

296,147 140,000 39,775 (176,722) 1,023,542

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Directors’ report - Part II

CORPORATE

Corporate activities are centralised within the parent Impregilo S.p.A. and mainly relate to the following: • coordination, control and strategic planning of the group’s activities; • centralised planning and management of human and financial resources; • management of administrative, tax, legal/corporate and institutional communications requirements; • administrative, tax and management support to group companies. The net cost of corporate activities amounts to euro 16.0 million (euro 18.4 million).

Risk areas Tax litigation During 2008, the parent commenced a dispute with the Milan tax office about an assessment challenging the tax treatment of impairment

30 losses and losses in 2003 of certain investments held by the parent in that year. The most significant issue relates to the parent’s sale of its entire investment in the Chilean concession company Costanera Norte S.A. to Impregilo International Infrastructures N.V. in 2003. The parent has challenged the unlawfulness of the criteria adopted by the tax office to determine the “normal value” of the sale. The office redetermined the alleged transfer value using the consideration paid by third parties which acquired the concession company in 2006 as a base, limiting itself to discounting this consideration over the period from the sale date in 2006 to the date of the previous transfer from Impregilo to Impregilo International Infrastructures. This is to demonstrate the greater tax that it claims should have been paid. Before the dispute was commenced, Impregilo had fully demonstrated with the related documentation the correctness of the method adopted in 2003, which had, moreover, been approved by an independent appraisal at the time of the sale. However, the tax office had not considered this documentation. At the date of the original sale, the Chilean concession company was still “constructing” its infrastructure and had only just commenced (without having completed) the activities aimed at obtaining financing to complete these works. During the preliminary stage of the dispute, Impregilo obtained a new, independent appraisal of the disputed transfer price to support its calculation. This was prepared by a leading international advisory firm. It also informed the tax office that another investment in the Chilean concession company then held by SIMEST S.p.A., a state-owned company, had also been transferred to Impregilo International Infrastructures in April 2004 for a substantially equal consideration (given the different investment percentages) to that being disputed. Despite these arguments, the local commission (first level) rejected Impregilo’s case without specifying why, fully accepting the tax office’s claims and ordering the company to pay the assessed tax, interest and fines of approximately euro 52 million. This measure was appealed against before the second level court. The related hearing was held on 10 July 2009 and the ruling has not yet been handed down. As already stated in the year before the proceedings commenced, the parent’s legal counsel agrees with it that there are valid reasons to hold that the greater tax imposed by the tax office is ungrounded, deeming that the unfavourable first level ruling was deficient in terms of the reasoning, based moreover on illegitimate arguments and without objective grounds. Therefore, Impregilo has not made any provision therefor in its condensed interim consolidated financial statements at 30 June 2009. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 CONSTRUCTION

Impregilo S.p.A. heads the Construction business segment, which encompasses all projects relating to the construction of large-scale infrastructure, such as dams, hydroelectric plants, motorways, railways, underground railways, underground works, bridges and similar works. The business segment recorded revenue of euro 885.2 million (euro 761.1 million) with an operating profit of euro 86.5 million (euro 92.2 million) and an R.o.S. of 9.8% for the period. The increase in production is due to the temporary speeding up of work on certain large-scale foreign contracts and several important Italian projects which are nearing completion. During the period, the Construction segment continued to manage many projects relating to the construction of large-scale infrastructure. In particular, the most noteworthy events that affected the period in relation to certain significant contracts, broken down by geographical segment, are the following.

Italy 31 High-speed/capacity Turin-Novara-Milan Railway Project This project includes two main railway lines, one running between Turin and Novara and the other between Novara and Milan, and is being carried out by a consortium in which Impregilo holds a 74.69% share, the C.A.V.TO.MI. consortium. In December 2006, the Main Test Certificate was issued for all the line and related work and almost all off-line work for the Turin-Novara line, approved by R.F.I. on 21 December 2007. During the first six months of 2009, negotiations were continued with the customer to finalise the additional agreement before the final tests are carried out. The related Final Test Certificate is expected to be issued during the year. Work continued on the Novara-Milan line during the period to complete the civil and technological line works and the off-line civil works. At 30 June 2009, work on this line was 92.6% complete.

High-speed/capacity Bologna-Florence Railway Project The project is being carried out by the C.A.V.E.T. consortium, 75.98% owned by Impregilo. The tunnel digging work was completed in previous years and work continued on the railway superstructure, technological systems and work for safety requirements during the period as well as the environmental clean-up of the sites where work was carried out. On 4 February 2009, as part of the tests of the working of the line, the international speed record for vehicles in tunnels was made by the Frecciarossa train belonging to Trenitalia S.p.A.. This was an Italian record as well. The project was 96.9% complete at 30 June 2009.

Mestre Motorway Connector Project This project covers the design, project management and construction of the motorway connector in Mestre. Impregilo has a 42% investment in the work. On 6 August 2007, the first section of the connector road was opened consisting of 5 km of motorway and 3 km of junctions and feeder roads.

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Directors’ report - Part II

In December 2008, Additional Act no. 2 to the contract was signed, formalising the variation for the development of an executive plan, the carrying out of environment work (the “Passante Verde”) and the execution of certain changes to the motorway route. In February 2009, following delivery of 85% of the works to the customer, the Mestre Motorway Connector was opened to the public. This was in advance of the dates set in the contract. Construction of the remaining part of the works was continued during the period and is slated for completion during the first half of 2010. At 30 June 2009, the project was 93.3% complete.

Salerno - Reggio Calabria Motorway Project: Lots 5 and 6 This project relates to the improvement and upgrading of the last section of the Salerno-Reggio Calabria motorway, between Gioia Tauro and Scilla (Lot 5) and between Scilla and Reggio Calabria (Lot 6). Impregilo’s share of the contract is 51%. There were no significant changes for Lot 5 with respect to that set out in the directors’ report at 31 December 2008, apart from the recommencement of the works in February 2009. Work was 48.7% complete on this lot at 30 June 2009. 32 Work continued to be partially suspended on Lot 6, partly due to the investigation commenced by ANAS (the Italian National Roads Authority) and the local administrative bodies to identify a solution to the traffic interruptions caused by the work. As a result, the general contractor presented its reservations to the customer. Negotiations are ongoing to settle the different disputes. No significant work has been carried out on this lot compared to the situation at 31 December 2008.

New offices of the Lombardy Regional Authorities The contract, awarded in 2006, is for the works to be performed for the new offices of the Lombardy Regional Authorities in Milan on behalf of Infrastrutture Lombarde S.p.A.. The new offices will be located between Via Melchiorre Gioia and Via Restelli on an area of 33,700 square metres as part of the project to redevelop the Garibaldi-Repubblica area. The contract involves the construction of a complex consisting of four modern buildings with a sinusoidal shape and a 160-metre high central tower, incorporating a square covered by a transparent roof. Construction work commenced in the last few months of 2006 and the project was 60.6% complete at 30 June 2009.

Bridge crossing the Messina Strait and roadway and railway connectors from Calabria to Sicily In March 2006, as representative of the joint venture created for this project, Impregilo signed a contract with Stretto di Messina S.p.A. for its engagement as general contractor for the definitive project, executive plans and construction of the Strait of Messina Bridge and related roadway and railway connectors. This contract is worth a total of euro 3,900 million. A bank syndicate also signed the financial documentation required in the General Specifications after the joint venture won the tender, for the concession of credit lines of euro 250 million earmarked for this project. The customer was also given performance bonds of euro 239 million, as provided for in the contract. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 The joint venture headed by Impregilo S.p.A. (with a 45% share) also includes Spain-based Sacyr S.A. (18.70%), Società Italiana per Condotte d’Acqua S.p.A. (15%), Cooperativa Muratori & Cementisti-C.M.C. of Ravenna (13%), Japan’s Ishikawajima – Harima Heavy Industries CO Ltd (6.30%) and Consorzio Stabile A.C.I. S.c.p.A. (2%). In 2006, as provided for by contract, a special purpose entity named “Eurolink S.c.p.A.” was set up for this project. As project leader, Impregilo holds 45% thereof. During the period, the customer and the special purpose entity signed an agreement covering, inter alia, their joint commitment to carrying out the executive plans of the bridge to be presented before 30 June 2010. At the date of this report, the customer has not yet issued the Initial Works Order.

High-speed/capacity Milan-Genoa Railway Project The project for the construction of this railway line was assigned to Consorzio CO.C.I.V. as general contractor with the TAV (as concession grantor on behalf of Ferrovie dello Stato)/COCIV agreement of 16 March 1992. Impregilo is the project leader. Following enactment of Law decree no. 7/2007, subsequently converted into Law no. 40 of 2 April 2007, the F.S./TAV concession was cancelled affecting the agreement between TAV and the general contractor. Before enactment of the aforesaid Law decree, the consortium had commenced an arbitration 33 proceeding as per the original contract for the contractual non-compliance of the customer. In April 2007, it appealed to the Lazio Regional Administrative Court against the measures adopted in compliance with the above law. On 12 July 2007, the Lazio Regional Administrative Court suspended all the measures which cancelled the agreement for the high- speed/capacity Milan - Genoa railway line, pursuant to Law no. 40/2007. It deferred the related preliminary ruling on the compliance of the cancellation measure with EU legislation to the European Court of Justice. With its order of 9 October 2007, the Council of State both confirmed the deferral of the decision to the European Court of Justice and allowed the appeal made by R.F.I. and TAV against the suspension ordered by the Lazio Regional Administrative Court.

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Directors’ report - Part II

However, in June 2008, Law decree no. 112/2008 (converted into Law no. 133 of 6 August 2008) reinstated the F.S/R.F.I. concessions, previously revoked by the implementing Law no. 40/2007, including that for the CO.C.I.V. project. Following this measure: - the consortium discontinued its appeal to the Lazio Regional Administrative Court and, therefore, the hearing for the preliminary ruling before the European Court of Justice was cancelled; - the arbitration tribunal deferred the hearing originally set for 22 July 2008 to 10 September 2008 and then to 15 October 2008 for the filing of the fourth brief. On the latter date, the arbitration tribunal set the date for another hearing (29 October 2008). In this meeting, the parties extended the date for the handing down of the award to 31 December 2010 to the tribunal should a court-appointed expert be appointed. This expert was appointed by the tribunal which also extended the deadline for the filing of the award to 30 April 2011, as requested by the parties. In addition, following the above Law decree no. 112/2008 converted into Law no. 133/2008 and the resolution whereby the CIPE assigned euro 500 million for the works in March 2009, the parties commenced preliminary discussions to ascertain whether it is possible to start work again and to discontinue the ongoing arbitration hearing as a result. 34 Given the complexity of the matter, it is not currently possible to foresee its outcome with any reasonable certainty.

Abroad Venezuela - Caracas - Tuy Medio Railway Project The project consists of the civil works and electromechanical works for the approximately 42-km long railway line between Caracas and the Tuy industrial area. The civil works have been entrusted to the Contuy A consortium, in which Impregilo holds 36.4%, while the supply of rails and railway materials and the installation of electrification and control systems have been entrusted to the Contuy C consortium (Impregilo share: 100%). The first stage of the work was completed on 15 October 2006 with the inauguration of the project and the works had been mostly completed at the end of 2008. They were finalised during the period and the customer issued the provisional acceptance certificate of the works in June 2009.

Venezuela - Puerto Cabello - La Encrucijada Railway Project This project consists of the construction of civil works of the railway line along approximately 110 km, connecting Puerto Cabello and La Encrucijada. The activities presently underway relate to the preparation of the executive plan, digging and tunnel lining work, construction of the understructure and laying of the viaduct foundations. At 30 June 2009, work was 48.3% complete. Work is slated to be completed by April 2013, as per the recently updated programme. An additional contract was signed in June 2006 for works on the railway superstructures of seven stations, two logistics centres and two car parks as well as the maintenance of railway materials for euro 664 million. The executive plan is currently being drawn up and should be ready by the end of 2009. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Venezuela - San Juan de los Morros – San Fernando de Apure Railway and Chaguaramas – Cabruta Railway Project On 5 June 2006, an Italian joint venture, comprising Impregilo S.p.A., Astaldi S.p.A. and Ghella S.p.A., each with equal shares of 33.33%, signed two contracts with the Independent Railroad Institute of the Bolivarian Republic of Venezuela (IAFE). The contracts relate to the construction of two new railway lines, “San Juan de los Morros- San Fernando de Apure” (252 km) and “Chaguaramas - Las Mercedes- Cabruta” (201 km). The projects are scheduled for completion within 76 months of work start-up and include the laying of 453 km of new lines. They also comprise the design and installation of a railway superstructure, with the construction of 11 stations and 9 logistics centres. Work, started in 2007, continued during the period for the “San Juan de los Morros - San Fernando de Apure” line. The access portals are being prepared and tunnel excavation is underway while the preliminary work for the foundations of the line’s viaducts has been started. The project was 12.1% complete at 30 June 2009. Construction, started at the end of 2006, continued for the “Chaguaramas - Cabruta” line with progress made on all fronts during the period. The civil works are under construction and the preliminary works for construction of a viaduct have been started. This project was 19.4% complete at 30 June 2009. 35

Greece - Acheloos River Deviation Tunnel Project This project relates to the construction of a 17.4-km long hydraulic tunnel with an underground diameter of 7.1 metres and the construction of related works, such as roads and access tunnels. During the third quarter of 2008, the partner Empedos transferred its share of the works to Impregilo group with the consent of the customer. This means that Impregilo group now has full responsibility for the construction contract. Work continued at a faster pace than that forecast at the end of 2008 during the period. It had been severely slowed down in the past due to the difficult geological situation. At 30 June 2009, 98.6% of the work was complete.

Greece - Thessalonica Underground Railway Project This project relates to the construction of the automated underground railway in Thessalonica. The contract was signed in 2006 and Impregilo is involved in the civil works together with the Greek construction company, Aegek S.A., and Seli S.p.A.. The project entails the construction of an automated light underground railway with the excavation of two 9.5-km tunnels and 13 new underground stations. To date, work continues to be behind schedule due to a dispute with the customer about the design and delay in delivery of areas by it. At 30 June 2009, 17.0% of the work was complete.

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Directors’ report - Part II

Order backlog The order backlog at 30 June 2009 for the Construction segment is as follows:

(Impregilo's share is shown in millions of Euros) Area/country Project Residual backlog Percentage Percentage of at 30 June 2009 of total completion High speed 238,8 3% Italy Bridge over Messina Strait 1,732.1 21% 0.6% Italy Mestre connector road 21.8 - 93.3% Italy Salerno-Reggio di Calabria motorway, Lot 5 264.4 3% 48.7% Italy Salerno-Reggio di Calabria motorway, Lot 6 224.3 3% 11.4% General Contracting 2,242.7 27% Italy GTB 2.7 - 93.6% Italy Genoa underground 3.3 - 91.6% Italy Highway 36/Milan motorway connector 161.9 2% 19.6% Italy Frana Spriana 1.6 - 94.1% Italy Consorzio Torre 87.4 1% 60.6% Italy Pedemontana Veneta 632.7 8% 0.1% Italy Work to complete Ravedis tank 14.9 - 22.0% 36 Italy Pedemontana Lombarda - Lot 1 395.5 5% 1.4% Italy Riviera Scarl 7.3 - 27.8% Italy Centro Culturale Libico 1.2 - 53.5% Italy TEM 450.0 5% 0.0% Italy SGF 3.2 - Other work in Italy 1,761.8 21% Total Italy 4,243.3 51% Greece Athens underground - new section 14.0 - 63.5% Greece Achelos river deviation tunnel 1.5 - 98.6% Greece Thessalonica underground railway 244.9 3% 17.0% Switzerland Transalp Tunnel 92.5 1% 68.5% Switzerland CSC 172.6 2% Europe 525.4 6% Dom. Republic Consorzio Acquedotto Oriental 0.9 - 99.4% Dom. Republic Guaigui hydraulic plant 36.3 - 2.9% Venezuela Puerto Cabello - Contuy Ferrocarriles 577.5 7% 48.3% Venezuela Puerto Cabello - Contuy Ferrocarriles stations 246.7 3% 4.3% Venezuela Caracas - Tuy Medio A railway 0.1 - 100.0% Venezuela Chaguaramas railway 269.2 3% 19.4% Venezuela San Juan de Los Morros railway 692.1 8% 12.1% Venezuela OIV Tocoma 446.0 5% 32.2% Ecuador Mazar 14.4 - 91.9% Colombia Sogamoso 34.6 - - Brazil Serra Do Mar 3.8 - 85.3% Argentina Filiale Argentina 0.7 - USA Vegas Tunnel - Lake Mead 278.6 3% 12.3% Americas 2,600.9 31% Africa Rivigo 40.8 - Africa Lidco 634.5 8% Africa Ingula 206.9 3% 9.9% Africa SGF - Il nuovo Castoro 8.3 - Africa 890.5 11% Total Abroad 4,016.8 49% Total Construction 8,260.1 100% WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 The Construction segment’s order backlog increased by euro 495.6 million on the end of 2008. Foreign contracts grew by 7.3% on 31 December 2008, with a foreign order backlog that rose from euro 3,742.5 million at 31 December 2008 to euro 4,016.8 million at 30 June 2009.

Acquisition of new contracts Switzerland – roadworks In January 2009, Impregilo won the tender for the construction of a tunnel in Roveredo, in the Grigioni canton in Swizerland through its Swiss subsidiary CSC Impresa Costruzioni S.A.. The contract assigned by the Swiss Federal Roads Office (USTRA) is worth approximately Sfr 120 million (approximately euro 80 million at current exchange rates). CSC is the leader of the consortium with the Swiss companies Frutiger AG and PraderLosinger AG. Work on the 2.4-km San Fedele tunnel is the main part of the Roveredo ring road and entails the rerouting of the N13 national road which goes through the city centre to an underground route.

37 Italy – Milan outer east by-pass In February 2009, following the bid made by the joint venture comprising Impregilo (project representative), TEM (Tangenziali Esterne di Milan), the motorway management companies Autostrade per l’Italia, Milano - Serravalle - Milano Tangenziali, Satap (Torino-Alessandria- Piacenza motorway), the finance company Banca Infrastrutture Innovazione e Sviluppo, companies Itinera, Pavimental, Coopsette, Unieco, CMB, CMC, Pizzarotti and engineering companies Spea, Sina, Milano Serravalle Engineering, Proiter, Technital and Girpa, an agreement with Concessioni Autostradali Lombarde was signed for the design, construction and management of the Milan outer east by-pass on a project financing basis. The agreement includes construction of a new toll road section which will link the Milan-Venice A4 motorway at Agrate Brianza to the Milan-Bologna A1 motorway at Melegnano on a route of approximately 33 kilometres. The by-pass will mostly run through the province of Milan (roughly 25.6 km) and, to a small degree, the province of Lodi (roughly 7.4 km). The contract includes the construction of three motorway links and seven exits with non-urban roads. The road will be above ground level for approximately 23.6 km, underground for approximately 5.5 kilometres, in a viaduct for approximately 1.8 km and in artificial tunnels for approximately 2.1 kilometres. The total investment outlay approximates euro 1.5 billion. Impregilo’s share of the contract is roughly euro 450 million for the works.

South Africa - Ingula hydroelectric plant The procedures for the participation of Impregilo, CMC of Ravenna and a local company in construction of a hydroelectric plant in South Africa were finalised in March. Impregilo has a 40% share of the project (“Ingula Pumped Storage Scheme”) which is worth approximately euro 600 million. It consists of the construction of a generating and pumping plant with a total installed capacity of 1100 MW which will generate electricity at peak times and reuse the water pumping it into the upper reservoir during times of less demand. Specifically, the contract entails underground civil works, including the installation of four pump-turbines, intake and outlet tunnels, discharge wells, penstocks, the plant cavity and transformers, access tunnels to the different units and the intake works up and down stream.

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Directors’ report - Part II

Libya - Infrastructural works in Tripoli and Misurata At the end of June, Impregilo Lido (a company owned by Impregilo - 60% - and Libyan Development Investment Co) finalised three engineering and construction contracts with the Libyan Ministry of Housing and Infrastructural works for infrastructure and urbanisation works in the cities of Tripoli and Misurata. The contracts are worth approximately euro 360 million. The works mainly consist of the renovation of public services for the power, sewage, telephone and water supply networks of the two cities. Specifically, work in Tripoli will take place in an area of roughly 1,770 hectares between the sea and Jamahiriya Street while the work in Misurata will be based in the city centre of roughly 300 hectares and an outer city area, which has still to be urbanised (in the Gouchi zone), of roughly 580 hectares.

Risk areas Hydroelectric plant in Kali Gandaki - Nepal This project was carried out by a joint venture headed by Impregilo. It was completed in previous years. The plant was delivered to the 38 customer and is currently operating. However, disputes are still pending in relation to the recovery of receivables and to claims made by the customer for compensation and counterclaims. The necessary impairment losses on receivables and the related accruals to the provisions for risks were made in previous years.

Arbitration with the customer Arbitration hearings are currently ongoing for a total value of euro 30 million (at current exchange rates). These include the requests for extending the contractual term (over euro 22.5 million) and for recognition of price adjustments (over euro 3.3 million). The relevant arbitration bodies (Dispute Review Board, Additional Dispute Review Board and Claim Review Panel) have already ruled favourably on most of the disputes. The customer has appealed against the rulings of the above bodies, presenting claims for damage from the joint venture for a total amount of approximately euro 27 million. In April 2009, the arbitration tribunal confirmed the findings of the bodies against which the customer had appealed with respect to the extension of the contractual term, which were in favour of the joint venture. Negotiations are currently taking place with the customer to identify an out-of-court solution to the dispute while awaiting the rulings about the price adjustments and additional claims made by the customer.

Contractual guarantees and additional customer claims In addition to the above claims, in July 2003, the customer began enforcement proceedings on contractual guarantees for euro 21.2 million. However, the enforcement proceedings were suspended following the first level judgement of the local court, which ordered the customer to suspend enforcement until the final outcome of the arbitration proceedings. The customer agreed for the guarantees to be extended until September 2009. After period end and following the arbitration tribunal’s ruling in favour of the joint venture (as above), the release of the contractual guarantees was formally requested. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Considering the developments described above, the overall status of the disputes has evolved in the group’s favour. At present, although the situation is no longer a significant risk for the group and while awaiting the final settlement of the disputes with the customer, the group has not amended its previously made provisions.

Proceedings with the Court of Florence - C.A.V.E.T. As part of a number of disputes that the Tuscan judiciary authorities had raised against C.A.V.E.T. and certain directors and managers of the consortium in connection with the Bologna - Florence high speed/capacity railway works, penal proceedings nos. 10221/99 and 4923/00 RGNR were commenced in previous years followed by other proceedings. The main charges raised against the consortium included, inter alia: • water theft from the water bed during excavation of the tunnels and subsequent use of such water during construction; • impoverishing and damaging of surface and underground water sources; • illegal traffic of toxic waste during the elimination of soil, rocks and mud which the consortium had treated as if such materials were not “waste”. 39 The consortium has always sustained that it operated in compliance with the law and, specifically: • with respect to the alleged water theft, in addition to the fact that the issue is no longer punishable by law, the consortium holds that it acted in compliance with the contractual conditions and design specifications agreed with the customer; • with respect to the alleged damaging and impoverishing of the water bed, the consortium holds that, as above, it acted in full compliance with the customer’s instructions and diligently and that, therefore, the penal charges made by the prosecutor are ungrounded. The current situation of the water drainage in this area (Tuscany) following finalisation of the tunnels is in line with the designs and as agreed during the Services Conference. As a result, should the actual damage be proven and quantified during the later stages of the proceeding, it deems that such damage would not be attributable to the consortium but to the design specifications and complex characteristics of the works carried out on behalf of the customer. Therefore, the customer should be directly accountable for any consequences; • with respect to the alleged illegal traffic of waste, classification of materials such as rocks and earth (which the authority considers to be “waste”) complies with the contamination limits set by Law no. 443 of 21 December 2001 for the purposes of their exclusion from the definition as “waste”. The consortium is able to prove this, also on the basis of specific technical appraisals. The first level penal hearing closed with the ruling of 3 March 2009 in which the Pontassieve section of the Florence Court: • deferred the acts to the Constitutional Court for the “water theft”. This was contrary to the line taken by the Supreme Court and the ruling issued on 6 June 2008 by the same Florence Court as part of the proceedings for the high capacity/speed Bologna - Florence works, which reiterated the depensalisation of this crime; • acquitted the parties of the wilful damage of the water bed and surface water sources pursuant to article 530 of the Criminal Procedural Code as this is not covered by the law as a crime; • found the parties guilty of the waste management crimes (unauthorised management of waste, non-reclamation, organised illegal traffic of waste).

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As part of this ruling, additional interdictive sanctions were approved for the individuals involved to the same extent as the main sanctions. These payments are subject to execution under entry of judgement. The court also ordered reclamation of the environment and compensation of the damage incurred by the civil parties, payment of which is to be quantified by a civil judge. It issued a final ruling for moral prejudice to be compensated to private environmental associations of euro 15,000.00. These rulings will only become effective after finalisation of the merits hearing, ie, with completion of the appeal court hearing pursuant to article 605, II paragraph of the Criminal Procedural Code and, therefore, the civil payment hearing cannot be started before that date. The court also handed down an interim general payment order in favour of the civil parties to compensate them which is effective immediately. Specifically, the civil parties are the Ministry for the Environment, the Tuscany Regional Authorities and the Florence Municipal Authorities which are due to receive euro 50 million each, plus additional amounts to other civil parties of approximately euro 0.2 million. The effectiveness of the court’s rulings about the interim compensation is subject to the lodging of the grounds for the ruling, for which the court has reserved a period of 90 days from the ruling’s publication date. The defendants’ legal counsel has already presented appeals with concurrent requests for the suspension of the interim rulings. 40 The sums do not represent a calculation of the damage either in terms of an estimate or accurate calculation thereof, but are to protect the civil parties which cannot however consider them as definitively obtained unless a final penal ruling is issued after which an independent civil hearing would have to take place to quantify the damage. At the date of preparation of this report, it is not possible to determine either the amount of the alleged damage to third parties or when any damages will be paid as the ruling would only be valid after hearings at all three levels have been heard. The consortium’s lawyers agree with it that its correct conduct can be clearly demonstrated in the appeal hearing. They are confident that the sentence will be substantially changed, including with respect to the negative charges made by the first level hearing. Based on these considerations, no specific accruals were made in the condensed interim consolidated financial statements at 30 June 2009. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 ENGINEERING & PLANT CONSTRUCTION

The Engineering & Plant Construction segment, headed by FISIA Italimpianti and FISIA Babcock Environment (Germany), includes the operations of plants for the desalination of sea water, fume treatment and waste-to-energy processes, as well as environmental services (contamination clean-up), urban solid waste (USW) disposal, sea clean-up activities and coastal protection. Beginning from 2009, the Engineering & Plant Construction segment includes the Chinese company Shanghai Pucheng Thermal Power Energy Co. Ltd, 50% held by FISIA Babcock and consolidated on a proportionate basis. Up until 31 December 2008, this company was included in the Concessions segment. The Engineering & Plant Construction segment’s order backlog solely includes the contractual amounts of the engineering contracts and environment services. It does not include the Chinese company’s estimated future revenues. In order to present the group’s future revenue, this figure has been maintained in the Concessions segment in the graphs set out in the section on the group’s highlights of this report. The general data related to transactions with the grantor are summarised below:

Country Company % of Installed Pop. Stage Start End 41 investment voltage served date date China Shanghai Pucheng Thermal Power Energy Co. Ltd 50.00 17 mw 1.6 m active 2004 2034

The business segment’s revenue amounted to euro 472.6 million for the six months (euro 473.7 million) and the operating loss (EBIT) totalled euro 5.5 million (euro 1.1 million). As noted in earlier reports, the critical factors which arose in 2008 continue to adversely affect the segment’s profitability. The status of the main contracts of FISIA Italimpianti is as follows: • Jebel Ali L2 desalination plant (Dubai - U.A.E.): this contract was awarded in May 2005 and provides for the construction of four desalination units for a total of 55 million gallon/day to be delivered in the second half of 2009. The contract was 97.1% complete at 30 June 2009. • Al Taweelah B desalination plant (Abu Dhabi – U.A.E): this is a desalination plant of four units that process a total of 70 million gallon/day. Work started in September 2005 and the contract was 99.0% complete at 30 June 2009. • Ras Abu Fontas B2 desalination plant (Doha-Qatar): work commenced on this combined 30 million gallon/day desalination plant/600 MW electricity generation plant in October 2005 to be completed in 21 months as part of a consortium with General Electric (supplier of the electricity generation plant). Negotiations are in place with the customer and the partner for their responsibility for the delays which had led to continuation of the works after the contractually set dates. FISIA had already fully provided for this situation in 2008. Two distillers were delivered during the six months and the common works were finished. At 30 June 2009, the contract was 86.6% complete.

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• Jebel Ali M desalination plant (Dubai – U.A.E.): this contract was awarded in March 2007 and subsequently integrated with two variations in May 2007 for a total of 140 million gallon/day to be delivered before June 2010. Procurement of the supplies and agreement of the main tender contracts continued during the six months. Concurrently, the civil works were continued and the company started to construct the distillers. At 30 June 2009, the contract was 79.5% complete.

• Ras Abu Fontas A1 desalination plant (Qatar): the contract was signed in May 2007 for construction of a 45 million gallon/day plant. Assembly and work continued during the period and a new delivery schedule is being negotiated with the customer. At 30 June 2009, the contract was 84.8% complete.

• Shuaiba desalination plant (Kuwait). The contract was signed in July 2007 for construction of a 45 million gallon/day plant in 34 months. Procurement of the supplies and execution of the main civil and mechanical tender contracts continued during the six months. At 30 June 2009, the contract was 68.6% complete.

The subsidiary FISIA Babcock, active in the fume treatment and waste-to-energy sectors, saw an about-turn in the previous production growth trend of 2008 during the six months (-34% on the corresponding period of 2008). Over half of its production (roughly 60%) relates to the construction of waste treatment plants with the remainder relating principally to fume treatment plants. 42 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Order backlog The Engineering & Plant Construction order backlog at 30 June 2009 is as follows:

(Euro/m) Area/country Project Residual backlog Percentage Percentage of at 30 June 2009 of total completion FISIA Italimpianti Middle East Jebel Ali L2 5.8 1% 97.1% Middle East Jebel Ali L1 0.8 - 99.6% Middle East Taweelah B 3.2 - 99.0% Middle East Ras Abu Fontas B 27.3 3% 86.6% Middle East Jebel Ali M 154.9 17% 79.5% Middle East Ras Abu Fontanas A1 49.4 5% 84.8% Middle East Shuaiba North 101.9 11% 68.6% Middle East Other 3.8 - n.d. Desalination 347.1 38% Italy Porto Marghera 84.4 9% 62.6% Italy Other 4.7 1% n.d. Clean-ups, management and other 89.1 10% 43 Total FISIA Italimpianti 436.2 48% FISIA Babcock Middle East Shuaibah FGD 3.9 - 87.0% Germany Datteln REA 20.0 2% 40.0% Germany Neurath ESP 14.6 2% 60.0% Germany Moorburg - ESP 31.1 3% 7.0% Germany Karlsruhe EDP 9.0 1% 24.0% Germany Manheim Block 9 RRA 65.6 7% 2.0% Netherlands Maasvlakte Block 3 REA 36.4 4% 2.0% Sud America Puerto Coronel FGD 4.2 - 74.0% Other Italy 2.3 - Other Abroad 5.4 1% Fume treatment 192.5 21% Germany RZR Herten II WtE 9.7 1% 93.0% Germany Heringen WtE 3.5 - 94.0% Germany Mönkeloh WtE 30.0 3% 4.0% Germany Krefeld WtE 61.9 7% 26.0% Germany Ruhleben Wte 107.0 12% 3.0% Norway Kristiansand 34.8 4% 38.0% Italy Other Italy 24.5 3% Other Abroad 7.2 1% Waste-to-energy 278.6 31% Other 4.0 - Totale Fisia Babcock 475.1 52% TOTAL ENGINEERING & PLANT CONSTRUCTION 911.3 100%

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Acquisition of new contracts In June 2009, FISIA Babcock Environment GmbH, the international leader of the waste treatment plant construction and industrial fume treatment sector, won a new contract for the engineering and construction of an urban solid waste-to-energy incineration plant for Berlin. The contract, called by the German capital’s municipal authorities, is worth more than euro 100 million. The plant, located on the banks of the Spree river, has the most cutting edge and secure technologies currently available: a single 40 tonnes/hour incinerator and energy recovery line to burn solid urban waste, an air-cooled grate-firing system which is one of the largest in the world, an overall thermal capacity of 90 MWt and a highly efficient fume elimination system.

Risk areas The considerable slow-down in industrial production seen in international markets due to the generalised financial crisis, which began in the second half of 2008, continues to be highly critical for the markets in which FISIA Italimpianti, the company which heads the segment, operates. Prices of oil and its derivatives only started to grow in the second quarter of 2009 and the Persian Gulf countries, which have oil- based economies and which are the key markets in which FISIA Italimpianti works, have not yet recommenced their development programmes 44 halted in 2008 in an organised manner. This has critical repercussions on the company’s order backlog, which is completing contracts acquired in previous years while the acquisition of new orders has been deferred. It is successfully developing new projects based on cutting edge technologies for the desalination sector, which may be used in new and different geographical locations to those in which the group is traditionally active, even though significant feedback in terms of results will only be obtained in future years. Due to this situation and the ongoing difficulties arising from FISIA Italimpianti’s and FISIA Babcock Environment’s involvement in the USW Campania projects, mainly related to construction of the Acerra (Naples) waste-to-energy plant (described in more detail in the section on “Non-current assets held for sale and discontinued operations”), FISIA Italiampianti has been obliged to reorganise its structure while the parent is financially committed to assisting the company in order to maintain its leadership position in its market and to effectively exploit the signs of recovery expected to be seen in the next 12 - 18 months. With respect to the two companies’ exposure as part of the USW Campania projects, the directors are reasonably certain that the inventories and receivables relating to the construction of the waste-to-energy plant in Acerra and to outstanding progress billing, along with the receivables arising from management of the RDF plants, are recoverable based on the amounts and negotiations underway with the government commissioner for the waste emergency in Campania. Reference should be made to the section on “Non-current assets classified as held for sale and discontinued operations” for further details. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 CONCESSIONS

Group activities in this business segment relate to the management of investments in numerous subsidiaries and other investees, almost entirely abroad, which hold concessions mainly for the management of motorway networks, plants that generate energy from renewable sources, electricity transmission, integrated cycle water systems and the management of non-medical hospital service activities. The following tables summarise the key figures of the Concessions backlog at period end, split by business segment.

MOTORWAYS Country Concession % of Total Stage Start End company total Km date date Brazil Primav Ecorodovias 35.00 holding Ecovias Dos Imigrantes 35.00 176 active 1998 2023 Ecovia Caminho Do Mar S.A. 35.00 137 active 2000 2021 Ecosul S.A. 31.50 623 active 2001 2026 Ecocataratas S.A. 35.00 387 active 2001 2026 45 Ecopistas (Ayrton Senna) 35.00 135 active 2009 2039 Italy Tangenziale Esterna S.C.A. 15.50 33 Not yet active Pedemontana Veneta S.C.A. 20.05 90 Not yet active Argentina Iglys S.A. 98.00 holding Autopistas Del Sol 19.82 120 active 1993 2020 Caminos de las Sierras S.A. 90.52 395 active 1998 2023 Puentes del Litoral S.A. 26.00 59.6 active 1998 2023 Mercovia S.A. 60.00 18 active 1998 2023

ENERGY FROM RENEWABLE SOURCES

Country Concession % of Installed Stage Start End company total voltage date date Argentina Yacylec S.A. 18.67 T line active 1994 2088 Enecor S.A. 30.00 T line active 1992 2088

INTEGRATED WATER CYCLE Country Concession % of Pop. Stage Start End company total served date date Argentina Aguas del G. Buenos Aires S.A. 42.58 210 k liquidation Italy Mediterranea delle Acque S.p.A. 5.11 active unlimited Peru Consorcio Agua Azul S.A 25.50 740 k active 2002 2027

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HOSPITALS

Country Concession % of No. of Stage Start End company total beds date date Great Britain Impregilo Wolverhampton Ltd 20.00 150 k medical visits active 2002 2032 Ochre Solutions Holdings Ltd 40.00 220 active since 2009 2005 2038 Impregilo New Cross Ltd. 100.00 holding

CAR PARKS Country Concession % of No. of Stage Start End company total parks date date Great Britain Impregilo Parking Glasgow Ltd 100.00 1,400 active 2004 2034

As illustrated in the table summarising performance by business segment, the operating profit of the Concessions segment amounted 46 to euro 29.1 million (euro 24.4 million), equal to 42.4% of revenue which came in at euro 68.6 million for the six months (euro 83.5 million). This section summarises the main events that affected the major Concessions segment companies in the first six months of 2009.

Brazil The group is active in Brazil in the motorway concessions and logistics sector via its jointly controlled subsidiary Primav Ecorodovias S.A.. The motorway concessions sector’s performance was better than that of the corresponding period of 2008, mainly due to the acquisition of the concession company Ecocataratas S.A., executed in February 2008, and the rise in “light” traffic volumes. These positive contributors were partly offset by the slight decrease in heavy traffic but led to an increase in both EBITDA and EBIT. Revenue earned by Primav Ecorodovias S.A., determined in proportion to the group’s investment therein, amounted to euro 54.7 million (euro 51.8 million) while the operating profit came in at euro 27.4 million (euro 25.8 million), equal to 50.0% (49.8%) of revenue. In June, Primav Ecorodovias group agreed a contract with ARTESP (the agency which regulates public transport in the state of San Paolo) for the management of the Ayrton Senna/Carvalho Pinto motorway under concession. The motorway, named after the late Formula 1 racing driver, Ayrton Senna, is 135 kilometres long and carries traffic of roughly 20 million vehicles a year. It links the city of Sao Paolo with Taubatè in the direction of Rio de Janiero, enabling access to the region’s main tourist destinations and Sao Sebastiao port. The concession contract has a thirty-year term and commits Ecorodovias to paying the grantor roughly R$ 600 million and investing approximately R$ 900 million to upgrade and partly extend the motorway network and construct another seven kilometres. Ecorodovias group expects to earn revenue of approximately R$ 8.0 billion (approximately euro 2.8 billion) over the contract’s term. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 It will manage more than 1.500 kilometres of motorway in Brazil thanks to this new concession with total traffic of approximately 75 million vehicles/year. Impregilo group has accordingly strengthened its policy of expanding into the motorway concession sector, thus managing more than 2,000 kilometres of motorway in South America.

Argentina The Argentine market, where the Concession segment is active in motorway management and electrical energy transmission, still presents significant critical issues due to the non re-negotiation of contracts in line with the Argentine monetary policy and the local authorities’ policy of freezing tariffs following the economic crisis which began at the end of 2001. The subsidiary Mercovia S.A. continued its activities recording a substantially break even result while the situations for the concession companies Caminos de Las Sierras S.A., Puentes de Litoral S.A. and Aguas del Gran Buenos Aires S.A. continue to be critical. The latter companies have pending local disputes (aimed at obtaining suitable tariffs and compensation for damages) and international arbitrations with the central government bodies. With respect to Caminos de Las Sierras, the grantor has approved a limited tariff adjustment beginning from this period. While it will not allow the concession company to return to a stable financial position, it has at least allowed the subsidiary to record an operating 47 profit for the six months. At the date of preparation of this report, no significant events had taken place with respect to the above proceedings. Therefore, the group has maintained the impairment losses already recognised in previous financial statements.

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Italy Italy – Milan outer east by-pass As described in the section on the Construction segment, following the proposal presented by the joint venture headed by Impregilo as representative, a contract was signed with Concessioni Autstradali Lombarde in February 2009 for the concession for the engineering, construction and management of the Milan outer east by-pass (under project financing). The infrastructure management contract has a term of 50 years starting from when the works are completed, slated for six years including the engineering stage. Based on traffic surveys, Impregilo should receive approximately euro 2.4 billion from the infrastructure management contract.

Pedemontana Veneta toll highway With respect to the concession for the engineering, construction and management of the Pedemontana Veneta toll highway awarded to the joint venture headed by Impregilo in December 2007, the Council of State accepted the appeal presented by Consorzio SIS, which failed in a first level hearing before the Veneto Regional Administrative Court. 48 The appeal judge rejected the interlocutory appeal made at first level by Impregilo and allowed by the Veneto Regional Administrative Court while it accepted the principal appeal made at first level by SIS and not examined by the Veneto Regional Administrative Court following acceptance of the interlocutory appeal. The Council of State thus cancelled the awarding of the tender to Impregilo and has established that the Veneto Regional Authorities shall award the contract to Consorzio SIS. The group is currently preparing an appeal for revision to be presented to the Council of state to ascertain the wrongness of its decision and an appeal to be presented to the Supreme Court about jurisdiction issues.

Risk areas The risk areas basically relate to the group’s subsidiaries and associates operating in Argentina. The group carried out specific appraisals of the situation in the past and updated them to reflect the above developments. To date, no additional critical issues have come to light. The 100% impairment losses on the carrying amounts of the group’s investments in the associates Puentes de Litoral S.A. and Aguas del Gran Buenos Aires S.A. and loans due from them have been maintained. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 IMPREPAR – IMPREGILO PARTECIPAZIONI S.p.A. (IN LIQUIDATION)

Performance Liquidation of the company continued during the six months in line with the guidelines set out in the plan, updated at the end of 2008. The net invested capital of Imprepar and its subsidiaries, which at 31 December 2008 amounted to euro 41.9 million, decreased slightly during the period, coming in at euro 39.8 million at 30 June 2009. The key events of the six months include: • the agreement between SACE and a joint venture, set up by Imprepar and Salini, for a project in Africa, for which the joint venture collected receivables, approximately euro 1.0 million of which due to Imprepar; • the sale of an investment in Cogefar Cameroun S.A. to third parties for roughly euro 0.7 million; • the agreement of an out-of-court settlement with the Catania hospital whereby the company will collect euro 6.3 million starting from June 2009.

These positive effects were offset by the updated estimates for the ongoing litigation. The companies headed by Imprepar recorded a profit 49 for the period of euro 2.3 million, mainly due to the interest accrued on the company’s liquidity. They reported a net financial position for the period of euro 112.4 million at 30 June 2009. Guarantees given to third parties decreased by euro 2.2 million, from euro 54.1 million at 31 December 2008 to euro 51.9 million at 30 June 2009.

Risk areas The company is currently involved in a large number of legal cases and out-of-court disputes for which the total amount claimed by it (including requested amounts and claims) exceeds euro 370 million (31 December 2008: euro 375 million), while the total nominal amount claimed by counterparties is greater than euro 214 million (31 December 2008: euro 210 million). As reported in previous years, many of the claims to/by the company relate to the same dispute and should be assessed together as part of the individual project to which they relate. It cannot be excluded that additional events may come to light in the future that are not currently foreseeable despite the attention paid to any changes that might alter the risk profile of each dispute. These may require further adjustments to be made.

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NON-CURRENT ASSETS CLASSIFIED AS HELD FOR SALE AND DISCONTINUED OPERATIONS

I. USW CAMPANIA PROJECTS: THE SITUATION AT 30 JUNE 2009 As already described in detail in previous reports, Impregilo group became involved in the urban solid waste disposal projects in the Province of Naples and other provinces in Campania at the end of the 1990’s through its subsidiaries FIBE and FIBE Campania (the “companies”). From 2000 to 2003, the companies completed the construction of the RDF plants, built for them by other Impregilo group companies, namely FISIA Italimpianti and FISIA Babcock Environment (for the electromechanical parts) and Impregilo Edilizia e Servizi (for the civil works) and took the steps necessary to produce RDF and store it temporarily until the waste-to-energy plants were ready. Over the years, the situation began to become increasingly critical due to the following main factors: • non-commencement by the Campania Regional Authorities of the scheduled separated waste collection with the related agreed volumes, an essential factor underpinning the project and service contracts agreed by the companies with the government commissioner; • inadequate landfill areas made available by the government commissioner; • commencement of activities at the Acerra waste-to-energy plant, which should have commenced as per the contract in early 2001, only in August 2004 following the extraordinary intervention of more than 450 policemen who cleared the work areas occupied since January 2003 by demonstrators; 50 • the Santa Maria La Fossa waste-to-energy plant only obtained the E.I.V. (environmental impact valuation) in 2007, although activities should have started there concurrently with those at Acerra; • on 12 May 2004, the Naples Public Prosecutor seized the plants with their concurrent release on attachment bond as part of proceedings which included investigation of the directors of the group companies involved in the project (FIBE, FIBE Campania and FISIA Italimpianti) and top management of the commission; • an increasing number of municipalities, companies and inter-municipality consortia started to not pay the tariffs due to the companies for the treatment of their waste with the result that the companies saw a significant rise in receivables leading to the inevitable financial tension; • given this critical situation, the banks that had granted FIBE project financing to construct the RDF plants and waste-to-energy plant at Acerra suspended all further disbursements (they had granted euro 173.5 million); moreover, the negotiations aimed at agreeing similar funding for the RDF plants and waste-to-energy plant of FIBE Campania (at Santa Maria La Fossa) were interrupted; these circumstances worsened the two companies’ financial positions and that of the entire Impregilo group (as FISIA and Impregilo Edilizia e Servizi were engaged to build the RDF plants and the waste-to energy plants and FISIA also provided plant management services). Given this situation, beginning from early 2005, measures and procedures were adopted at top institutional levels following the direct involvement of the Italian government to return the project to its original status and normal operating conditions. Specifically: • the overdue receivables for the waste tariffs through to 31 December 2004 should have been recovered following issue of Law decree no. 14 of 17 February 2005 (converted into Law no. 53 of 15 April 2005) whereby the Cassa Depositi e Prestiti should have ensured payment of the outstanding amounts under a specific procedure of roughly 60 days; • recovery of the receivables overdue after that date should have taken place by the appointment of ad acta commissioners by the extraordinary government commissioner using its powers assigned by the Prime Minister’s order (“OPCM”) no. 3397 of 28 January 2005; WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 • the problems related to the judicial seizure of the plants would have been resolved by implementation of a “Programme for structured and management actions for RDF plants” prepared by the commissioner and subject, for certain aspects, to the approval of the Naples public prosecutor, which should have allowed their release from seizure within six months as per the “Conformity Deed” signed by FIBE and FIBE Campania;

• With respect to the availability of the landfill areas, the government commissioner issued an order on 7 December 2004 for the Monte Sarchio landfill and another for the Campania landfill on 1 April 2005. These orders substantially established that, upon the closure of the then used landfills, two new sites in the Campania region would be set up and used to ensure at least one year of regular performance of the project and giving rise to the concurrent reasonable belief that the issue of the landfills could be managed positively after that time period.

Based on these assumptions, the directors of both FIBE and FIBE Campania approved a business plan for the period of the service on a going concern basis.

However, a number of events took place in the following months that significantly negatively altered the assumptions inferred from the legal and administrative measures. Specifically: 51

• the Cassa Depositi e Prestiti had not yet shown any signs of applying the measures set out in Law decree no. 14/2005 (converted into Law no. 53/2005) many months after its issue and, therefore, the receivables overdue at 31 December 2004 were still outstanding with further problems about the collection of those that became due in 2005;

• following social-political agreements, the government commissioner had delayed the use of one of the two previously authorised landfills and had not allowed preparation of the second. This implied that, in order not to disrupt services, FIBE and FIBE Campania had to use private landfills outside the region fully bearing the very high and unplanned disposal and transportation costs from April. No feedback from the commissioner was received about their request for reimbursement;

• meanwhile, the government commissioner, with a writ of summons of May 2005, took legal action claiming compensation from FIBE, FIBE Campania and FISIA for alleged damage being the costs it incurred in the past to transport waste outside the region (subsequent sections of this report give more information about this dispute);

• the banks that had given the first instalment of euro 173.5 million of the project financing agreed with FIBE not only confirmed that they would not provide the rest of the financing but also formally requested that the project financing structure be dismantled as it was no longer considered suitable given the critical situation of the USW Campania project.

In this situation, Law decree no. 245 (converted into Law no. 21 of 27 January 2006) was issued on 30 November 2005 and became applicable on 15 December. It: a) terminated the contracts between FIBE S.p.A., FIBE Campania S.p.A. and the extraordinary government commissioner for the Campania Waste Emergency on an ope legis basis “without prejudice to any claims arising from the terminated contracts” (article 1.1); b) required the commissioner to:

(i) identify “urgently”, with a “swift EU” procedure, the new parties to which the waste disposal service for Campania should have been awarded, taking over the contracts from FIBE and FIBE Campania (article 1.2);

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(ii)`construct “the landfills ... continue work to build the waste-to-energy plants at Acerra and Santa Maria la Fossa” (article 6.2); c) provided that responsibility for and the cost of managing the USW Campania project be transferred to the commissioner, pending the identification of new providers of the waste treatment service during the transition period, without prejudice to FIBE and FIBE Campania’s obligation to provide the service against their right to claim payment from the commissioner’s office of expenses and costs incurred in this regard (article 1.7, as modified by the aforesaid Law decree no. 263/2006); d) set specific regulations for: (i) “speeding up the procedure to obtain payment” of the waste disposal tariffs (article 2); (ii)“guaranteeing that the separate waste collection objectives are met … and resolution of the current emergency situation” (article 5). In order to assist the tender procedure described in paragraph “b.i”, FIBE and FIBE Campania complied with the commissioner’s request in March 2006 to formalise a sale promise, irrevocable until 30 September 2006 (“statements of promises to sell”). They thus committed themselves to selling the following assets to the commissioner (or parties indicated by it upon the outcome of the tender): • the waste-to-energy plant in Acerra at its carrying amount on 15 December 2005, increased by additional entries made by the current 52 owner FIBE for work carried out and to capitalise financial expense and technical costs in the period between 16 December 2005 and the payment date; • the land on which the waste-to-energy plant of Santa Maria La Fossa is to be constructed, owned by FIBE Campania, for its carrying amount at 15 December 2005; • sundry equipment used to manage the waste treatment plants and RDF stocking sites, owned by FIBE, FIBE Campania and FISIA Italimpianti, at their carrying amount at 15 December 2005; • the RDF stocking sites and related stocked materials of FIBE and FIBE Campania at their carrying amount at 15 December 2005; this amount did not include two stocking sites not recognised by the commissioner; in addition, the promises to sell provided that part thereof may be decreased by a maximum of 15%. The tenders published on 31 March 2006 also provided that the parties would have had to pay FIBE and FIBE Campania for the right to use the RDF plants (which are owned by the government commissioner) the “unamortised costs incurred by the previous providers of the service up until 15 December 2005”. The tender called on 31 March 2006 was not awarded since only two bids were presented, one of which by a non-eligible bidder. With respect to this situation, the public institutions involved showed their intention to begin a new procedure, calling bids from throughout the European Union and committing themselves to conducting the procedure in a significantly shorter time span than the previous one. They asked FIBE and FIBE Campania to renew their “statements of promises to sell” as described above. This request was accepted and the statements were renewed until 31 March 2007. In August 2006, the tender for the allocation of the urban solid waste disposal services for the Campania region was called again. The assets to be sold and the amounts were unchanged from the previous tender. Given the continued critical waste situation in the region, the government issued two law decrees aimed at resolving it. Specifically:

a) Law decree no. 263 of 9 October 2006 (converted into Law no. 290 of 6 December 2006) which, inter alia: WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 (i) appointed a new commissioner, the head of the Civil Protection Department, who reported directly to the President of the Council of Ministers (article 1.1); (ii) cancelled the tender called in August 2006 (article 3.1); (iii) required the new commissioner to redefine “the conditions for allocation of the waste disposal service in Campania” (article 3.1); (iv) amended Law no. 21/2006 establishing that the current holders of the contract are required to continue to provide the service until the tender is closed, and this “considering the necessary transfer of duties to the new holders, including those related to personnel and any movable and immovable property that should be transferred, given their use, age and maintenance” (article 3.1-bis); (v) provided for measures aimed at ensuring the effective separate collection of urban solid waste (article 4); (vi) extended the transition period for the waste emergency situation in Campania until 31 December 2007 (article 1.1); b) Law decree no. 61 of 11 May 2007 (converted into Law no. 87 of 5 July 2007) which, inter alia: (i) opened, “also to avoid new emergency situations”, new sites to be used as landfills (article 1.1); (ii) requested the commissioner to identify “urgently … also by directly engaging parties other than the current service providers ... the best possible solutions for the treatment and disposal of waste and possible disposal of waste bales” (article 2); 53 (iii) requested the commissioner to adopt “a plan for introduction of an integrated waste cycle in Campania” (article 9). On 5 July 2007, concurrently with the issue of the aforesaid legal measure, a new extraordinary commissioner for the waste emergency in Campania was appointed, namely the Naples Prefect. Following specific requests presented by FIBE and FIBE Campania, on 10 August 2007, the new commissioner provided for the speeding up of the process aimed at reimbursing the two companies the costs incurred by them to manage the service which they had not yet received and for the direct payment by its offices of personnel expenses and subcontracting costs related to the provision of the service by them. In Autumn 2007, the commissioner recommenced the procedures for the preparation of a new tender to identify an USW service operator. To overcome the problems that beset the previous tenders, the commissioner started an in-depth preliminary survey of the actual situation of the plants and equipment as well as the related labour required to provide the service under tender. It was assisted in this by FIBE and FIBE Campania. This survey was based on formats that reflected those underlying the original contracts with FIBE and FIBE Campania that had been terminated: a) geographical: the survey focused on two areas: the Province of Naples and other provinces; b) technical: the existing RDF plants and the Acerra waste-to-energy plant, still under construction. A new tender was called in December 2007 for solely the USW disposal service in the Province of Naples. At the start of the first quarter of 2008, the commissioner received expressions of interest from two major industrial groups active in the waste treatment and energy generation sector. After having requested and obtained an extension of the tender until the end of January 2008, they withdrew from the procedure, communicating their doubts about the existence of both suitable guarantees from the body calling the tender about the availability of landfills for the waste from the RDF processing and suitable certainty about the availability of the benefits provided for under measure “CIP6” for the Acerra waste-to-energy plant under construction for the sale of electricity generated by the plant at favourable tariffs.

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Given this situation and the further worsening in the waste collection and disposal emergency in the region, the Prime Minister issued orders nos. 3656 and 3657 of 6 February and 20 February 2008, respectively: (i) the first confirmed the benefits provided for by measure “CIP6” for the Acerra waste-to-energy plant: these benefits were confirmed by Law no. 31 of 28 February 2008 whereby, during conversion of the “Milleproroghe decree” “for the plant ... in Acerra ... the government grants and incentives provided for by the Interministerial price committee resolution no. 6 of 29 April 1992 ... are due”; (ii) the second authorised the elimination of the waste treated by the RDF plants in the waste-to-energy plant under construction (both before and after termination of the contracts as per the aforesaid Law no. 21/2006) and currently stored in the region. After issue of these orders, the government intervened again directly enacting significant measures aimed at resolving the existing situation, including the allocation of the position as extraordinary commissioner for the waste emergency in Campania, which had been held to then by the under-secretary of state that reported to the Prime Minister, to the head of the Civil Protection Department. These measures were: a) Law decree no. 90 of 23 May 2008 and Law decree no. 107 of 17 June 2008, both converted into Law no. 123 of 14 July 2008. The conversion law, inter alia: 54 (i) confirmed FIBE’s obligation to complete the Acerra waste-to-energy plant (see article 6-bis.4); (ii) expressly authorised “use of the Acerra waste-to-energy plant” (see article 5.2) and combustion of the “eco-bales” (see article 5.1); (iii) authorised “construction of the Santa Maria La Fossa waste-to-energy plant” (see article 5.3) and “construction of a waste-to-energy plant in the Naples municipality” (see article 8.1); (iv) provided for the possible allocation of the benefit of the CIP 6 “for the waste-to-energy plants located in the Salerno, Naples and Santa Maria La Fossa municipalities” (see article 8-bis. 1); (v) definitively authorised Impregilo group’s exit from the waste disposal business, transferring “title” to the RDF plants “located in their municipalities” to the provincial authorities (see article 6-bis.1) and providing for “the involvement of the Armed Forces for the technical and operating management of the plants” (see article 6-bis.3); (vi) ordered “an assessment of the value” of the RDF plants and Acerra waste-to-energy plant “also for the possible purchase against consideration by the new service operator” and that the assessment of the RDF plants be carried out considering “their effective use, age and maintenance” (see article 6.1); (vii) ordered that “all the disputes […] about the waste management service be deferred to the exclusive jurisdiction of the administrative judge” (see article 4.1); b) Law decree no. 97 of 3 June 2008, converted into Law no. 129 of 2 August 2008 which, inter alia, required the Ministry for Economic Development, together with the Ministry for the Environment, to establish “the methods to provide government incentives, as per resolution no. 6 of 29 April 1992 of the Interministerial price committee, to the waste-to-energy plants located in the municipalities of Salerno, Naples and Caserta”; c) Order of the Prime Minister no. 3685 of 19 June 2008 which provided for, inter alia: (i) transfer of the “operating resources present in each plant” to the municipalities that gain title to the RDF plants; WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 (ii) taking over of the employees of the RDF plants (other than management) by the Provincial Authorities using term employment contracts; d) Decree no. 3299 of 30 June 2008 and letter no. 1882 of the same date, both issued by the under-secretary of state which, inter alia, include orders related to: (i) completion by FIBE of the Acerra waste-to-energy plant; (ii) transfer of management of the RDF plants to the municipalities. These measures are of fundamental importance given that, in short: a) the Acerra waste-to-energy plant must be completed by FIBE and will be operative within a few months as the first line was rolled out on 26 March 2009 followed by the second and third on 2 and 8 May 2009, respectively; b) combustion of the “eco-bales” is expressly provided for at this plant; c) an additional two waste-to-energy plants will be built, benefiting from CIP 6, like the Acerra waste-to-energy plant; d) management of the RDF plants has been definitively taken from FIBE and FIBE Campania and title thereto has been transferred to the Campania provincial authorities while they will be managed by the Armed Forces. 55 Following enactment of these measures, and as coordinated by the relevant commission offices, FIBE and FIBE Campania took steps to ensure they were fully implemented. Specifically: a) possession of all the plants and related assets by the relevant commission offices has been completed; b) in July 2008, the relevant authority commenced a preliminary investigation to identify the costs already incurred and not yet paid to third parties for work performed after the contracts had been terminated and the activities currently ongoing and required to complete the roll out of the Acerra waste-to-energy plant; c) after the due meetings with the trade unions, the procedure to decrease FIBE’s personnel and to transfer them to the relevant commissioner has been completed; d) a new operator has been identified for the management of the nearly operative waste-to-energy plant by the commissioner, namely a leading Italian company which currently owns other major waste-to-energy plants. In the last few months of 2008, the commissioner ordered the return of the individual assets given to the ad acta commissioners to the companies with a number of orders, based on an evaluation of their inoperability, pursuant to the Prime Minister’s Order no. 3693/2008. The companies challenged these orders before the relevant Lazio-Rome Regional Administrative Court, which accepted the appeal in its recent ruling no. 2537 of 13 March 2009, and ordered the quashing of the acts (see section III). The commissioner appealed to the Council of State against such ruling after the reporting date. In March 2009, the Prime Minister issued Order no. 3748 with the intention to “fully settle all aspects related to the transfer of waste to the Acerra waste-to-energy plant”. The order provides for the transfer of only waste produced and stored from the date on which the service contracts were terminated with the companies (15 December 2005) to this plant. No mention was made of the waste produced before this date. This order was promptly challenged before the Lazio Regional Administrative Court and a date for the relevant hearing has yet to be set.

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II. THE LITIGATION CURRENTLY PENDING FOR THE USW CAMPANIA PROJECTS

II.1 The administrative litigation A). In October 2006, FIBE and FIBE Campania took legal action before the Lazio Regional Administrative Court censuring the commissioner’s failure to comply with its obligations under Law decree no. 245/2005 (converted into Law no. 21/2006), namely: (i) recovery of amounts due by municipalities for waste disposal services outstanding at the date of termination of the contracts (15 December 2005); and (ii) identification of landfills for organic waste and stockpiles generated by the RDF plants and preparation and implementation of a plant maintenance plan. After accepting the precautionary motion presented by FIBE and FIBE Campania (in its ruling of 11 October 2006, confirmed by the Council of State on 7 November 2006), in its decision no. 3790 filed on 27 April 2007, the Court found that: (i) FIBE and FIBE Campania effectively provided the waste disposal service under the 2000 and 2001 contracts up until 15 December 2005;

56 (ii) due to the ope legis termination of the service contracts, FIBE and FIBE Campania “with effect from 15 December 2005 merely provided the service on behalf of the commissioner [waste disposal] and had definitively lost title thereto”; (iii) the commission was to complete the procedure aimed at meeting the companies’ requests within 45 days; (iv) an ad acta commissioner to take the necessary measures within a further 45 days, should the local administrative bodies not fulfil their obligations, would be appointed. The commissioner appealed against this ruling with the Council of State. Ruling no. 6057 of 28 November 2007 rejected the appeal, fully confirming the Lazio Regional Administrative Court’s ruling. B). The Lazio Regional Administrative Court recently confirmed the findings of its ruling no. 3790/2007 in its ruling no. 7280 of 23 July 2008. C). In December 2008, FIBE and FIBE Campania challenged a number of orders before the Lazio Regional Administrative Court whereby the parties appointed by the commissioner for technical and operating activities (Technical-operational head under Prime Minister’s order no. 3705/2008 and the ad acta commissioners for the provinces) obliged the companies to re-acquire possession of certain areas and storage sites, which such parties had acquired in August 2008, as these areas and stocking sites were not deemed necessary to provide the service. Following the hearing of 19 January 2009, the Court suspended the enforceability of the challenged measures and accepted the appeal made by FIBE and FIBE Campania in its ruling no. 84/09 on 4 March 2009, cancelling the challenged measures. The commission appealed against this ruling to the Council of State, without requesting the precautionary suspension of the challenged measures. D). FIBE and FIBE Campania appealed to the Lazio Regional Administrative Court again on 30 April 2009 disputing the commissioner’s slackness in completing the administrative procedures for the accounting and recognition of the costs incurred by the former service providers for the services provided as required by law during the transition period (16 December 2005 - 31 December 2007). They requested the Court to state the unlawfulness of this silence and to verify the commissioner’s obligation to finalise the procedure in a suitable timeframe, with the concurrent appointment of an ad acta commissioner that would take the measures required of the defaulting commissioner should the latter not respond within the set timeframe. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 E). In May 2009, the Lazio Regional Administrative Court heard the appeal of the order whereby only refuse produced and stored after the date of termination of the service contracts with the companies (15 December 2005) was to be transferred to the Acerra waste-to- energy plant. This appeal is of a tutioristic nature, as the group is convinced (assisted by its legal counsel) that the obligation to dispose of the waste produced and stored before 15 December 2005 (the “eco-bales”) remains solely with the commissioner.

* * * II.2 The civil litigation The government commissioner presented a writ of summons in May 2005 requesting compensation from FIBE, FIBE Campania and FISIA Italimpianti for alleged damage of approximately euro 43 million. During the hearing, the commissioner increased its claims to approximately euro 700 million, further to the additional claim for damage to its reputation, calculated to be euro 1 billion. The companies appeared before the court to dispute the claims made by the government commissioner and lodged a counterclaim requesting compensation for damage and sundry charges determined before the court of first instance for a total of euro 667.5 million, plus another claim for damage to their reputation of euro 1.5 billion. They also complained about the significant delay (compared to that provided for in the 2000 and 2001 contracts) in the release of the authorisations required to construct the waste-to-energy plants and the related delay in 57 the construction of such plants. These delays have led to both the lengthening of the temporary stocking periods of the produced “eco-bales” and an increase in the stocked “eco-bales” with the related need to find bigger stocking areas: circumstances that led to the incurring of greater costs by FIBE and FIBE Campania. In the same proceeding, the banks that issued FIBE and FIBE Campania’s performance bonds to the government commissioner, also requested that the commissioner’s claim be rejected. In addition, they requested to be held harmless by Impregilo from the commissioner’s claims. Impregilo appeared before the court and disputed the banks’ requests. The proceeding is still at a preliminary stage. At the hearing of 20 January 2009 to verify the correctness of the cross examination, the companies’ legal counsel raised the objection of the ordinary court’s jurisdiction as opposed to the administrative court (see earlier with respect to Law no. 123/2008). The judge has reserved its decision on this objection. In March 2009, the owners of one of the plots of land on which one of the temporary storage sites is located, title of which was definitively transferred to the commissioner, took action against FIBE Campania for recognition of the land lease payments of approximately euro 210 thousand, concurrently requesting that it be declared bankrupt. FIBE Campania presented itself in court, challenging the amount claimed given the recent legislation which had provided that the Campania Provincial Authorities take over the negotiations previously handled by the former service providers and concurrently presenting suitable bank guarantees for the amounts claimed. The claimants filed a withdrawal brief on 17 June discontinuing any appeal.

* * *

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II.3 The penal litigation In September 2006, the Public Prosecutor at the Court of Naples served Impregilo S.p.A., Impregilo International Infrastructures N.V., FIBE S.p.A., FIBE Campania S.p.A., FISIA Italimpianti S.p.A. and Gestione Napoli S.p.A. in liquidation with a “Notice of the conclusion of the preliminary investigations about the administrative liability of companies” related to the alleged administrative crime pursuant to article 24 of Legislative decree no. 231/2001 as part of a criminal case against several former directors and employees of the above companies, investigated for the crimes as per article 640.1/2.1 of the Penal Code in relation to the tenders for management of the urban solid waste disposal cycle in Campania. Following the preliminary hearing of 29 February 2008, the Judge for the Preliminary Hearing at the Court of Naples accepted the request for a hearing made by the Public Prosecutor. The first hearing for the merits of the case was held on 14 May 2008 and the proceeding is still ongoing. The Public Prosecutor requested the following precautionary measures relating to: • “assets”, pursuant to article 19 of Legislative decree no. 231/2001 (seizure: of the RDF production plants and Acerra waste-to-energy plant; approximately euro 43 million belonging to the Impregilo group companies; receivables of approximately euro 109 million due to FIBE and FIBE Campania from municipalities in the Campania region); and

58 • “interdiction”, pursuant to article 9 of Legislative decree no. 231/2001 (or: ban on negotiating with the public bodies; exclusion from subsidies, loans and similar assistance, ban on advertising goods and services). In its ruling of 26 June 2007, the Judge for the Preliminary Investigation ordered the preventive seizure of the profit from the alleged crime, estimated to approximate euro 750 million; specifically, the Judge ordered the preventive seizure of: • euro 53,000,000.00, equal to the amount advanced by the commissioner to construct the plants in provinces other than Naples; • the total amount of euro 301,641,238.98 for the regularly collected refuse tariffs; • certain, liquid and due receivables due from the municipalities and not yet collected of euro 141,701,456.56; • the expense incurred by the commissioner for the disposal of the USW and related processing at the RDF plants of euro 99,092,457.23; • euro 51,645,689.90 being the missing guarantee deposit, payment of which had been agreed to guarantee correct compliance with contractual obligations; • amounts received as premiums for the collection service performed on behalf of the commissioner and municipalities to be determined upon enforcement; • euro 103,404,000.00 being the value of the works carried out to build the Acerra waste-to-energy plant up to 31 December 2005. The Judge for the Preliminary Investigation also ordered that the companies are banned from contracting with the public bodies for one year with respect to waste disposal, treatment and waste-to-energy activities as an interdiction measure; this finished in June 2008. The precautionary measures ordered by the Judge for the Preliminary Investigation did not imply the expropriation of the assets but their “blocking” as they continued to be owned by the parties to which they “belonged” and could only be expropriated after the relevant rulings had been issued by the Court of Naples, the Court of Appeals and the Supreme Court. However, the precautionary measure was partly executed with the seizure of liquidity of approximately euro 124.8 million deposited by Impregilo, FISIA Italimpianti, FIBE and FIBE Campania with several banks as well as receivables of approximately euro 190 million of FIBE and FIBE Campania from local administrative bodies for activities performed prior to 15 December 2005. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 The seizure precautionary measure was appealed against on 7 July 2007. The Review Court however rejected the appeal on 24 July 2007. The precautionary seizure measure, confirmed by the Review Court, was appealed against with the Supreme Court on 5 November 2007. The Second Chamber of the Supreme Court, charged to hear the appeal, referred the relevant ruling to the United Chambers on 23 January 2008. On 27 March 2008, the United Chambers cancelled and deferred the seizure measure: a) on one side, confirming the principle whereby “the profit from the crime ... is the direct and immediate economic benefit of the crime and can be accurately calculated net of the effective use obtained by the damaged party, as part of the bilateral relationship with the body”; b) on the other, noting that neither the Judge for the Preliminary Investigation nor the Naples Review Court correctly applied this principle. Specifically, as the United Chambers stated: “the reasoning on which [the Review Court’s decision] is based, while considering the factual issues of the events examined, leads to partial and simplistic legal considerations with respect to the concept of “profit”, it does not take into account the notion as specifically set out and, based solely on the serious breach of contract by the service providers, ends by identifying the assets that can be seized in an abstract manner, without properly checking the relationship between the illegal act and the advantage obtained”. The Supreme Court also analysed the individual items subject to the precautionary seizure in detail, concluding that: 59 (i) none of the above items, except for the tariff net of VAT, constitute “profit from crime”; (ii) the amount of the tariff (net of VAT) that can legitimately be seized is to be determined deducting the value of the services provided by FIBE and FIBE Campania to the benefit of the municipalities from the tariff. In this respect, the following should be emphasised: - the Supreme Court recognises that “the service provided” by FIBE and FIBE Campania “was not always characterised by illegality and took place over a long period of time without being formally challenged by the municipalities”; - the Lazio Regional Administrative Court and the Council of State (with the mentioned rulings no. 3790/2007 and 6057/2007) recognised that these companies effectively provided the waste disposal service entrusted to them under the 2000 and 2001 contracts up until 15 December 2005. Following this Supreme Court ruling, with its order filed on 7 August 2008, the Naples Review Court ordered that the measure be cancelled and the assets effectively seized be immediately returned. On 18 August 2008, the Naples Public Prosecutor presented an appeal to the Supreme Court against this order. The latter Court in its hearing of 16 April 2009 “cancel(led) the challenged measure except for the part relating to the seizure of euro 301,841,238.98 and ordered the forwarding of the acts to the Naples Court to be re-examined”. The Naples Review Court will be required to state the reasons for the seizure (or non seizure) of additional sums in relation to the individual assets originally subjected to seizure in its hearing of 1 October 2009, considering the issues raised by the United Chambers as mentioned earlier.

* * * Again during the second quarter of 2008, as part of a new inquiry by the Court of Naples into waste disposal and related activities in the region carried out after the ope legis termination of the contracts (15 December 2005), the Judge for the Preliminary Investigations issued personal preventive seizure measures upon the request of the Public Prosecutor against certain managers and employees of FIBE, FIBE Campania and FISIA Italimpianti and managers of the commissioner’s office. The preliminary hearing was concluded on 29 January 2009 with all the defendants being committed for trial.

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Directors’ report - Part II

As part of this inquiry, the former service providers and FISIA Italimpianti are again challenged for the administrative liability of companies under Legislative decree no. 231/01. The related acts describes how this is both a continuation of the previous investigations and a separate proceeding based on new allegations. The group companies involved in the new proceeding are fully convinced of the legitimacy of their actions, also because their activities are not only expressly covered by Law no. 21/2006 but were carried out merely on behalf of the commissioner (see the rulings of the Lazio Regional Administrative Court and the Council of State in paragraph II.A.).

III. THE DIRECTORS’ CONSIDERATIONS ABOUT THE SITUATION AT 30 JUNE 2009 The group’s situation with respect to the USW Campania projects at the end of the six months continues to be extremely complex and uncertain in some cases (as can be seen from the wealth of the above information). It also contains certain elements that would seem to be very significant for the resolution of the existing critical issues. In fact, as mentioned above: a) at a legislative level, important measures were adopted in 2008, thanks to which: (i) the Acerra waste-to-energy plant must be finished by FIBE; 60 (ii) combustion of the “eco-bales” is expressly provided for; (ii) other waste-to-energy plants will be built, benefiting from CIP 6, like the Acerra waste-to-energy plant; (iv) management of the RDF plants has been definitively taken from FIBE and FIBE Campania and title thereto has been transferred to the Campania provincial authorities while they will be managed by the Armed Forces; (v) the Acerra waste-to-energy plant and RDF plants will be assessed “also for the purposes of their possible purchase against consideration by the new service operators”; b) at a judicial level: (i) the Naples Review Court cancelled in full the seizure ordered by the Naples Judge for the Preliminary Investigation on 26 July 2007 implementing the decision of the United Chambers of the Supreme Court. This decision has been appealed against before the Supreme Court by the Naples Public Prosecutor.The Supreme Court cancelled the measure issued by the Review Court with respect solely to the amounts not related to that collected by the former service providers up to the date on which the contract was terminated. It rejected the Naples Public Prosecutor’s appeal for this amount and referred the valuation of the other amounts to the Review Court. The hearing is set for October 2009; (ii) two rulings of the administrative courts (see paragraph II.1.A.) expressly recognised that FIBE and FIBE Campania had effectively provided the waste disposal service assigned to them under the 2000 and 2001 contracts up until 15 December 2005 and that, following the ope legis termination of such contracts, they subsequently became “mere providers of the service on behalf of the commissioner which they did not have title to”; (iii) another ruling by the administrative court cancelled the measures whereby the commissioner had ordered the former service providers to repurchase the definitive and temporary stocking sites (see the Lazio Regional Administrative Court’s ruling referred to earlier in section II.1.C). The commissioner has appealed against this ruling to the Council of state and a date for the related hearing has yet to be set. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 c) at an operating level: (i) the commissioner commenced the procedures for the direct settlement of both the operating costs of providing the service in 2008 that the third party suppliers had wrongly charged to the former service providers and of a (modest) part of the costs to complete the Acerra waste-to-energy plant; (ii) in November 2008, the commissioner agreed a services contract for management of the Acerra plant (and the former RDF plant in Caivano) with the company which performs the waste disposal service in the Municipality of Naples; (iii) during the first quarter of 2009, the tests of the working of the Acerra waste-to-energy plant were successfully continued under the supervision of the commissioner. These tests commenced in December 2008. Following their positive outcome, the plant’s first line was rolled out on 26 March 2009 while the second and third lines became operative on 2 and 8 May 2009, respectively.

Notwithstanding this improved legislative and judicial situation, although the group’s legal advisors agree with it that developments in the ongoing litigation will show the correctness of the group’s activities and considering the different applications to join proceedings as a civil party presented by local bodies and third parties in the penal cases which have only been accepted for the individuals and not the companies, also with respect to alleged environmental damage, Impregilo intends to further analyse the proceedings which, as noted, still present 61 uncertainties. Therefore, the group has maintained both the impairment losses recognised in previous years on the net assets classified as held for sale relating to the USW Campania projects and the accruals to the provisions for risks made at that date.

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Directors’ report - Part II

HUMAN RESOURCES AND ORGANISATION

Impregilo group employed roughly 14,700 persons at 30 June 2009 in its main projects in Italy and abroad both directly (through its subsidiaries and associates) and indirectly (through its investments in the main non-consolidated joint ventures) as summarised in the following table:

30 June 2009 31 December 2008 Managers 240 215 White collars, blue collars and others 14,484 13,959 Total 14,724 14,174

Beginning from this year for financial reporting purposes, the group has adopted a new criterion to calculate its personnel numbers. Up until 31 December 2008, the different business segments, local entities and the other legal forms through which the group operates had calculated their workforce using the contractual standards applied in Italy and for the employees directly or indirectly managed through the head office departments. Since 1 January 2009, a standard calculation method has been adopted thanks to the increasingly integrated development of standardised 62 communications among the different operating units. This calculates the employees of the consolidated companies using the consolidation method, ie when the entity is consolidated on a proportionate basis based on the parent’s related investment. At 30 June 2009, the group’s workforce was as follows (including changes during the period):

31 December 2008 Increase Decrease 30 June 2009 Managers 200 13 (19) 194 White collars 2,648 387 (216) 2,819 Blue collars 3,591 514 (696) 3,409 Total 6,439 914 (931) 6,422 Italy 1,726 23 (285) 1,464 Abroad 4,713 891 (646) 4,958 Total 6,439 914 (931) 6,422

The average workforce for the period, calculated using the present method, is summarised in the following table:

Corporate Construction Concessions Eng. & Plant Const. Imprepar Total Managers 28 112 14 44 - 198 White collars 133 1,528 456 614 3 2,734 Blue collars - 2,343 622 535 1 3,501 Total 161 3,983 1,092 1,193 4 6,433 Italy 1,595 Abroad 4,838 Total 6,433 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 The key events of the period, split by business segment, are described below.

Training The group continued to implement a training programme during the period aimed at strengthening and developing professional skills in order to ensure the ongoing search for excellence in carrying out one’s duties, in performances and results. The training courses are provided to all employees with the objective of developing their technical-specialist expertise pertinent to their professional area and to build up managerial skills for each level of responsibility. Specifically, a course for the Employers on the new issues introduced by the “Consolidated Act for health and safety in the workplace” (Legislative decree no. 81/2008), which is part of a larger training programme on the safety and health of employees which will continue in 2009 and be extended to other contract personnel involved in implementing safety management and risk prevention systems, was completed during the period.

Labour relations and management of contract operating personnel 63 S.G.F.- I.N.C. S.p.A. - Government sponsored lay-off scheme: with its letter dated 12 January 2009, the company commenced negotiations with the trade unions prior to the exceptional request for pay integration. Following the Ministry for Labour’s summoning of the parties to conduct the legally-required trade union negotiations, an agreement was signed by the company and the trade unions on 28 January 2009 whereby the company may lay off (under the government-sponsored lay- off scheme) a maximum of 73 workers from 9 February 2009 on a temporary basis due to the difficult company situation.

FISIA Italimpianti S.p.A. - personnel reduction procedure/government sponsored lay-off scheme. The company has decided to discontinue all the activities carried out by the Environment division and to restructure the Desalination division and staff structure.Therefore, it commenced the collective redundancy procedure with its letter of 2 February 2009 in order to decrease its workforce by 136 employees, including 108 white collars and junior managers and 28 blue collars, based at the company’s Italian production sites. In February 2009, following the request made by the trade unions, a joint examination into the reasons for the excess staff was commenced. On 27 April 2009, an agreement was signed whereby the parties agreed to avail of the exceptional pay integration procedure at zero hours for 12 months starting from 18 May 2009, due to the difficult company situation, for a maximum of 128 employees (100 junior managers and white collars and 28 blue collars), maintaining the lay-off scheme on a “voluntary” basis. The parties also agreed a “redundancy management plan” providing for, inter alia, the transfer of certain employees from the discontinued Environment division, the incentivated early departure of other employees and, up until 17 May 2010, the temporary lay-off of a maximum 80 employees aimed at their relocation. Management of operating personnel - Normal activities continued with the trade unions in terms of contract operating personnel management with respect to the ongoing laying-off of personnel taken on for contracts being finalised (CAVET, CAVTOMI and Consorzio Venice Link). Consorzio Scilla - personnel reduction procedure/government sponsored lay-off scheme. As part of a far-reaching organisational and production overhaul of the individual companies set up to carry out the upgrading of the Salerno Reggio Calabria motorway, the Scilla

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consortium commenced a collective lay-off programme due to the discontinuation of business activities for 625 workers (159 white collars and junior managers and 466 blue collars) at the maxi lot V and VI building sites with its letter of 14 January 2009. Following the application of 20 January 2009 by the trade unions to the Reggio Calabria Provincial Authorities, the first meeting at the Reggio Calabria trade association took place on 29 January 2009. The parties agreed to defer the joint examination until the meeting of 16 February 2009 when the national and regional secretaries would be present. During this meeting, the parties signed an agreement for commencement of negotiations with the trade union prior to the government sponsored temporary lay-off scheme due to the discontinuation of activities by the consortium for 24 months of its employees and the possibility for the consortium to lay off those employees, who would not oppose. Accordingly, Consorzio Scilla sent the relevant parties the communication required by article 2 of Presidential decree no. 218/2000 on 23 February 2009. It requested the Ministry for Labour to call a meeting of the parties to jointly examine the situation in view of the government sponsored lay-off scheme. On 11 March 2009, an agreement was signed at the Ministry of Labour’s offices whereby the consortium would have put a maximum 614 employees (155 junior managers and white collars and 459 blue collars) on the government sponsored lay-off scheme due to discontinuation of activities to zero hours. This agreement does not prejudice the contents and terms of the agreement of 16 February 2009. The parties 64 also agreed a “redundancy management plan” (provided for by current legislation as a condition precedent for the issue of the Ministerial decree approving the pay integration), which provided for the transfer of consortium personnel to the special purpose entities SA-RC S.c.p.a. and Reggio Calabria-Scilla S.c.p.a. and to the consortium members and for the commencement of training and retraining courses for temporarily laid off personnel in the second half of 2009 aimed at their relocation. Renewal of the building sector national employment agreement of June 2008 - The second instalment of the increase in the monthly minimum pay slips provided for in the agreement signed on 18 June 2008 related to renewal of the national employment agreement for the building and related sectors became effective on 1 January 2009. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 SUBSEQUENT EVENTS

Reference should be made to the section on “Non-current assets classified as held for sale and discontinued operations - USW Campania projects” for details on the events that have taken place since 30 June 2009 with respect to the USW Campania projects. In July 2009, Impregilo obtained official confirmation that the consortium of which it is a member (Grupo Unido por el Canal), along with Sacyr Vallehermoso (Spain), Somague (Portugal), Jan de Nul (Belgium) and the Panama-based Constructora Urbana (Cusa) had been awarded the contract for the construction of a new system of locks as part of the project to widen the Panama Canal. The bid was for $ 3.22 billion (including the provisional sum) compared to the $ 3.48 billion maximum price set by the Panama Canal Authority. The tender was awarded after a severe and transparent procedure undertaken by the Canal Authority whereby each qualified bidder presented its technical and price bids in sealed envelopes during the public meeting of 3 March 2009. The Authority concurrently presented its maximum budgeted price in a sealed envelope during the same meeting and this was made public, together with the bidders’ price bids during the ceremony of 8 July 2009. The works will require the employment of roughly 6,000 persons and will be completed before the end of 2014 when the Canal’s centenary celebrations will take place. The contract is one of the largest and most important civil engineering projects ever to take place. It involves the construction of two new series of locks, one on the Atlantic side and another on the Pacific side, which will allow an increase in commercial traffic through the Canal 65 and better meet developments in the sea freight market with bigger ships that have greater capacity (the Post Panamax ships) compared to those that can currently use the existing locks. On 28 August 2009, the parent’s board of directors resolved the transfer of its registered offices and operating offices from the Sesto San Giovanni municipality to the Milan municipality pursuant to article 24 of its bylaws. No other events or circumstances have taken place since 30 June 2009 that would require changes or integrations to be made to this report.

OUTLOOK

The group expects that it will continue to have a positive return on sales for 2009. The increase in business volumes in the first six months of this year is mainly due to specific events and seasonality factors and should taper off slightly in the next two quarters to meet the objectives announced for the year. The group has a solid, balanced financial position despite the generalised credit crunch and the significant reduction in liquidity in circulation, which is an issue currently being addressed by the European and international monetary authorities in order to limit the potential deflationary effects that are a direct result thereof. The complex legal and operating situation in which the group finds itself due to the USW Campania projects and the high speed/capacity contracts will continue to be critical. The group cannot exclude that events may take place in the future that are not currently foreseeable which would require changes to be made to the valuations formulated to date. At present and excluding any events or circumstances that cannot currently be foreseen, the group does not expect to encounter difficulties in achieving its objectives for the year communicated to the market.

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Directors’ report - Part II

OTHER INFORMATION

Treasury shares At the date this report was prepared, the parent did not hold any treasury shares either directly or indirectly.

Company bodies In their meeting of 7 May 2008, the shareholders appointed new boards of directors and statutory auditors for the parent. They have a term of office of three years, ie until approval of the financial statements at 31 December 2010. The members of the new boards are presented in the section entitled “Company officers”.

Judicial investigations - Court of Monza Following the proceedings initiated by the Public Prosecutor before the Court of Monza for crimes covered by articles 81 and 110 of the Penal Code and articles 2621 and 2637 of the Italian Civil Code, in which the former chairman of the board of directors and the former CEO of Impregilo at the time of the alleged crimes are under investigation, Impregilo S.p.A. and Imprepar in liquidation were subjected to a preliminary investigation relating to an alleged administrative violation in relation to the crimes covered by points 5 and 44, letters 66 a) and r), articles 25-ter of Legislative decree no. 231/2001. The Public Prosecutor notified the company of the allegations against its former chairman and former CEO on 13 October 2005. The allegation is that the company “prepared and implemented an organisational model not suitable to prevent the crimes” that the directors under investigation allegedly committed and from which it benefited. On 6 December 2005, Impregilo received notice that the preliminary investigations were completed, in accordance with article 415-bis of the Criminal Procedural Code. Subsequently, it was notified, in a registered letter of 21 February 2006, that a preliminary hearing had been set in accordance with article 419 of the Criminal Procedural Code for 3 April 2006. Impregilo disputed the above allegations, lodging an in-depth brief with the court through its lawyer. The brief was prepared with the assistance of technical experts. On 24 April 2006, the Judge for the Preliminary Investigation of the Court of Monza issued a judgement stating that the court did not have territorial jurisdiction for the case and requested that the acts be sent to the Public Prosecutor with the Court of Milan. The Public Prosecutor with the Court of Monza appealed against this judgement with the Supreme Court: the related hearing was fixed for 23 April 2007 when the Supreme Court rejected the appeal made by the Monza Public Prosecutor and confirmed the Milan court’s jurisdiction to hear the case. In July 2006, the Judge for the Preliminary Hearing at the Court of Milan communicated the date for the new preliminary hearing, which was held on 20 October 2006. During the hearing of 12 January 2007, the Judge denied the jurisdictional pleas. On 21 February 2007, the Judge for the Preliminary Hearing of Milan ruled during the related hearing that the former chairman of the board of directors and former CEO of Impregilo should be committed for trial for all the alleged crimes charged to them and also Impregilo S.p.A. and Imprepar in liquidation pursuant to Legislative decree no. 231/01. The Court of Milan ruled on a preliminary basis in the hearing of 12 July 2007 “the invalidity of the ruling issued by the Judge for the Preliminary Hearing at the Court of Milan on 21 February 2007 in the hearing pursuant to article 416 of the Criminal Procedural Code”, WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 accepting the related exceptions that the defence counsel of the defendants and companies involved in the case had raised since the preliminary hearing. Thus, the Court ordered that the acts were to be returned to the Milan Public Prosecutor’s office. The Milan Public Prosecutor re-opened the proceeding and presented the Judge for the Preliminary Hearing with a request for its filing in November 2008. On 13 February 2009, the Judge for the Preliminary Hearing accepted the Public Prosecutor’s request for a part of the charges and ordered the filing, while it deferred the acts to the Public Prosecutor for the preparation of the charges for the part of the request which was not accepted.

Judicial investigations – Court of Naples Reference should be made to the section on “Non-current assets classified as held for sale and discontinued operations - USW Campania projects” for details on the events that have taken place with respect to the USW Campania projects.

Compliance with the conditions of article 36 of the Stock Exchange Regulation 67 Impregilo confirms that it complies with the conditions of article 36 of Consob regulation no. 16191 (“Regulation on markets”), based on the procedures adopted before article 36 was effective and the availability of the related information.

Related party transactions The notes to the condensed interim consolidated financial statements give details of, and the amounts involved in, related party transactions, as defined by IAS 24.

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Directors’ report - Part II

Alternative performance indicators As required by Consob communication no. 6064293 of 28 July 2006, details of the performance ratios used in this report and in the group’s institutional communications are given below.

Financial ratios: Debt/equity ratio: this ratio shows net financial position (shown with a minus sign when negative, ie, net financial indebtedness) as the numerator and equity as the denominator. The balance sheet items making up the financial position are given in the related schedules and highlighted with an asterisk (*). The equity items are those included in the relevant section of the balance sheet. For consolidation purposes, equity used for this ratio also includes that attributable to non-controlling interests.

Performance ratios: 1. EBITDA or Gross operating profit: this ratio shows the sum of the following captions included in the income statement: a. Total Revenue 68 b. Total costs, less amortisation and depreciation. The breakdown of the caption “Amortisation, depreciation, provisions and impairment losses” of the income statement is given in the notes. This can also be shown as the ratio of EBITDA to total revenue. 2. EBIT or Operating profit: the operating profit given in the income statement, being the sum of total revenue and total costs. 3. Return on sales or R.o.S.: given as a percentage, shows the ratio of EBIT (as calculated above) to total revenue.

On behalf of the board of directors Chairman WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 CONDENSED INTERIM CONSOLIDATED 69 FINANCIAL STATEMENTS AS AT AND FOR THE SIX MONTHS ENDED 30 JUNE 2009

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Condensed interim consolidated financial statements as at and for the six months ended 30 June 2009

STATEMENT OF CONSOLIDATED FINANCIAL POSITION

(Euro/000) ASSETS Note 30 June 2009 31 December 2008 Non-current assets Property, plant and equipment 1.1 160,652 145,787 Freely transferable assets 1.2 295,827 187,457 Intangible assets 1.3 50,148 51,613 Goodwill 1.4 58,890 58,890 Equity investments 1.5 39,392 32,901 Non-current financial assets (*) 9.1 - 54 Non-current receivables due from associates 5.1 18,812 17,700 Other non-current assets 5.2 56,787 57,777 Deferred tax assets 6.1-14 77,113 64,104 Total non-current assets 757,621 616,283

Current assets Inventories 7.1 62,829 59,408 70 Contract work in progress 7.2 724,812 707,609 Trade receivables 7.4 834,954 880,946 including: related parties 16 455 453 Current receivables due from associates 7.6 122,446 157,364 Derivatives and other current financial assets (*) 9.2-9.7-9.8 42,968 74,804 Current tax assets 6.2 96,210 106,672 Other tax assets 6.3 114,072 130,690 Other current assets 7.7 248,059 276,206 Cash and cash equivalents (*) 9.3 820,004 944,880 Total current assets 3,066,354 3,338,579 Non-current assets classified as held for sale 2 438,431 411,884 Total assets 4,262,406 4,366,746

(*) items included in net financial position WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 (Euro/000) EQUITY AND LIABILITIES Note 30 June 2009 31 December 2008 Equity Share capital 718,364 718,364 Share premium reserve 1,222 1,222 Other reserves (1,771) (14,662) Retained earnings (losses) carried forward 78,121 (51,918) Profit for the period/year 55,280 167,646 Equity attributable to owners of the parent 851,216 820,652 Non-controlling interests 4,776 4,182 Total equity 8 855,992 824,834

Non-current liabilities Bank and other loans (*) 9.4 298,061 258,734 Bonds (*) 9.5 57,090 55,222 Finance lease payables (*) 9.6 1,600 1 Post-employment benefits and employee benefits 4 32,836 33,419 71 Deferred tax liabilities 6.1-14 17,430 16,954 Provisions for risks and charges 3 170,489 177,885 Other non-current liabilities 5.3 31,263 10,443 Total non-current liabilities 608,769 552,658

Current liabilities Bank overdrafts and current portion of loans (*) 9.4-9.8 657,932 654,101 Current portion of bonds (*) 9.5 8,805 1,903 Current portion of finance lease payables (*) 9.6 458 33 Derivatives (*) 9.7 6,576 7,168 Advances on contract work in progress 7.3 534,664 713,111 Trade payables 7.5 1,041,671 1,167,234 including: related parties 16 8,043 12,685 Current payables to associates 7.6 63,719 69,437 Current tax liabilities 6.4 54,335 23,882 Other tax liabilities 6.5 33,358 36,382 Other current liabilities 7.8 329,651 288,419 including: related parties 16 17,667 17,667 Total current liabilities 2,731,169 2,961,670 Liabilities directly associated with non-current assets classified as held for sale 2 66,476 27,584 Total equity and liabilities 4,262,406 4,366,746

(*) items included in net financial position

CONSOLIDATED INCOME STATEMENT

(Euro/000) Note 1st half 2009 1st half 2008 Operating Revenue 11 1,400,235 1,290,954 Other revenue 11 33,314 31,251 Total revenue 1,433,549 1,322,205 Costs Raw materials and consumables 12.1 (281,567) (373,409) Subcontracts 12.2 (389,493) (279,230) Other operating expenses 12.3 (479,627) (381,027) Personnel expenses 12.4 (161,760) (161,923) Amortisation, depreciation, provisions and impairment losses 12.5 (29,532) (29,624) of which: operating expenses with related parties (*) 16 (4,275) (7,616) Total costs (1,341,979) (1,225,213) Operating profit 91,570 96,992 Net financing income (costs) and gains (losses) on investments Net financing costs 13.1 (984) (30,928) 72 Net gains on investments 13.2 2,906 68,726 Net financing costs and net gains on investments 1,922 37,798 Profit before tax 93,492 134,790 Income tax 14 (36,462) (27,916) Profit from continuing operations 57,030 106,874 Profits (losses) from discontinued operations 15 (1,024) 40,635 including: related parties 16 - 40,635 Profit for the period 56,006 147,509 Profit for the period attributable to: owners of the parent 55,280 149,660 non-controlling interests 726 (2,151) Earnings per share From continuing and discontined operations Basic 0.14 0.37 Diluted 0.14 0.37 From continuing operations Basic 0.14 0.27 Diluted 0.14 0.27

(*) Related to the items "Subcontracts" and "Other operating expenses" WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 STATEMENT OF CONSOLIDATED COMPREHENSIVE INCOME

(Euro/000) Note 1st half 2009 1st half 2008 Profit for the period 56,006 147,509 Foreign currency translation differences for foreign operations 20 11,345 2,878 Effective part of gains (losses) on cash flows hedges 20 (1,457) 161 Net change in fair value of available-for-sale financial assets 20 (1,183) (1,462) Other comprehensive expense related to equity-accounted investees 20 (98) (12,673) Total comprehensive income 20 64,613 136,413 Total comprehensive income (expense) attributable to: Onwers of the parent 64,019 138,297 Non-controlling interests 594 (1,884)

STATEMENT OF CONSOLIDATED CASH FLOWS

(Euro/000) Note 1st half 2009 1st half 2008 Cash and cash equivalents 9.3 944,880 875,627 Current account facilities 9.4 (160,868) (91,426) Total cash and cash equivalents at the beginning of the period 784,012 784,201 Operating activities Profit for the period 56,006 147,509 of which: profits (losses) from discontinued operations (1,024) 40,635 Amortisation 12.5 1,924 1,773 Depreciation 12.5 26,625 29,423 Net impairment losses and provisions 12.5 938 (1,587) Accrual for post-employment benefits and employee benefits 12.4 9,660 9,435 Net losses on the sale of assets 11-12.3-13.2 (4,217) (73,296) Deferred taxes 14 (12,488) 11,584 Share of profit or loss of associates 13.2 (829) (982) 74 Other non-monetary items 8,811 28,019 Total income statement 86,430 151,878 Decrease (increase) in inventories (20,624) (121,760) Decrease (increase) in trade receivables and receivables from associates 78,296 90,893 (Decrease) increase in advances from customers (178,447) (80,800) (Decrease) increase in trade payables and payables from associates (131,450) 67,556 Decrease (increase) in other assets/liabilities 166,871 (98,103) of which: operating cash flows from related party transactions 16 (9,253) (23,335) Total operating cash flows (85,354) (142,214) Cash flows from operating activities 1,076 9,664 Investing activities Net investments in intangible assets 1.3 (254) (289) Investments in property, plant and equipment and freely transferable assets 1.1 - 1.2 (143,913) (96,222) of which: relating to assets classified as held for sale (USW Campania projects) 2 (26,547) (5,566) Proceeds from the sale of or reimbursement value of non-current financial assets 8,248 10,866 Investments in non-current financial assets 1.5 (8,417) (1,006) Dividends and capital repayments from associates 1.5 965 2,090 Proceeds from the sale of or reimbursement value of non-current financial assets 1,787 104,039 Cash flows from (used in) investing activities (141,584) 19,478

(continue) WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 (continue) (Euro/000) Note 1st half 2009 1st half 2008 Financing activities Share capital increase 8 - 2,972 Dividend distribution (33,455) - Increase in bank and other loans 263,846 126,767 Decrease in bank and other loans (235,772) (32,598) Change in other financial assets/liabilities 31,790 (44,518) Cash flows from financing activities 26,409 52,623 Change in consolidation scope - 2,345 Exchange rate losses on cash and cash equivalents (4,652) (1,855) Increase (decrease) in cash and cash equivalents (118,751) 82,255 Cash and cash equivalents 9.3 820,004 997,360 Current account facilities 9.4 (154,743) (130,904) Total cash and cash equivalents at the end of the period 665,261 866,456 Other information 75 Income taxes paid during the period (17,948) (10,152) Net interest paid during the period (24,772) (40,116)

STATEMENT OF CHANGES IN CONSOLIDATED EQUITY

Other reserves (Euro/000) Share Share Revaluation Legal Translation Stock capital premium reserve reserve reserve option reserve reserve

As at 31 December 2007 716,614 13,310 1,108 23,721 15,624 5,013 Share capital increase 1,750 1,222 - - - - Allocation of profit and reserves - (13,310) - (17,870) - (5,013) Total comprehensive income (expense) - - - - (10,008) - As at 30 June 2008 718,364 1,222 1,108 5,851 5,616 -

As at 31 December 2008 718,364 1,222 - 5,851 (3,251) - Share capital increase ------Allocation of profit and reserves - - - 4,152 - - Dividend distribution 76 Total comprehensive income (expense) - - - - 11,454 - As at 30 June 2009 718,364 1,222 - 10,003 8,203 - WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Other reserves Hedging Fair value Consolidation Capital Total Retained Profit Equity Non- TOTAL reserve reserve reserve increase other earnings for the attributable controlling related reserves (losses) period to owners interests charges carried of the parent forward (1,285) (5,977) 1,375 (25,394) 14,185 (103,476) 40,759 681,392 (5,197) 676,195 ------2,972 - 2,972 - - - 25,394 2,511 51,558 (40,759) - -- 107 (1,462) - - (11,363) - 149,660 138,297 (1,884) 136,413 (1,178) (7,439) 1,375 - 5,333 (51,918) 149,660 822,661 (7,081) 815,580

(5,098) (13,539) 1,375 - (14,662) (51,918) 167,646 820,652 4,182 824,834 ------4,152 163,494 (167,646) - -- (33,455) (33,455) - (33,455) (1,532) (1,183) - - 8,739 - 55,280 64,019 594 64,613 77 (6,630) (14,722) 1,375 - (1,771) 78,121 55,280 851,216 4,776 855,992

SEGMENT REPORTING

Disclosures on the group’s performance by business segment are set out in the section on “Performance” in the directors’ report. The condensed interim consolidated financial statements figures as at June 30, 2009 are summarised below by business segment.

Performance in the period by business segment

(Euro/000) Construction Engineering & Concessions Plant Const. (**) Operating Revenue 860,246 467,942 67,924 Other revenue 24,945 4,677 662 Total revenue 885,191 472,619 68,586 Costs Purchases, subcontracts and other operating expenses (678,627) (442,546) (17,740) Personnel expenses (107,266) (33,573) (9,886) Provisions and impairment losses 2,139 (379) 96 Total costs (783,754) (476,498) (27,530) Gross operating profit (loss) (EBITDA) (*) 101,437 (3,879) 41,056 78 EBITDA % (*) 11.5% n.a. 59.9% Amortisation and depreciation (14,899) (1,669) (11,944) Operating profit (loss) (EBIT) (*) 86,538 (5,548) 29,112 Return on Sales (*) 9.8% n.a. 42.4% Profits (losses) from discontinued operations

(*) The paragraph in the section on "Other information" of the directors' report gives a definition of these indicators. (**) Since 2009, the Engineering & Plant Construction segment has included the results of Shanghai Thermal Power Energy, which are as follows for the six months (Impregilo's share in thousands of Euros): Reveue 6,268 EBITDA 2,898 EBIT 1,817 These results were included in the Concession segment's figures in 2008. Performance in the first half of 2008 by business segment

(Euro/000) Construction Engineering & Concessions Plant Const.(**) Operating Revenue 738,719 468,141 80,964 Other revenue 22,395 5,543 2,489 Total revenue 761,114 473,684 83,453 Costs Purchases, subcontracts and other operating expenses (549,590) (439,084) (36,647) Personnel expenses (105,924) (32,506) (10,720) Provisions and impairment losses 5,235 (2,595) (41) Total costs (650,279) (474,185) (47,408) Gross operating profit (loss) (EBITDA) (*) 110,835 (501) 36,045 EBITDA % (*) 14.6% n.a. 43.2% Amortisation and depreciation (18,621) (596) (11,604) Operating profit (loss) (EBIT) (*) 92,214 (1,097) 24,441 Return on Sales (*) 12.1% n.a. 29.3% Profits (losses) from discontinued operations 40,635

(*) The paragraph in the section on "Other information" of the directors' report gives a definition of these indicators. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 USW Campania Imprepar Consolidation Corporate costs Total projects adjustments (unallocated items) - 5,246 (1,123) 1,400,235 582 4,461 (2,013) 33,314 582 9,707 (3,136) 1,433,549

(2,821) (6,372) 2,283 (4,864) (1,150,687) (767) (197) 873 (10,944) (161,760) - (2,719) 1 (121) (983) (3,588) (9,288) 3,157 (15,929) (1,313,430) (3,006) 419 21 (15,929) 120,119 n.a. 4.3% n.a n.a 8.4% 79 (12) - (1) (24) (28,549) (3,018) 419 20 (15,953) 91,570 n.a. 4.3% n.a n.a 6.4% (1,024) (1,024)

USW Campania Imprepar Consolidation Corporate costs Total projects adjustments (unallocated items) - 4,485 (1,355) 1,290,954 52 2,226 (1,454) 31,251 52 6,711 (2,809) 1,322,205

(1,514) (3,402) 2,500 (5,932) (1,033,669) (351) (228) 308 (12,500) (161,921) - (999) 1 (29) 1,572 (1,865) (4,629) 2,809 (18,461) (1,194,018) (1,813) 2,082 - (18,461) 128,187 n.a. 31.0% n.a n.a 9.7% (169) (205) (1) - (31,196) (1,982) 1,877 (1) (18,461) 96,991 n.a. 28.0% n.a n.a 7.3% 40,635

Statement of consolidated financial position as at 30 June 2009 by business segment

(Euro/000) Impregilo Engineering & Plant Const. (*)

Non-current assets, net 315,351 55,493 Goodwill (eliminated on consolidation) 211,400 Total non-current assets 315,351 266,893 Assets (liabilities) classified as held for sale - - Provisions for risks, Post-employment benefits and employee benefits and other non-current assets (liabilities) (101,498) (8,228) Net tax assets Working capital 97,063 154,758 Net invested capital 310,916 413,423 Other information: Increase in non-current assets 31,277 314 80 Net increase in non-current assets held for sale Amortisation and depreciation (14,942) (569) Impairment losses recognised in profit and loss 2,018 (380)

(*) The Engineering & Plant Construction segment includes the net invested capital at 30 June 2009 of euro 34,406 thousand of Shanghai Thermal Power Energy (Impregilo's share).

Statement of consolidated financial position as at 31 December 2008 by business segment

(Euro/000) Impregilo Engineering & Plant Const.

Non-current assets, net 303,124 16,818 Goodwill (eliminated on consolidation) 211,400 Total non-current assets 303,124 228,218 Assets (liabilities) classified as held for sale - - Provisions for risks, Post-employment benefits and employee benefits and other non-current assets (liabilities) (111,306) (8,667) Net tax assets Working capital 17,464 32,294 Net invested capital 209,282 251,845 Other information Increase in non-current assets 42,436 1,429 Net increase in non-current assets held for sale Amortisation and depreciation (36,423) (1,190) Impairment losses recognised in profit or loss 498 (2,078) WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Concessions USW Campania Imprepar Consolidation Total projects adjustments and unallocated items 376,073 832 994 (143,834) 604,909 (211,400) - 376,073 832 994 (355,234) 604,909 - 397,617 - (25,662) 371,955

(30,295) (27,817) 13,564 (4,717) (158,989) 182,271 182,272 (49,631) (230,632) 25,217 26,620 23,395 296,147 140,000 39,775 (176,722) 1,023,542

86,008 117,599 26,547 26,547 81 (13,026) (12) (28,549) 97 (2,718) (983)

Concessions USW Campania Imprepar Consolidation Total projects adjustments and unallocated items 295,182 825 1,082 (140,383) 476,648 (211,400) - 295,182 825 1,082 (351,783) 476,648 - 406,095 - (21,796) 384,299

(9,459) (27,817) 13,635 (2,654) (146,268) 224,247 224,247 (14,517) (241,625) 27,165 22,554 (156,665) 271,206 137,478 41,882 (129,432) 782,261

95,981 - - - 139,846 21,523 21,523 (23,466) (27) (371) (61,477) (18,277) 1,637 (3,604) (21,824)

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

BASIS OF PREPARATION Impregilo Group has prepared its condensed interim consolidated financial statements at 30 June 2009 on a going concern basis and in line with the measurement criteria established by the International Financial Reporting Standards (IFRS). The format and content of these condensed interim consolidated financial statements comply with the disclosure requirements of IAS 34 - Interim Financial Reporting and article 154-ter of the Consolidated Finance Act. The recognition and measurement criteria comply with those issued by the International Accounting Standards Board (IASB) and endorsed by the European Union as required by Regulation no. 1606/2002 issued by the European Parliament and Council and enacted in Italy by Legislative decree no. 38/2005.

The condensed interim consolidated financial statements have been prepared using the historical cost principle, except for derivative financial instruments and available-for-sale financial assets, which are recognised at fair value, and financial liabilities that are recognised at amortised cost. The carrying amounts of assets and liabilities, hedged with transactions which qualify for hedge accounting, are adjusted to reflect changes in fair value related to the hedged risks.

The accounting policies and measurement criteria adopted to draw up these condensed interim consolidated financial statements at 30 June 2009 are consistent with those used to prepare the 2008 annual consolidated financial statements, to which reference should be 82 made.

The following standards and interpretations are applicable from 1 January 2009 and have been endorsed by the European Commission:

(i) IFRS 8 - Operating segments. This standard replaces IAS 14 - Segment reporting. It requires the presentation of segment information based on the information about the components of the entity that management uses to make decisions about operating matters, with respect to both the identification of operating segments and measurement of the related financial statements items. Adoption of this standard has not implied any changes in the presentation of data or the measurement of financial statements items allocated to the different segments.

(ii) The revised IAS 1 Presentation of financial statements requires, inter alia, the presentation of changes in equity generated with non- owners in a single statement or in two separate statements, showing these changes in the statement of changes in equity as well. Impregilo group has applied the revised version of IAS 1 showing changes generated by transactions with non-owners in two separate statements: the separate income statement and the statement of comprehensive income. The group has thus changed the presentation of the statement of changes in equity as well.

(iii) The revised IAS 23 - Borrowing costs eliminated the option to recognise borrowing costs incurred for investments in assets which require a certain period of time before being ready for use or sale (qualifying assets) in profit or loss. The group has applied this revised standard prospectively from 1 January 2009 with no significant effects.

The following standards, amendments and interpretations, revised as a result of the 2008 annual Improvements made by the IASB are applicable for the first time from 1 January 2009 but are not relevant to the group:

• amendment to IFRS 2 – Vesting conditions and cancellations;

• amendment to IAS 32 – Financial instruments: presentation;

• IFRIC 13 – Customer loyalty programmes;

• IFRIC 15 – Agreements for the construction of real estate; WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 • IFRIC 16 – Hedges of a net investment in a foreign operation;

• minor amendments to the IFRS (“Improvements to the IFRS”)

The group has not adopted in advance the standards, amendments and interpretations already endorsed by the European Union but which become applicable after 30 June 2009.

Based on information that came to light after preparing the 2005 consolidated financial statements and in accordance with the group’s consultants, the group decided that the conditions for application of IFRS 5 - Non-current assets classified as held for sale and discontinued operations continue to exist, as in the 2008 annual financial statements. Therefore, it has recognised the USW Campania project net assets and operations separately in the statement of financial position and separate income statement.

Due to reasons outside Impregilo’s control, the period for completion of the sale has extended beyond the year allowed by IFRS 5. Despite this, the group’s commitment to finalising the sale as described in the directors’ report remains unchanged. Therefore, the directors have not deemed it necessary to change the accounting treatment of the assets in question as provided for in IFRS 5.9.

BUSINESS COMBINATIONS 83 As described in the directors’ report on the annual financial statements at 31 December 2008, the group acquired the Brazilian company Ecocataratas S.A. (formerly Rodovias das Cataratas S.A.) via Primav Ecorodovias (in which it has a 35% interest) in the first half of 2008. As allowed by IFRS 3, the group has provisionally recognised the difference between the consideration paid and the fair value of the acquired assets and liabilities for the purposes of preparing these condensed interim consolidated financial statements at 30 June 2008.

The purchase price allocation (PPA) procedure was completed in the second half of 2008 and reflected in the financial statements at 31 December 2008. No significant differences arose with respect to the amounts recognised in the condensed interim consolidated financial statements at 30 June 2008.

Therefore for the purposes of preparing this report, the financial statements for the first six months of 2008 have not been restated.

BALANCE SHEET

Net invested capital

1. Net non-current assets Net non-current assets are as follows:

(Euro/000) Note 30 June 2009 31 December 2008 Change Property, plant and equipment 1.1 160,652 145,787 14,865 Freely transferable assets 1.2 295,827 187,457 108,370 Intangible assets 1.3 50,148 51,613 (1,465) Goodwill 1.4 58,890 58,890 - Equity investments 1.5 39,392 32,901 6,491 Total 604,909 476,648 128,261

84 1.1 Property, plant and equipment Property, plant and equipment amount to euro 160.7 million, up from the 31 December 2008 figure by euro 14.9 million. The gross and net carrying amounts are given in the following table:

(Euro/000) 30 June 2009 31 December 2008 Cost Acc. depr. Net Carrying Cost Acc. depr. Net Carrying amount amount Land 2,523 - 2,523 2,489 - 2,489 Buildings 16,815 (3,843) 12,972 16,322 (3,829) 12,493 Plant and machinery 180,435 (96,545) 83,890 188,194 (107,436) 80,758 Industrial and commercial equipment 35,115 (28,333) 6,782 39,928 (31,739) 8,189 Other assets 84,437 (54,078) 30,359 86,836 (57,877) 28,959 Assets under const. and payments on account 24,126 - 24,126 12,899 - 12,899 Total 343,451 (182,799) 160,652 346,668 (200,881) 145,787

Changes during the period are summarised below:

(Euro/000) 31 December Increases Depreciation Reclassific Disposals Exchange rate 30 June 2008 -ations gains (losses) 2009 Land 2,489 - - (11) 45 2,523 Buildings 12,493 48 (241) 28 - 644 12,972 Plant and machinery 80,758 17,095 (8,685) 56 (4,845) (489) 83,890 Industrial and commercial equipment 8,189 1,132 (1,720) (913) (107) 201 6,782 Other assets 28,959 6,659 (4,439) 134 (828) (126) 30,359 Assets under const. and payments on account 12,899 9,645 - 858 - 724 24,126 Total 145,787 34,579 (15,085) 163 (5,791) 999 160,652 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 The most significant changes include: • increases of euro 34.6 million, mainly due to investments made for the Construction segment’s foreign contracts; • depreciation for the period of euro 15.1 million; • disposals of euro 5.8 million, euro 5.6 million of which relating to the disposal of assets related to Construction segment contracts being wound up. No items of property, plant and equipment were impaired or revalued during the six months.

1.2 Freely transferable assets Freely transferable assets increased by euro 108.4 million to euro 295.8 million compared to 31 December 2008. The gross and net carrying amounts are given in the following table:

(Euro/000) 30 June 2009 31 December 2008 Cost Acc. depr. Net Carrying Cost Acc. depr. Net Carrying amount amount Freely transferable assets 454,407 (158,580) 295,827 319,224 (131,767) 187,457 85

Changes of the period are detailed in the following table:

(Euro/000) 31 December Increases Depreciation Exchange 30 June 2008 rate gains 2009 (losses) Parking Glasgow 9,485 - (191) 1,108 10,402 Mercovia - Argentina 2,297 - (68) (232) 1,997 Primav Ecorodovias - Brazil 175,675 82,787 (11,281) 36,247 283,428 Total 187,457 82,787 (11,540) 37,123 295,827

The Brazilian concessions held by Primav Ecorodovias saw a net increase of euro 107.8 million due to both investments made during the period for the new Ayrton Senna concession and exchange rate differences of euro 36.2 million. Depreciation amounted to euro 11.3 million.

1.3 Intangible assets Intangible assets amount to euro 50.1 million, slightly down from the 31 December 2008 figure. The gross and net balances are given in the following table:

(Euro/000) 30 June 2009 31 December 2008 Cost Acc. depr. Net Carrying Cost Acc. depr. Net Carrying amount amount Industrial patents 1,551 (1,510) 41 1,551 (1,506) 45 Software 1,897 (1,207) 690 1,806 (1,138) 668 Contract acquisition costs 107,019 (59,147) 47,872 107,018 (57,415) 49,603 Other 4,427 (2,882) 1,545 4,142 (2,845) 1,297 Total 114,894 (64,746) 50,148 114,517 (62,904) 51,613

Changes during the period are set out below:

(Euro/000) 31 December Increases Amortisation Exchange 30 June 2008 rate gains 2009 (losses) Industrial patents 45 - (4) - 41 Software 668 178 (151) (5) 690 Contract acquisition costs 49,603 - (1,731) - 47,872 Other 1,297 76 (38) 210 1,545 Total 51,613 254 (1,924) 205 50,148

Contract acquisition costs include considerations paid by the parent to purchase the railway high speed/capacity business units in previous years. These assets have a finite life and are amortised in line with the stage of completion of the related contracts. The balance is as follows:

(Euro/000) 31 December 2008 Amortisation 30 June 2009 86 Cavet (Florence - Bologna railway line) 217 (121) 96 Cavtomi (Turin - Milan railway line) 2,912 (1,610) 1,302 Cociv (Milan - Genoa railway line) 46,474 - 46,474 Total 49,603 (1,731) 47,872

Amortisation of the contract acquisition costs for the high speed/capacity business units is calculated using the stage of completion method of the contracts based on the cost to cost method and considering the related purchase dates. Amortisation of the acquisition costs for the Milan - Genoa railway line has not yet started as the related works have not commenced. Assets recognised at period end are deemed to be recoverable either through the ongoing arbitration proceeding for the customer’s contractual non-compliance or recommencement of the related works. Reference should be made to the second part of the directors’ report for more information on Consorzio Cociv’s specific position.

1.4 Goodwill Goodwill amounts to euro 58.9 million, unchanged from 31 December 2008. No elements arose during the period that would suggest that the goodwill had been impaired. Therefore, no impairment tests were performed.

1.5 Equity investments The balance of euro 31.6 million comprises investments in associates and other companies and shows a euro 7.7 million increase on 31 December 2008. Available-for-sale financial assets decreased by euro 1.2 million to euro 7.8 million. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 (Euro/000) 30 June 2009 31 December 2008 Change Investments in associates and other companies 31,631 23,957 7,674 Available-for-sale financial assets 7,761 8,944 (1,183) Total 39,392 32,901 6,491

The increase is mainly due to the share capital payment of euro 7.7 million for Tangenziale Esterna S.p.A., in which the group has a 15.5% interest. The group’s share of profit or loss of equity-accounted investees totals euro 0.8 million considering also the figures shown in note 3, detailing the changes in the provision for risks on investments. This is described in note 13.2.

The key figures of the equity-accounted investees are set out below:

(Euros) IFRS Segment Investee Country Business % Equity Total Net financial Equity Revenue Profit 87 under local assets position (loss) for GAAP (indebtedness) the period Concessions Cons. Agua Azul S.A. Peru Water 25,50% 5,095,524 9,301,461 3,037,731 5,239,728 1,167,025 411,113 Concessions Impregilo Wolverhampton Ltd. GB Hospitals 20.00% 38,265 4,357,211 1,513,101 (732,690) 454,429 31,772 Concessions Enecor S.A. Argentina Energy 30.00% 323,076 1,058,638 984,660 982,417 101,246 84,163 Concessions Yacylec S.A. Argentina Energy 18.67% 1,208,930 1,517,374 366,828 2,339,368 1,319,929 656,460 Construction Coincar Argentina Concessions 35.00% 3,378,799 7,549,740 (4,124,465) 3,378,799 (320,687) (95,019) Construction Impregilo Arabia Ltd. Saudi Arabia Construction 50.00% 3,459,911 3,810,666 3,655,369 3,459,911 - (313,211)

No significant events occurred during the six months with reference to the associates Puentes del Litoral and Aguas del Gran Buenos Aires such as to require revision of the assessments made in previous years, which are described in the notes to those previous year annual financial statements. Information on the term of the concession agreements is set out in the directors’ report, in the section on the relevant business segment. “Available-for-sale financial assets” of euro 7.8 million (euro 8.9 million) relate to the investment in the listed company Mediterranea delle Acque which is measured at fair value. The euro 1.1 million fair value loss has been recognised in the related equity reserve. The reporting date market price has been used to calculate the fair value of this asset.

2. Non-current assets (liabilities) classified as held for sale Net non-current assets classified as held for sale may be analysed as follows:

(Euro/000) 30 June 2009 31 December 2008 Change Non-current assets classified as held for sale 438,431 411,884 26,547 Liabilities directly associated with non-current assets held for sale (66,476) (27,584) (38,892) Non-current assets (liabilities) classified as held for sale 371,955 384,300 (12,345)

The balance includes the increase in “Non-current assets held for sale”, exclusively related to the USW Campania projects due to the investments of euro 26.5 million necessary to continue construction of the Acerra waste-to-energy plant, and advance payments of euro 38.9 million received from the commissioner during the period, which decreased the item’s net carrying amount.

3. Provisions for risks and charges The provisions for risks and charges amount to euro 170.5 million at period end, as follows: 88

(Euro/000) 30 June 2009 31 December 2008 Change Provision for risks on investments 16,548 16,492 56 Other provisions 153,941 161,393 (7,452) Total 170,489 177,885 (7,396)

The provision for risks on investments relates to expected impairment losses on the carrying amount of the group’s investments in associates for the part that exceeds their carrying amounts.

Other provisions are comprised as follows:

(Euro/000) 30 June 2009 31 December 2008 Change USW Campania projects 80,293 80,471 (178) Provisions set up by Imprepar and its subsidiaries 25,571 24,646 925 Contract completion losses 9,532 15,608 (6,076) Ongoing litigation 14,111 15,440 (1,329) Building and Services segment litigation 11,570 13,471 (1,901) Environmental risks 2,888 2,961 (73) Other 9,976 8,796 1,180 Total 153,941 161,393 (7,452)

The provisions for the USW Campania projects include the estimated costs for environmental clean-up to be borne by group companies and a prudent estimate of the risks relating to pending litigation based on information currently available. Reference should be made to the directors’ report for additional information. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 The provisions set up by Imprepar and its subsidiaries include accruals made for probable future charges related to the closing of contracts and effects of ongoing litigation. The provision for ongoing litigation refers to disputes involving Impregilo and certain of its subsidiaries. The provision for environmental risks, set up by Fisia Italimpianti and Fisia Babcock, mainly relates to the management of the Fossano landfill for future charges related to the closing and post-closing activities. “Other” comprises accruals for sundry litigation (including of a tax nature) for Italian and foreign group companies.

The euro 7.5 million decrease over 31 December 2008 is summarised in the following table:

(Euro/000) 31 December Accrual Utilisation Exchange Other 30 June 2008 rate gains changes 2009 (losses) Total other provisions 161,393 5,977 (13,991) 885 (323) 153,941

Changes of the period comprise: 89 (i) the euro 6.0 million accruals mainly relating to Imprepar due to the updating of the estimates about its pending litigation; (ii) utilisations of euro 14.0 million, including euro 9.1 million used by the Construction segment and euro 3.9 million by Imprepar. Utilisations relate to the risks of losses for which they had been accrued. During 2008, the parent commenced a dispute with the Milan tax office about an assessment challenging the tax treatment of impairment losses and losses in 2003 of certain investments held by the parent in that year. The most significant issue relates to the parent’s sale of its entire investment in the Chilean concession company Costanera Norte S.A. to Impregilo International Infrastructures N.V. in 2003. The parent has challenged the unlawfulness of the criteria adopted by the tax office to determine the “normal value” of the sale. The office redetermined the alleged transfer value using the consideration paid by third parties which acquired the concession company in 2006 as a basis, limiting itself to discounting this consideration over the period from the sales date in 2006 to the date of the previous transfer from Impregilo to Impregilo International Infrastructures. This is to demonstrate the greater tax that it claims should have been paid. Before the dispute was commenced, Impregilo had fully demonstrated with the related documentation the correctness of the method adopted in 2003, which had, moreover, been approved by an independent appraisal at the time of the sale. However, the tax office had not considered this documentation. At the date of the original sale, the Chilean concession company was still “constructing” its infrastructure and had only just commenced (without having completed) the activities aimed at obtaining financing to complete these works. During the preliminary stage of the dispute, Impregilo obtained a new, independent appraisal of the disputed transfer price to support its calculation. This was prepared by a leading international advisory firm. It also informed the tax office that another investment in the Chilean concession company, then held by SIMEST S.p.A., a state-owned company, had also been transferred to Impregilo International Infrastructures in April 2004 for a substantially equal consideration (given the different investment percentages) to that being disputed. Despite these arguments, the local commission (first level) rejected Impregilo’s case without specifying why, fully accepting the tax office’s claims and ordering the company to pay the assessed tax, interest and fines of approximately euro 52 million. This measure was appealed against before the second level court. The related hearing was held on 10 July 2009 and the ruling has not yet been handed down.

As already stated in the year before the proceedings commenced, the parent’s legal counsel agrees with it that there are valid reasons to hold that the greater tax imposed by the tax office is ungrounded, deeming that the unfavourable first level ruling was deficient in terms of the reasoning, based moreover on illegitimate arguments and without objective grounds. Therefore, Impregilo has not made any provision therefor in its condensed interim consolidated financial statements. In addition, with respect to the inspections by the tax authorities, there are taxes recorded in the tax rolls for the parent equal to 66% of the total claimed amount. The company has obtained: (i) legal suspension of collection of the fine; and (ii) deferral of the main tax components. Therefore, it had paid euro 7,158,628 at 30 June 2009. This amount has been recognised as a tax asset (see note 6.3), in line with the previously made considerations.

4. Post-employment benefits and employee benefits At 30 June 2009, the group’s liability due to all its employees determined using the criteria set out in IAS 19 is euro 32.8 million. An independent actuary performed the actuarial valuation of the post-employment benefits and employee benefits.

90 Changes in the item are as follows:

(Euro/000) 31 December Accrual Payments Contributions paid 30 June 2008 to INPS treasury 2009 and other funds Post-employment benefits and employee benefits 33,419 9,660 (9,391) (852) 32,836

The actuarial valuation was based on the following rates: • turnover rate 8%; • discount rate 4.3%; • advance payment rate 2%; • inflation rate 2%.

5. Other non-current assets (liabilities) and non-current receivables due from associates Other non-current assets and liabilities include:

(Euro/000) Note 30 June 2009 31 December 2008 Change Non-current receivables due from associates 5.1 18,812 17,700 1,112 Other non-current assets 5.2 56,787 57,777 (990) Other non-current liabilities 5.3 (31,263) (10,443) (20,820) Total 44,336 65,034 (20,698) WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 5.1 Non-current receivables due from associates Non-current receivables due from associates at period end (euro 18.8 million) are substantially in line with the 2008 year-end balance. They relate to amounts due from associates, including the English Ochre Holding (Concessions segment) of euro 6.7 million, the Swiss consortium CMC 851 (Construction segment) of euro 3.5 million and the joint venture Iris Terna (in which Impregilo holds an investment through its Greek branch) of euro 3.7 million.

5.2 Other non-current assets Other non-current assets amount to euro 56.8 million, substantially unchanged from 31 December 2008. The item mainly consists of financial and other receivables of the Imprepar segment as follows:

(Euro/000) 30 June 2009 31 December 2008 Change Imprepar and subsidiaries 51,821 51,981 (160) Primav 502 1,047 (545) Vegas Tunnel 3,161 3,233 (72) 91 Other 1,303 1,516 (213) Total 56,787 57,777 (990)

The balance relating to Imprepar includes work in progress, receivables from customers and other receivables which should be collected after one year based on the liquidation plan. The items relate to both Italian and foreign customers.

5.3 Other non-current liabilities Other non-current liabilities amount to euro 31.3 million, up euro 20.8 million on the 31 December 2008 balance, as shown in the following table:

(Euro/000) 30 June 2009 31 December 2008 Change Other non-current payables to third parties 1,840 1,034 806 Financial payables to third parties 289 510 (221) Payables to employees 1,293 1,239 54 Payables to state bodies 27,841 7,660 20,181 Total 31,263 10,443 20,820

Payables of euro 27.8 million to state bodies mainly comprise the amounts due to the grantors by the Brazilian concession companies headed by Primav Ecorodovias. The increase is due to the payable to the grantor of the Ayrton Senna concession.

6. Net tax assets Net tax assets total euro 182.3 million at 30 June 2009, down euro 42.0 million on 31 December 2008, as follows:

(Euro/000) Note 30 June 2009 31 December 2008 Change Deferred tax assets 6.1 77,113 64,104 13,009 Current tax assets 6.2 96,210 106,672 (10,462) Other tax assets 6.3 114,072 130,690 (16,618) Deferred tax liabilities 6.1 (17,430) (16,954) (476) Current tax liabilities 6.4 (54,335) (23,882) (30,453) Other tax liabilities 6.5 (33,358) (36,382) 3,024 Net tax assets 182,272 224,248 (41,976)

6.1 Deferred tax assets (liabilities) Net deferred tax assets total euro 59.7 million, up on the 31 December 2008 balance (euro 47.1 million). They may be analysed as 92 follows:

(Euro/000) 30 June 2009 31 December 2008 Change Deferred tax assets 77,113 64,104 13,009 Deferred tax liabilities (17,430) (16,954) (476) Net deferred tax assets 59,683 47,150 12,533

Note 14 summarises the temporary differences which led to the recognition of the above deferred tax assets and liabilities and the related changes.

6.2 Current tax assets Current tax assets amount to euro 96.2 million as follows:

(Euro/000) 30 June 2009 31 December 2008 Change Direct taxes 79,071 87,020 (7,949) IRAP 2,656 3,946 (1,290) Foreign direct taxes 14,483 15,706 (1,223) Total 96,210 106,672 (10,462)

“Direct taxes” include euro 64.1 million of the excess taxes paid in previous years for which the group has claimed reimbursement as allowed by law and which has not yet been received at the reporting date. The group collected approximately euro 9.9 million related to excess taxes paid in 1994 during the period. The remaining receivables relate to tax advances paid by group companies during the six months and prior year excess taxes which have not been claimed back. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 6.3 Other tax assets Other current tax assets decreased by euro 16.6 million to euro 114.1 million at 30 June 2009 as follows:

(Euro/000) 30 June 2009 31 December 2008 Change VAT 79,063 102,371 (23,308) Other Italian indirect taxes 7,159 9,210 (2,051) Foreign indirect taxes 9,228 5,437 3,791 Other Italian direct taxes 716 2,356 (1,640) Tax credits and withholdings 10,226 11,135 (909) Other 7,680 181 7,499 Total 114,072 130,690 (16,618)

The net decrease in “VAT” is due to the euro 29.2 million decrease following collections of excess VAT paid in previous years and the euro 5.9 million increase for the credit balance for the first six months of 2009. “Other” mainly comprise amounts paid following the recording of 66% of the claims made by the tax authorities for the tax litigation 93 described in note 3 in the tax rolls. Impregilo group factored part of its VAT and IRPEG receivables with recourse to leading factoring companies in previous years.

6.4 Current tax liabilities Current tax liabilities of euro 54.3 million may be analysed as follows:

(Euro/000) 30 June 2009 31 December 2008 Change IRES 39,305 6,074 33,231 IRAP 1,407 2,229 (822) Foreign taxes 13,623 15,579 (1,956) Total 54,335 23,882 30,453

6.5 Other tax liabilities Other tax liabilities of euro 33.4 million decreased by euro 3.0 million over 31 December 2008. They may be analysed as follows:

(Euro/000) 30 June 2009 31 December 2008 Change Withholdings 1,351 1,354 (3) VAT 25,223 26,036 (813) Foreign indirect taxes 354 547 (193) Withholdings applied in Italy 3,470 4,272 (802) Other 2,960 4,173 (1,213) Total 33,358 36,382 (3,024)

7. Working capital The working capital at 30 June 2009 is a positive euro 23.4 million (31 December 2008: negative euro 156.7 million) and is made up as follows:

(Euro/000) Note 30 June 2009 31 December 2008 Change Inventories 7.1 62,829 59,408 3,421 Contract work in progress 7.2 724,812 707,609 17,203 Advances on contract work in progress 7.3 (534,664) (713,111) 178,447 Trade receivables 7.4 834,954 880,946 (45,992) Trade payables 7.5 (1,041,671) (1,167,234) 125,563 Net receivables due from associates 7.6 58,727 87,927 (29,200) Other current assets 7.7 248,059 276,206 (28,147) Other current liabilities 7.8 (329,651) (288,419) (41,232) Total 23,395 (156,668) 180,063

94 7.1 Inventories Inventories total euro 62.8 million at the reporting date, as shown in the following table:

(Euro/000) 30 June 2009 31 December 2008 Gross carrying Provision Net carrying Gross carrying Provision Net carrying Change amount amount amount amount Real estate projects 23,569 (9,120) 14,449 25,320 (9,120) 16,200 (1,751) Finished products and goods 4,169 - 4,169 4,200 - 4,200 (31) Raw materials, consumables and supplies 47,807 (3,596) 44,211 43,830 (4,822) 39,008 5,203 Total 75,545 (12,716) 62,829 73,350 (13,942) 59,408 3,421

7.1.1 Real estate projects Real estate projects amount to euro 14.4 million, down by euro 1.8 million from 31 December 2008. The period-end balance mainly relates to the real estate project of euro 11.5 million (net of the related provision of euro 7.8 million) for the construction of a trade point in Lombardy. This project has been delayed since the relevant municipality has not yet implemented the measures necessary to start the works, as mentioned in the notes to the 2008 annual consolidated financial statements. The decrease is due to the sale of the property in Via Tibaldi, Milan, following settlement of the litigation which obliged the customer to pay the amount due to Impregilo. The proceeds from the sale approximated euro 2.3 million.

7.1.2 Finished products and goods and Raw materials, consumables and supplies The net balance of these items totals euro 4.2 million and euro 44.2 million, respectively, and mainly relates to goods to be used for foreign contracts, including those of the Construction segment in Venezuela and Nigeria, as well as the Italian contracts for the construction of the new offices of the Lombardy Regional Authorities and the Salerno-Reggio Calabria motorway, and of the Engineering & Plant Construction segment. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 7.2 Contract work in progress Current assets include contract work in progress, which totals euro 724.8 million at 30 June 2009, up by euro 17.2 million on the 31 December 2008 balance. The following table shows contract work in progress calculated using the stage of completion method net of losses realised or estimated at the reporting date and progress billings:

(Euro/000) 30 June 2009 31 December 2008 Change Contract work in progress 6,142,783 9,727,799 (3,585,016) Advances received (on approved work) (5,417,971) (9,020,190) 3,602,219 Total 724,812 707,609 17,203

The decrease in contract work in progress is due to the reclassification of certain large-scale contracts under construction from “Contract work in progress” to “Advances on contract work in progress”. At the reporting date, these contracts had advances due from customers greater than the stage of completion of the contracts measured using the cost to cost method. Therefore, in line with the group’s accounting policies, they were entirely reclassified to the item “Advances on work in progress”. The table in note 7.3 shows the related change in this item. 95

A breakdown of contract work in progress by business unit is as follows:

(Euro/000) Contract work in progress 30 June 2009 31 December 2008 Change Construction 413,211 362,484 50,727 Engineering & Plant Construction 284,151 314,675 (30,524) Concessions 41 345 (304) Imprepar 27,409 30,105 (2,696) Total 724,812 707,609 17,203

Contract work in progress of the Construction segment mainly relates to railway work in Venezuela (euro 190.1 million, with production of euro 159.9 million during the period), high speed/capacity railway contracts (euro 54.7 million, with production of euro 0.6 million during the period) and works on Lots 5 and 6 of the Salerno-Reggio Calabria motorway (euro 92.6 million, with production of euro 30.9 million during the period). The increase in the Construction segment is due to the continuation of the contracts in Venezuela and the Salerno-Reggio Calabria motorway and completion of the works for the Mestre motorway connector and continuation of construction of the new Lombardy Regional Authorities’ offices. Contact work in progress of the Engineering & Plant Construction segment mainly relates to the Qatar and United Arab Emirates desalination plants, with respect to which reference is made to the relevant section in the directors’ report. The item “Imprepar” relates to contracts being wound up.

7.3 Advances on contract work in progress The item “Advances on contract work in progress” included in “Current liabilities” amounts to euro 534.7 million, down by euro 178.4 million on the figure at 31 December 2008. It comprises:

(Euro/000) 30 June 2009 31 December 2008 Change Contract work in progress (9,203,379) (5,140,965) (4,062,414) Advances received (on approved work) 9,416,102 5,488,795 3,927,307 Contractual advances 321,941 365,281 (43,340) Total 534,664 713,111 (178,447)

Contract work in progress recognised under liabilities (negative WIP) is the negative net balance, for each contract, of work performed to date, the provision for contractual risks and progress billings.

The following table shows the contribution by contract: 96

(Euro/000) 30 June 2009 31 December 2008 Negative WIP Advances Total Negative WIP Advances Total Change Construction 128,064 273,260 401,324 188,598 286,403 475,001 (73,677) Engineering & Plant Const. 84,467 42,851 127,318 159,040 71,391 230,431 (103,113) Imprepar 192 5,830 6,022 192 7,487 7,679 (1,657) Total 212,723 321,941 534,664 347,830 365,281 713,111 (178,447)

The Construction segment balance relates principally to the high speed/capacity railway contracts (euro 167.7 million, with production of euro 291.6 million), contracts in Venezuela (euro 45.3 million), new contracts in Libya (euro 104.2 million, relating to advances) and the United States, Lake Mead, (euro 54.6 million, with production of euro 14.9 million). The Engineering & Plant Construction balance relates to advances received for contracts in Dubai and Quatar (euro 42.2 million) and progress (production net of advances) on Fisia Babcock’s contracts, mainly in the waste-to-energy sector, and Fisia Italimpianti’s contracts described above.

7.4 Trade receivables At 30 June 2009, receivables show a net decrease of euro 46.0 million at euro 835.0 million. They may be broken down as follows:

(Euro/000) 30 June 2009 31 December 2008 Change Trade receivables 941,721 986,546 (44,825) Provision for impairment (106,767) (105,600) (1,167) Total 834,954 880,946 (45,992) WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 The balance relates to amounts due from customers for invoices issued and for work performed and approved by customers but still to be invoiced. The decrease is mainly due to collections by the Construction segment for certain high speed/capacity contracts nearing completion (euro 36.9 million), the Mestre motorway connector (euro 39.6 million) and the Caracas - Tuy Medio railway contract in Venezuela (euro 25.1 million), net of new invoices principally related to the Libyan contract (euro 35.4 million), the highway 36 (approximately euro 25 million) and the new offices of the Lombardy Regional Authorities (euro 6.0 million).

The provision for impairment increased by euro 1.2 million to euro 106.8 million during the period, as follows:

(Euro/000) 31 December Accrual Utilisations Other Exchange rate Other 30 June 2008 utilizations gains (losses) changes 2009 Provision for impairment 46,162 2,421 (24) (585) (193) 72 47,853 Provision for default interest 59,438 - - (524) - - 58,914 Total 105,600 2,421 (24) (1,109) (193) 72 106,767

7.5 Trade payables 97 Trade payables amount to euro 1,041.7 million at period end, with a decrease of euro 125.6 million on 31 December 2008. They are made up as follows:

(Euro/000) 30 June 2009 31 December 2008 Change Trade payables 1,041,671 1,167,234 (125,563)

The main item of the trade payables consists of euro 474.4 million due to suppliers of the Construction segment, which decreased by euro 25.4 million over the previous year end, and euro 426.6 million due to those of the Engineering & Plant Construction segment, down by euro 84.1 million.

7.6 Net receivables due from associates The net intragroup balance at period end is a positive euro 58.7 million, down by euro 29.2 million over 31 December 2008. It is analysed in the following table:

(Euro/000) 30 June 2009 31 December 2008 Change Receivables 122,446 157,364 (34,918) Payables (63,719) (69,437) 5,718 Net balance 58,727 87,927 (29,200)

This item mainly relates to trading and financial relationships among equity-accounted investees. The net decrease is due to collection of part of the receivable due from Consorzio Venezia Nuova (euro 10.3 million) and the consortia in Venezuela, OIV Tocoma and VIT Caroni Tocoma (euro 24.4 million).

7.7 Other current assets Other assets of euro 248.1 million show a decrease of euro 28.1 million on the previous year end and may be analysed as follows:

(Euro/000) 30 June 2009 31 December 2008 Change Financial receivables 10,108 8,886 1,222 Advances to suppliers 79,484 103,885 (24,401) Other receivables 101,680 104,780 (3,100) Prepayments and accrued income 56,787 58,655 (1,868) Total 248,059 276,206 (28,147)

Financial receivables increased to euro 10.1 million, mainly due to the receivable of euro 0.8 million of Impregilo International Infrastructures on the sale of its investment in Nuova Romea. Advances to suppliers fell euro 24.4 million over 31 December 2008 due to the Engineering & Plant Construction segment (euro 19.5 million) and the Construction segment (euro 4.8 million). A breakdown by segment is set out in the following table:

98 (Euro/000) 30 June 2009 31 December 2008 Change Construction 29,885 34,682 (4,797) Engineering & Plant Construction 49,421 68,885 (19,464) Concessions 36 182 (146) Imprepar 142 136 6 Total 79,484 103,885 (24,401)

Other receivables amount to euro 101.7 million, down euro 3.1 million on the 2008 year-end balance. They mostly include receivables of FIBE and FIBE Campania due from the commissioner for the waste emergency in Campania as well as receivables due from consortia and joint venture partners and from employees and social security institutions. Prepayments and accrued income of euro 56.8 million show a decrease of euro 1.9 million on 31 December 2008. The item mainly consists of commissions on sureties and other contract costs which will be recognised in profit or loss in future periods based on the stage of completion of the related contracts. They are broken down in the following table:

(Euro/000) 30 June 2009 31 December 2008 Change Accrued income: - Other 778 69 709 Total accrued income 778 69 709 Prepayments: - Insurance 19,353 16,466 2,887 - Commissions on sureties 16,384 19,833 (3,449) - Leases 149 510 (361) - Costs recognised in line with stage of completion of contracts 17,380 19,934 (2,554) - Other 2,743 1,843 900 Total prepayments 56,009 58,586 (2,577) Total 56,787 58,655 (1,868) WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 7.8 Other current liabilities Other current liabilities of euro 329.7 million (euro 288.4 million) comprise:

(Euro/000) 30 June 2009 31 December 2008 Change Social security institutions 13,587 9,952 3,635 Personnel 27,190 27,333 (143) Compensation and compulsory purchases 29,076 31,832 (2,756) State bodies 159,070 117,832 41,238 Other payables 79,295 80,139 (844) Accrued expenses and deferred income 20,727 19,990 737 Provisions for risks and charges 706 1,341 (635) Total 329,651 288,419 41,232

• Payables due to employees relate to matured holiday pay. • Payables for compensation and compulsory purchases relate to the high speed/capacity railway contracts (down euro 2.8 million). 99 • Payables due to state bodies (euro 159.1 million) increased by euro 41.2 million due to the short-term portion of the payable due to the grantor of the Ayrton Senna concession. The item also includes euro 116.2 million (unchanged from the previous year end) related to transactions with the commissioner, the provincial authorities and municipalities of Campania in connection with the USW Campania projects. • Other payables of euro 79.3 million (euro 80.1 million at 31 December 2008) mainly relate to sums due for the acquisition of business units in previous years and to partners in foreign joint ventures. • Accrued expenses and deferred income of euro 20.7 million relate to the following items:

(Euro/000) 30 June 2009 31 December 2008 Change Accrued expenses: - Commissions on sureties 5,476 5,466 10 - Ten-year liability insurance 7,791 7,204 587 - Insurance 574 784 (210) - Other accrued expenses 6,416 6,341 75 Total accrued expenses 20,257 19,795 462 Deferred income: - Other deferred income 470 195 275 Total deferred income 470 195 275 Total 20,727 19,990 737

8. Equity Equity attributable to the owners of the parent increased to euro 856.0 million at 30 June 2009 from euro 824.8 million at the end of 2008. Changes of the period in the different equity items are summarised in the relevant schedule. In their meeting held on second call on 29 April 2009, the parent’s shareholders resolved to allocate the profit for 2008 as follows: • euro 4,151,977.70, equal to 5% of the profit for the year, to the legal reserve; • euro 32,196,634.96 as a dividend to the shareholders, equal to euro 0.08 per share; • euro 1,260,082.98 as a dividend to the holders of savings shares, equal to euro 0.78 per share, as per article 33.b of the by-laws; • euro 45,430,858.36 to be carried forward. Disclosures about the individual items are set out below.

Share capital The parent’s share capital of euro 718.4 million is unchanged with respect to 31 December 2008 as follows: 100 (Euro/000) 30 June 2009 31 December 2008 Opening balance 718,364 716,614 Share capital increase - 1,750 Closing balance 718,364 718,364

As a result, the parent’s share capital amounts to euro 718,364,456.72 at 30 June 2009, split into 404,073,428 shares, including 402,457,937 ordinary shares and 1,615,491 savings shares.

Share premium reserve The share premium reserve of euro 1.2 million did not change during the period.

Other reserves This item is broken down in the following table:

(Euro/000) 30 June 2009 31 December 2008 Change Legal reserve 10,003 5,851 4,152 Translation reserve 8,203 (3,251) 11,454 Hedging reserve (6,630) (5,098) (1,532) Fair value reserve (14,722) (13,539) (1,183) Consolidation reserve 1,375 1,375 - Total other reserves (1,771) (14,662) 12,891 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Share capital and reserves attributable to non-controlling interests Share capital and reserves attributable to non-controlling interests are as follows:

(Euro/000) Share capital profit (loss) Total non-controlling and reserves interests Opening balance 4,336 (154) 4,182 2008 profit (loss) (154) 154 - Profit (loss) for the period attributable to non-controlling interests - 726 726 Change in consolidation scope (1) - (1) Change in translation reserve and other changes (131) - (131) Closing balance 4,050 726 4,776

9. Net financial position The net financial indebtedness at 30 June 2009 amounts to euro 167.6 million compared to a net financial position of euro 42.6 million at the end of 2008. It may be broken down as follows: 101

(Euro/000) Note 30 June 2009 31 December 2008 Change Non-current financial assets 9.1 - 54 (54) Other current financial assets 9.2 42,034 47,171 (5,137) Cash and cash equivalents 9.3 820,004 944,880 (124,876) Total cash and other financial assets 862,038 992,105 (130,067) Medium/long-term bank loans 9.4 (298,061) (258,734) (39,327) Bonds 9.5 (57,090) (55,222) (1,868) Finance lease payables 9.6 (1,600) (1) (1,599) Total medium/long-term indebtedness (356,751) (313,957) (42,794) Current portion of bank loans and current account facilities 9.4 (599,468) (543,452) (56,016) Current portion of bonds 9.5 (8,805) (1,903) (6,902) Current portion of finance lease payables 9.6 (458) (33) (425) Total short-term indebtedness (608,731) (545,388) (63,343) Derivatives (with positive fair value) 9.7 934 4,153 (3,219) Derivatives (with negative fair value) 9.7 (6,576) (7,168) 592 Other financial receivables 9.8 0 23,480 (23,480) Other financial payables 9.8 (58,464) (110,649) 52,185 Total other items in net financial position (64,106) (90,184) 26,078 Net financial position (indebtedness) (167,550) 42,576 (210,126)

There are no receivables/payables due from/to related parties at either 30 June 2009 or 31 December 2008.

9.1 Non-current financial assets Non-current financial assets at 31 December 2008 included treasury bonds, whose carrying amount equalled their fair value. These bonds were disposed of with the sale of the subsidiary which held them to third parties.

(Euro/000) 30 June 2009 31 December 2008 Change Non-current financial assets - 54 (54)

9.2 Other current financial assets Other current financial assets are as follows:

(Euro/000) 30 June 2009 31 December 2008 Change Other current financial assets 42.034 47.171 (5.137)

This item includes the group companies’ investments of liquidity in treasury bonds and guaranteed-return insurance instruments.

102 Specifically, it comprises the investment classified as “Held-to-maturity investments” in securities issued by a leading Italian insurer held by the Consorzio CAV.TO.MI. (euro 41.5 million, euro 40.7 million at 31 December 2008), initially pledged as a guarantee for the surety given to the customer TAV for payment of the contractual advance for the Novara-Milan railway line. The change for the period is due to the accrued interest.

9.3 Cash and cash equivalents At 30 June 2009, cash and cash equivalents amount to euro 820.0 million, down euro 124.9 million, as shown below:

(Euro/000) 30 June 2009 31 December 2008 Change Cash and cash equivalents 820,004 944,880 (124,876)

This decrease is shown in the statement of cash flows together with changes in the current account facilities disclosed in note 9.4. The parent’s cash and cash equivalents are tied up as collateral of euro 5.2 million by a major bank for two loans granted to a group company. Moreover, the obtaining of funds by the members of consortia (in which Impregilo is involved) is subject to approval by all the consortium members in order to protect the financial requirements of the related contracts.

9.4 Bank and other loans Bank and other loans increased by euro 95.3 million over 31 December 2008 to euro 897.5 million at period end, as summarised below:

(Euro/000) 30 June 2009 31 December 2008 Change Non-current 298,061 258,734 39,327 Current 599,468 543,452 56,016 Total 897,529 802,186 95,343 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 The group’s financial indebtedness is broken down by loan type in the following table:

(Euro/000) 30 June 2009 31 December 2008 Non-current Current Total Non-current Current Total Bank corporate loans 257,805 277,718 535,523 190,583 311,234 501,817 Bank project financing 12,253 15,479 27,732 30,781 328 31,109 Bank concession financing 25,417 90,274 115,691 27,056 49,963 77,019 Financing and mortgage loans of companies in liquidation 2,586 - 2,586 2,714 1,706 4,420 Other loans - 61,253 61,253 7,600 19,353 26,953 Total bank and other loans 298,061 444,724 742,785 258,734 382,584 641,318 Current account facilities - 154,744 154,744 - 160,868 160,868 Total 298,061 599,468 897,529 258,734 543,452 802,186

Bank corporate loans Bank corporate loans relate to the loans of euro 441.2 million granted to the parent Impregilo (euro 425.5 million) and of euro 94.4 million 103 to the subsidiary FISIA Italimpianti (euro 76.3 million). They were granted by leading banks and have repayment plans which provide for payment of the last instalments in 2013. The interest rates are tied to the Euribor and have floating spreads depending on the loan’s term and conditions, except for certain short-term, fixed rate loans granted to companies of the Engineering & Plant Construction segment. Several loans have covenants that provide for, inter alia, the debtor’s obligation to meet certain financial ratios. At the date of preparation of this report, there were no issues to be reported on the parent’s loans. However, FISIA Italimpianti has not respected the covenants for a loan and it is currently renegotiating the loan’s structure with the lending bank. As required by IAS 1 and as performed at 31 December 2008, the non-current portion of the loan has been classified as current financial indebtedness. Hedging contracts have been agreed to cover interest rate risks on some of the loans.

Bank project financing Project financing at 30 June 2009 relates to the Salerno Reggio Calabria contracts, for a total amount of euro 27.7 million (euro 31.1 million). Project financing agreements do not provide for any contractual maturity, since repayments and extinctions are in line with the performance of the relevant contract. Interest rate hedges have been agreed for this financing.

Concession financing This item includes: • euro 96.1 million granted by Brazilian banks to Primav Ecorodovias and its subsidiaries. The increase on 31 December 2008 is mainly due to the additional financing taken out for the new Ayrton Senna concession. These loans are included in the project financing category and are secured by the revenue flows arising from the activities carried out under the related concessions. The interest rates are based on benchmarks such as the Brazilian inflation rate and interbank rate;

• euro 9.9 million related to the Parking Glasgow concession. This loan is included in the project financing category. Interest rate hedges have been agreed for it. The loan agreement includes a number of covenants, all of which the concession company had complied with at the reporting date. • euro 9.7 million related to the Caminos de Las Sierras concession. The financing was granted following the restructuring of Caminos de Las Sierras S.A.’s debt finalised in 2006 and is guaranteed by Impregilo S.p.A..

Financing and mortgage loans of companies in liquidation This category includes the loans obtained by Imprepar and its subsidiaries. The related repayment plans are linked to the liquidation procedures of the companies to which the loans refer.

Other loans This item includes the loans granted to FISIA Italimpianti for the “Venezia Nuova” contract and by leading factoring companies to FISIA and Consorzio Torre. The interest rates are based on the Euribor and have floating spreads depending on the loans’ term and conditions. 104

Current account facilities Current account facilities decreased by euro 6.1 million to euro 154.7 million. This item includes euro 119.7 million relating to the Venezuelan contracts.

9.5 Bonds The outstanding bonds at 30 June 2009 relate to the Brazilian concession company Primav Ecorodovias, which is consolidated on a proportionate basis. They are analysed in the following table:

(Euro/000) 30 June 2009 31 December 2008 Change Non-current portion 57,090 55,222 1,868 Current portion 8,805 1,903 6,902 Total 65,895 57,125 8,770

The Brazilian company’s bond issue was placed on 21 December 2006 in three instalments with a total nominal amount of R$ 450,000 million, the first with a nominal amount of R$ 135,000 million, due in November 2013, and the other two with a nominal amount of R$ 157,500 million each and due on 1 May and 1 November 2014, respectively. The first instalment bears interest at the interbank rate (currently approximately 11.3%) plus a spread of 4% of such rate paid every six months while the other two instalments bear an annual interest rate of 9.5% indexed to the Brazilian inflation rate. A leading independent body rated the bond issue AA-. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 9.6 Finance lease payables Finance lease payables may be broken down as follows at 30 June 2009:

(Euro/000) 30 June 2009 31 December 2008 Change Non-current finance lease payables 1,600 1 1,599 Current finance lease payables 458 33 425 Total 2,058 34 2,024

This item includes the principal of future lease payments of contracts existing at the reporting date. Finance leases relate to plant and machinery. They have an average term of between three and five years. The effective average interest rate was 4.127% at 30 June 2009. Payables for these leases are guaranteed to the lessor via rights on the leased assets.

9.7 Derivatives These items show the fair value of the agreements hedging currency and interest rate risks at the balance sheet date. They may be broken 105 down as follows:

(Euro/000) 30 June 2009 31 December 2008 Assets Liabilities Assets Liabilities Interest rate swaps - cash flow hedge - 5,843 - 4,370 Interest rate swaps - FVPL - 634 1 641 Forward foreign currency purchases and sales - FVTPL 934 99 4,152 2,157 Total 934 6,576 4,153 7,168

The following tables set out the characteristics of the derivatives existing at 30 June 2009, showing the company owning the contract and the related fair value at the reporting date:

INTEREST RATE SWAPS - Cash flow hedges Negative fair value Company Agreement date Expiry date Currency Notional amount Fair Value (Euro) Impregilo S.p.A. 31-12-2008 31-12-2011 Euro 45,160,500 (1,428,914) Impregilo S.p.A. 31-12-2008 31-12-2011 Euro 45,160,500 (1,428,914) Impregilo Parking Glasgow 22-06-2004 30-06-2029 GBP 8,673,785 (1,361,120) Impregilo Parking Glasgow 22-06-2004 30-06-2029 GBP 672,028 (1,623,638) Total (5,842,585)

This category includes derivatives that have been entered into to hedge the group against interest rate risks and that meet hedge accounting requirements. To check compliance with these requirements, the effectiveness of the hedges have been verified and confirmed and therefore, the hedging reserve (see note 8) has been recognised in equity.

INTEREST RATE SWAPS - FVTPL Negative fair value Company Agreement date Expiry date Currency Notional amount Fair value (Euro) Reggio Calabria Scilla 17-07-2007 18-10-2010 Euro 18,000,000 (634,533)(*) Total (634,533)

(*) Impregilo's share

This category includes derivatives that have been entered into to hedge the group against interest rate risks but that do not meet (or no longer meet and the situation has not been currently resolved) hedge accounting requirements for cash flows hedges.

EXCHANGE RATE DERIVATIVES - FVTPL Positive fair value Company Agreement date Expiry date Currency Notional amount Fair value (Euro)

106 Impregilo S.p.A. 11-05-2009 13-07-2009 USD 8,000,000 286,459 Impregilo S.p.A. 14-04-2009 14-07-2009 USD 6,000,000 279,399 Impregilo S.p.A. 18-05-2009 20-07-2009 USD 6,000,000 165,826 Impregilo S.p.A. 30-06-2009 31-07-2009 USD 3,150,000 7,732 Impregilo S.p.A. 11-06-2009 11-09-2009 USD 6,000,000 80,276 Impregilo S.p.A. 16-06-2009 16-09-2009 USD 3,700,000 29,815 Impregilo S.p.A. 23-06-2009 23-09-2009 USD 8,000,000 84,806 Total 934,313

EXCHANGE RATE DERIVATIVES - FVTPL Negative fair value Company Agreement date Expiry date Currency Notional amount Fair value (Euro) Impregilo S.p.A. 5-06-2009 6-07-2009 USD 8,000,000 (50,177) FISIA Italimpianti 4-09-2008 31-08-2009 USD 8,000,000 (48,951) Total (99,128)

This category includes derivatives that have been entered into to hedge the company against currency risks but that do not meet (or no longer meet and the situation has not been currently resolved) hedge accounting requirements for cash flows hedges. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 9.8 Other items included in net financial position The other items included in net financial position amount to euro 58.5 million, as follows:

(Euro/000) 30 June 2009 31 December 2008 Change Financial receivables Passante di Mestre - 23,480 (23,480) Total financial receivables - 23,480 (23,480) Financial payables Impregilo S.p.A. (30,405) (51,208) 20,803 Passante di Mestre - (23,480) 23,480 CA.V.TO.MI - (13,444) 13,444 Consorzio Torre (28,059) (22,517) (5,542) Total financial payables (58,464) (110,649) 52,185 Total (58,464) (87,169) 28,705

This item includes: 107 (i) Financial payables due to factoring of tax receivables. Impregilo group factored tax receivables totalling euro 30.4 million with recourse in previous years. The carrying amount of these financial payables at the reporting date relates to IRPEG receivables of euro 30.4 million factored by the parent during 2007. The difference compared to 31 December 2008 is due to repayment of the loans after collection of the factored receivables. (ii) Financial payables arising from the with recourse factoring of receivables due from customers to Consorzio Torre (euro 28.1 million).

10. Guarantees and commitments The key guarantees given by the group are set out below: • Contractual sureties: these total euro 3,350.0 million and are given to customers as performance bonds, to guarantee advances, withholdings and involvement in tenders for all ongoing contracts. In turn, the group has guarantees given by its subcontractors that partially cover the contractual sureties given. • Sureties for credit: they amount to euro 17.8 million and relate to the non-consolidated companies. • Sureties granted to Sace for export credit of euro 39.3 million. • Other personal guarantees of euro 279.1 million consisting of guarantees related to customs and tax obligations. • Collateral related to: - liens on shares of the consortium companies Salerno Reggio Calabria S.c.p.a. and Reggio Calabria-Scilla S.c.p.a. given to guarantee a loan (euro 43.4 million); - liens on shares of the consortium company Passante di Mestre S.c.p.a. given to guarantee a loan (euro 21.0 million); - guarantee deposits for shares of Impregilo Wolverhampton Ltd., Impregilo Parking Glasgow Ltd., Yacilec S.A., Caminos de Las Sierras and Ecovias dos Imigrantes (euro 40.6 million). - collateral on a bearer deposit in the name of Impregilo S.p.A. securing two dollar loans granted to a group company; the collateral amounts to euro 5.2 million and the loans are also secured by a surety for the rest of the payable, described earlier. Commitments mainly comprise a sales commitment given by Impregilo for investments in consortia (euro 21.7 million).

Income statement

11. Revenue Revenue for the first half of 2009 amounts to euro 1,433.5 million, up 8.4% on the corresponding period of 2008:

(Euro/000) 1st half 2009 1st half 2008 Change Change % Revenue - goods and services 529,977 545,831 (15,854) (2.9%) Change in work in progress, semi-finished products and finished products and real estate projects (2,575) (1,186) (1,389) 117.1% Change in contract work in progress 872,833 746,309 126,524 17.0% Total operating revenue 1,400,235 1,290,954 109,281 8.5% Other revenue and income 33,314 31,251 2,063 6.6% Total revenue 1,433,549 1,322,205 111,344 8.4%

108 The change in contract work in progress includes contractual revenue deriving from production carried out during the six months measured using the cost to cost method. Reference should be made to the note on work in progress for a breakdown of contract work in progress and related changes during the period.

A breakdown of operating revenue by business segment is given in the following table:

(Euro/000) 1st half 2009 1st half 2008 Change Change % Construction 859,123 737,364 121,759 16.5% Engineering & Plant Construction 467,942 468,141 (199) - Concessions 67,924 80,964 (13,040) (16.1%) Imprepar 5,246 4,485 761 17.0% Total 1,400,235 1,290,954 109,281 8.5%

Other revenue is analysed in the following table:

(Euro/000) 1st half 2009 1st half 2008 Change Change % Cost recoveries 15,101 8,009 7,092 88.6% Rent and leases 322 1,393 (1,071) (76.9%) Gains on disposals of property, plant and equipment 3,668 7,366 (3,698) (50.2%) Prior year income 10,504 8,925 1,579 17.7% Utilisations of provisions for risks 38 62 (24) (38.7%) Other 3,681 5,496 (1,815) (33.0%) Total 33,314 31,251 2,063 6.6% WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 12. Costs 12.1 Raw materials and consumables The cost of raw materials and consumables incurred in the first six months of 2009 decreased by euro 91.8 million to euro 281.6 million compared to the corresponding period of 2008:

(Euro/000) 1st half % of1st half % ofChange 2009 revenue 2008 revenue Purchases of raw materials and consumables 286,695 20.0% 372,351 28.2% (85,656) Change in raw materials and consumables (5,128) (0.4%) 1,058 0.1% (6,186) Total 281,567 19.6% 373,409 28.2% (91,842)

The reduction in costs for raw materials is mainly due to the decrease seen for the Engineering & Plant Construction segment (euro 86.8 million) and the Concessions segment (euro 6.7 million).

12.2 Subcontracts Costs of subcontracts increased to euro 389.5 million, up euro 110.3 million on the corresponding figure of the previous year, as shown 109 in the following table:

(Euro/000) 1st half % of1st half % ofChange 2009 revenue 2008 revenue Subcontracts 389,493 27.2% 279,230 21.1% 110,263

The change is mainly due to the upturn for the Construction and Engineering & Plant Construction segments (euro 40.8 million and euro 70.0 million, respectively).

12.3 Other operating expenses In the first half of 2009, other operating expenses rose to euro 479.6 million, up euro 98.6 million on the corresponding period of the previous year, as follows:

(Euro/000) 1st half % of1st half % ofChange 2009 revenue 2008 revenue Consultancy and technical services 143,709 10,0% 147,452 11,2% (3,743) Fees to directors, statutory auditors and independent auditors 2,774 0,2% 2,539 0,2% 235 Maintenance 4,654 0,3% 4,498 0,3% 156 Transportation and freight 26,846 1,9% 23,165 1,8% 3,681 Insurance 11,801 0,8% 18,036 1,4% (6,235) Recharges and allocation of costs from consortia and joint ventures 205,126 14,3% 113,839 8,6% 91,287 Rent and leases 20,221 1,4% 22,452 1,7% (2,231) Other operating expenses 58,629 4,1% 42,401 3,2% 16,228 Prior year losses 4,656 0,3% 5,073 0,4% (417) Losses on disposal of assets 1,211 0,1% 1,572 0,1% (361) Total 479,627 33,4% 381,027 28,8% 98,600

“Consultancy and technical services” mainly consist of costs for the design and construction work carried out by the special purpose entities. These costs are broken down in the following table:

(Euro/000) 1st half % of1st half % ofChange 2009 revenue 2008 revenue Design and engineering services 115,961 8.1% 128,612 9.7% (12,651) Testing 555 - 1,043 0.1% (488) Construction 16,647 1.2% 8,317 0.6% 8,330 Legal, administrative and other services 10,546 0.7% 9,480 0.7% 1,066 Total 143,709 10.0% 147,452 11.2% (3,743)

12.4 Personnel expenses Personnel expenses for the first half of 2009 amount to euro 161.8 million, substantially unchanged from the same period of 2008 as follows:

110 (Euro/000) 1st half % of1st half % ofChange 2009 revenue 2008 revenue Wages and salaries 104,603 7.3% 103,987 7.9% 616 Social security and pension charges 27,577 1.9% 27,650 2.1% (73) Accrual to post-employment benefits and employee benefits 9,660 0.7% 9,435 0.7% 225 Other personnel expenses 19,920 1.4% 20,851 1.6% (931) Total 161,760 11.3% 161,923 12.2% (163)

Other personnel expenses principally relate to repayments of travel expenses.

12.5 Amortisation, depreciation, provisions and impairment losses This item of euro 29.5 million is in line with the corresponding period of the previous year. It may be analysed as follows:

(Euro/000) 1st half % of1st half % ofChange 2009 revenue 2008 revenue Accrual to the provision for impairment 2,478 0.2% 1,467 0,1% 1,011 Accrual to the provision for risks 5,977 0.4% 4,799 0,4% 1,178 Impairment losses (126) - (292) (0,0%) 166 Release of excess provision (7,346) (0.5%) (7,546) (0,6%) 200 Total provisions and impairment losses 983 0.1% (1,572) (0,1%) 2,555 Amortisation of intangible assets 1,924 0,1% 1,773 0,1% 151 Depreciation of property, plant and equipment 15,085 1,1% 18,846 1,4% (3,761) Depreciation of freely transferable assets 11,540 0,8% 10,577 0,8% 963 Total amortisation and depreciation 28,549 2,0% 31,196 2,4% (2,647) Total 29,532 2,1% 29,624 2,2% (92) WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 13. Financing income (costs) and gains (losses) on investments Financing income (costs) and gains (losses) on investments came to a positive euro 1.9 million in the period, compared to a positive euro 37.8 million in the same period of 2008.

The item may be analysed as follows:

(Euro/000) Note 1st half 2009 1st half 2008 Change Net financing costs 13.1 (984) (30,928) 29,944 Net gains on investments 13.2 2,906 68,726 (65,820) Total 1,922 37,798 (35,876)

13.1 Net financing costs Net financing costs decreased to euro 1.0 million from euro 30.9 million in the corresponding period of 2008, as follows:

(Euro/000) 1st half 2009 1st half 2008 Change 111 Bank interest income (a) 9,078 16,639 (7,561) Interest on financial receivables (a) 1,568 757 811 Bank interest expense (a) (34,182) (41,032) 6,850 Interest on bonds (a) (3,000) (3,465) 465 Interest on other financial payables (a) (4,935) (3,769) (1,166) Interest on leases (a) (22) (13) (9) Bank charges and commissions (e) (3,542) (5,628) 2,086 Commissions on sureties (e) (5,638) (5,069) (569) Gains on securities (e) 797 961 (164) Gains on the sale of securities (c) 44,045 10,218 33,827 Interest on tax assets (e) 670 1,627 (957) Default interest, net (d) 1,874 445 1,429 Financial discounts and allowances (e) 1,150 683 467 Impairment losses on financial receivables (e) 91 (1,232) 1,323 Other financial income (e) 843 1,641 (798) Other financial expense (e) (197) (113) (84) Fair value gains on financial instruments (b) 881 706 175 Realised exchange rate losses (b) (12,697) (1,136) (11,561) Unrealised exchange rate gains (losses) (b) 2,232 (3,148) 5,380 Total (984) (30,928) 29,944

Net financing costs were the results of many effects, the more significant of which are summarised below: (a) Total net financial expense totalled euro 31.5 million (euro 30.9 million), an increase of euro 0.6 million on the corresponding period of 2008.

(b) Net exchange rate losses, including fair value gains on financial instruments, increased by euro 6.0 million on the first six months of 2008. This was due to the Engineering & Plant Construction segment’s exposure to Persian Gulf currencies (approximately euro 3.6 million) and the Construction segment’s exposure to the South American currencies (approximately euro 2.4 million), for which hedges cannot be agreed at reasonable conditions. (c) Greater gains on the sales of securities of euro 33.8 million compared to corresponding period of 2008. As described in the 2008 Annual Report, these gains were achieved by taking advantage of currency mismatches of money markets in relation to certain South American currencies, whose official exchange rates with some strong currencies, including the US dollar, are fixed artificially. (d) Default interest related to the Construction segment.

13.2 Net gains on investments Net gains on investments decreased by euro 65.8 million to euro 2.9 million for the first half of 2009 as shown in the following table:

(Euro/000) 1st half 2009 1st half 2008 Change 112 Profit or loss of associates 829 982 (153) Dividends 350 242 108 Gains on the sale of investments 1,760 67,502 (65,742) Other gains (losses) on investments and profits (losses) of joint ventures (33) - (33) Total 2,906 68,726 (65,820)

The item had benefitted from the sale of the group’s investment in the Brazilian concession company Ponte de Pedra S.A. in the first six months of 2008, which generated a net gain of euro 67.5 million.

The profit of associates of euro 0.8 million is broken down in the following table:

(Euro/000) 1st half 2009 1st half 2008 Change Yacilec 716 651 65 Varie Iglys 21 357 (336) Agua Azul 422 184 238 Wolverhampton 30 82 (52) altre Impr. Int. Infr. - (166) 166 Total Concessions 1,189 1,108 81 Total Engineering & Plant Construction (4) (4) - Total Construction and Corporate (311) 86 (397) Total Other (45) (208) 163 Total 829 982 (153) WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 14. Income tax The group’s income tax expense for the period is euro 36.4 million as follows:

(Euro/000) 1st half 2009 1st half 2008 Change Current taxes 45,248 17,643 27,605 Net deferred tax expense (income) (12,490) 11,584 (24,074) Prior year taxes (257) (4,761) 4,504 Total 32,501 24,466 8,035 IRAP 3,961 3,450 511 Total 36,462 27,916 8,546

Taxes are calculated using the tax rate expected to be applied to the annual profit using estimates updated at 30 June 2009. The net deferred tax income contributes positively to the consolidated profit for euro 12.5 million as shown below:

(Euro/000) Deferred tax expense for the period 396 Reversal of deferred tax liabilities recognised in previous years (4,157) 113 Deferred tax income for the period (17,296) Reversal of deferred tax assets recognised in previous years 8,567 Total (12,490)

Changes in deferred tax assets and liabilities and the related impact on profit or loss are set out below:

(Euro/000) 31 December Accruals Utilisations Changes in 30 June 2008 consolidation scope 2009 and exchange rate gains (losses) Deferred tax assets: Amortisation and depreciation exceeding tax rates 3,084 - (61) - 3,023 Provision for risks and impairment losses 32,635 114 (4,582) - 28,167 2005 share capital increase related charges 3,144 - (1,043) - 2,101 FISIA Hiatus goodwill 37,323 - (1,794) - 35,529 Other 6,792 17,182 (1,087) 524 23,411 Total 82,978 17,296 (8,567) 524 92,231 Offsetting (18,874) - - 3,756 (15,118) (a) Net deferred tax assets 64,104 17,296 (8,567) 4,280 77,113 Deferred tax liabilities: Deferred gains (4,670) - (4,670) Other (31,158) (396) 4,157 (481) (27,878) Total (35,828) (396) 4,157 (481) (32,548) Offsetting 18,874 - -- (3,756) 15,118 (b) Net deferred tax liabilities (16,954) (396) 4,157 (4,237) (17,430) (a)+(b) Net deferred tax expense (income) 16,900 (4,410) 12,490

Deferred tax assets and liabilities are offset when relating to Italian companies participating in the national consolidation tax system. The deferred tax assets recognised in the period entirely relate to temporary differences and, specifically, expenses, the tax deductibility of which is deferred compared to when they are recognised.

15. Profits (losses) from discontinued operations Profits (losses) from discontinued operations for the first halves of 2009 and 2008 are analysed below:

(Euro/000) 1st half 2009 1st half 2008 USW Campania Total projects Revenue -- Costs (1,024) - Gains (losses) on the disposal of assets and impairment losses - 40,635 Profits (losses) on investments -- Total (1,024) 40,635

The net profits from discontinued operations for the first half of 2008 included net profits of euro 40.6 million, mainly consisting of the financial components of the agreement defined in 2006 for the sale of the Chilean concession company Costanera Norte S.A. by Impregilo International Infrastructures, which were to be defined after the sale. 114

16. Related party transactions Impregilo group’s transactions with its associates mainly related to: • trading transactions, namely purchases and procurement of services necessary to carry out work on contracts, contracting and subcontracting; • services (technical, organisational, legal and administrative), carried out at centralised level; • financial transactions, namely loans and joint current accounts as part of cash pooling transactions and guarantees given on behalf of group companies. Transactions are carried out with associates in the interests of Impregilo, aimed at building on existing synergies in the group in terms of production and sales integration, efficient use of existing skills, streamlining of centralised structures and financial resource. These transactions are regulated by specific contracts and carried out on an arm’s length basis.

The key related party transactions, as defined by IAS 24 and group policies, carried out in the first half of 2009 are summarised below:

(Euro/000 - Impregilo's share) 30 June 2009 Related party Receivables Payables Other current Revenue Costs Cash flows liabilities operativi for the period Impresa Grassetto S.p.A. 33 (6) (17,667) - 4 - Itinera S.p.A. 422 (6,391) - - 3,597 (2,423) Satap S.p.A. - (1,646) - - 673 (6,830) Total 455 (8,043) (17,667) - 4,275 (9,253) WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 The above related party transactions mainly relate to the transactions carried out as part of the high-speed/capacity railway contracts. The above transactions are governed by specific agreements and carried out on an arm’s length basis. Their effects on the balance sheet and income statement are shown together with the related contract. Their impact on the group’s financial position and results of operations for the period has not been material. As required by Consob communication no. DEM/6064293, the effects of the above most significant related party transactions are disclosed in the statement of financial position, income statement and statement of cash flows.

17. Significant non-recurring events and transactions With respect to significant non-recurring events as defined in Consob communication no. DEM/6064293(1), the group’s financial position at 30 June 2009 and results of operations for the six months then ended were not affected by significant non-recurring events and transactions.

115

18. Balances or transactions arising from atypical and/or unusual transactions During the six months, Impregilo group did not carry out any atypical and/or unusual transactions, as defined in the above Consob communication no. DEM/6064293(2).

19. Earnings per share Earnings per share are disclosed at the foot of the income statement. They have been calculated in accordance with IAS 33, taking into account the dilutive effects of potential shares arising from stock option plans for the first half of 2009.

1 Significant non-recurring events and transactions are those that do not frequently occur in the normal course of business. 2 Atypical and/or unusual transactions are those that, due to their significance and relevance, the counterparty, the object of the transaction, exchange pricing and timing, may cast doubts as to the accuracy and completeness of disclosures, conflicts of interest, protection of the group’s assets and non-controlling interests.

20. Statement of comprehensive income The following tables show the other items of comprehensive income:

1st half 2009 Profit (loss) for AFS Profit (loss) for Reclassifications Total comprehensive Non-controlling Total the period of the financial the period of the (recognised in income attributable interests comprehensive consolidated assets equity-accounted profit or loss) to the owners income companies investees of the parent Change in translation reserve 11,018 (23) 459 11,454 (132) 11,322 Change in hedging reserve (1,457) (75) - (1,532) - (1,532) Change in fair value reserve (1,183) - - (1,183) - (1,183) Profit for the period 55,280 - - 55,280 726 56,006 Total 64,841 (1,183) (98) 459 64,019 594 64,613

1st half 2008 Profit (loss) for AFS Profit (loss) for Reclassifications Total comprehensive Non-controlling Total the period of the financial the period of the (recognised in income attributable interests comprehensive 116 consolidated assets equity-accounted profit or loss) to the owners income companies investees of the parent Change in translation reserve 2,611 (12,619) - (10,008) 267 (9,741) Change in hedging reserve 161 (54) - 107 - 107 Change in hedging reserve (1,462) - - (1,462) - (1,462) Profit for the period 149,660 - - 149,660 (2,151) 147,509 Total 152,432 (1,462) (12,673) - 138,297 (1,884) 136,413

The reclassifications for the first half of 2009 relate to the transfer of the translation reserve for the foreign investments sold to third parties during the period to the income statement.

On behalf of the board of directors Chairman WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 CONSOLIDATION SCOPE 117

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Consolidation scope

CONSOLIDATION SCOPE

Name Country Currency Share % of % % Indirectly Method capital invest- direct in- held by 30.06.2009 subscribed ment direct CONSTRUCTION Impregilo S.p.A. Italy Euro 718,364,457 100 100 Diversi line-by-line Bocoge S.p.A. - Costruzioni Generali Italy Euro 1,702,720 100 100 line-by-line Campione S.c.r.l. (in liq.) Italy Euro 11,000 99.9 99.9 line-by-line Consorzio CCTE (in liq.) Italy Euro 41,315 100 60 40 ILIM S.r.l. line-by-line Consorzio Cogefar-Impresit Cariboni per la Frana di Spriana S.c.r.l. (in liq.) Italy Euro 45,900 100 100 line-by-line Consorzio tra le Società Cogefar/Bordin/Coppetti/Icep - CORAV Italy Euro 51,129 96.97 96.97 line-by-line Construtora Impregilo y Associados S.A.-CIGLA S.A. Brazil BRL 7,641,014 100 100 line-by-line CSC Impresa Costruzioni S.A. Switzerland CHF 2,000,000 100 100 line-by-line Effepi - Finanza e Progetti S.r.l. (in liq.) Italy Euro 78,000 100 100 SGF INC S.p.A. line-by-line I.L.IM. - Iniziative Lombarde Immobiliari S.r.l. (in liq.) Italy Euro 3,100,000 100 100 line-by-line Impregilo Healy Joint Venture USA 100 15 85 Healy S.A. line-by-line Impregilo Lidco Libya Co Libya DL 5,000,000 60 60 line-by-line INC - Algerie S.a.r.l. Algeria DZD 151,172,000 99.97 99.97 SGF INC S.p.A. line-by-line Joint Venture Impregilo S.p.A. - S.G.F. INC S.p.A. Greece 100 99 1 SGF INC S.p.A. line-by-line 118 Lavori Lingotto S.c.r.l. (in liq.) Italy Euro 25,000 100 100 line-by-line Nuovo Dolonne S.c.r.l. (in liq.) Italy Euro 50,000 100 100 line-by-line PGH Ltd Nigeria NGN 52,000,000 100 100 line-by-line Rivigo J.V. (Nigeria) Ltd Nigeria NGN 25,000,000 70 70 PGH Ltd line-by-line S.A. Healy Company USA USD 11,320,863 100 100 line-by-line S.G.F. - I.N.C. S.p.A. Italy Euro 3,859,680 100 100 line-by-line Società Industriale Prefabbricazione Edilizia del Mediterraneo - S.I.P.E.M. S.p.A. (in liq.) Italy Euro 438,546 100 100 line-by-line Suramericana de Obras Publicas C.A.- Suropca C.A. Venezuela VEB 2,874,118,000 100 99 1 CSC S.A. line-by-line Vegas Tunnel Constructors USA 100 40 60 Healy S.A. line-by-line Consorcio Acueducto Oriental Dominican Rep. 67 67 proportionate Consorcio Central Hidroelectrica Daule Peripa Division Obras Civiles Ecuador 90 85 5 Imprepar S.p.A. proportionate Consorcio Contuy Medio Grupo A C.I. S.p.A. Ghella Sogene C.A., Otaola C.A. Venezuela 36.4 36.4 proportionate Consorcio Impregilo - Ingco Dominican Rep. 70 70 proportionate Consorcio Impregilo Yarull Dominican Rep. 70 70 proportionate Consorzio Alta Velocità Torino/Milano - C.A.V.TO.MI. Italy Euro 5,000,000 74.69 74.69 proportionate Consorzio Autosilo Vico Morcote Switzerland 70 70 CSC S.A. proportionate Consorzio C.A.V.E.T. - Consorzio Alta Velocità Emilia/Toscana Italy Euro 5,422,797 75.98 75.98 proportionate Consorzio Camaiore Impianti (in liq.) Italy Euro 25,500 55 55 proportionate Consorzio Caserma Donati Italy Euro 300,000 84.2 84.2 proportionate Consorzio Cociv Italy Euro 516,457 94.5 94.5 proportionate Consorzio Scilla (in liq.) Italy Euro 1,000 51 51 proportionate Consorzio Torre Italy Euro 5,000,000 94.6 94.6 proportionate Consorzio Venice Link Italy Euro 1,000 61 61 proportionate Constructora Mazar Impregilo-Herdoiza Crespo Ecuador 70 70 proportionate Empresa Constructora Costanera Norte Ltda Chile CLP 10,000,000 77.78 77.78 proportionate Eurolink S.c.p.a. Italy Euro 150,000,000 45 45 proportionate Ghazi-Barotha Contractors J.V. Switzerland 57.8 57.8 proportionate Nathpa Jhakri J.V. India USD 1,000,000 60 60 proportionate OR.MA - S.c.r.l. (in liq.) Italy Euro 10,000 55 55 SGF INC S.p.A. proportionate Passante di Mestre S.c.p.A. Italy Euro 50,000,000 42 42 proportionate Pedelombarda S.c.p.a. Italy Euro 80,000,000 47 47 proportionate WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Name Country Currency Share % of % % Indirectly Method capital invest- direct in- held by 30.06.2009 subscribed ment direct Reggio Calabria - Scilla S.c.p.a. Italy Euro 35,000,000 51 51 proportionate Salerno-Reggio Calabria S.c.p.a. Italy Euro 50,000,000 51 51 proportionate Val Viola S.c.r.l. (in liq.) Italy Euro 10,200 60 60 proportionate A.T.I. Monte Bianco S.c.r.l. (in liq.) Italy Euro 10,329 33.33 33.33 SGF INC S.p.A. equity Aegek-Impregilo-Aslom J.V. Greece 45.8 45.8 equity Anagnina 2000 S.c.r.l. Italy Euro 10,329 50 50 equity Arbeitsgemeinschaft Tunnel Umfahrung Saas Switzerland 32 32 CSC S.A. equity Arge Haupttunnel Eyholz Switzerland 36 36 CSC S.A. equity Arge Stollen Chatzuhus Switzerland 40 40 CSC S.A. equity Auditorium Roma S.c.r.l. (in liq.) Italy Euro 90,000 60 60 equity Aurelia 98 S.c.r.l. (in liq.) Italy Euro 10,000 40 40 equity B.O.B.A.C. S.c.a.r.l. (in liq.) Italy Euro 10,200 50 50 SGF INC S.p.A. equity C.B.N. Chiasso consorzio Switzerland 34 34 CSC S.A. equity CCB Consorzio Centro Balneare Switzerland 40 40 CSC S.A. equity CE.S.I.F. S.c.p.a. Italy Euro 250,000 24.18 24.18 equity Churchill Construction Consortium GB 30 30 Impregilo New Cross Ltd equity Churchill Hospital J.V. GB 50 50 Impregilo New Cross Ltd equity 119 CMC - Consorzio Monte Ceneri lotto 851 Switzerland 40 40 CSC S.A. equity CMC - Mavundla - Impregilo J.V. South Africa 39.2 39.2 equity Collegamento Ferroviario Genova-Milano S.p.A. Italy Euro 120,000 60.4 60.4 equity Consorcio Cigla-Sade Brazil 50 50 Cigla S.A. equity Consorcio Contuy Medio Venezuela 29.04 29.04 equity Consorcio Grupo Contuy-Proyectos y Obras de Ferrocarriles Venezuela 33.33 33.33 equity Consorcio Imigrantes Brazil 50 50 Cigla S.A. equity Consorcio Impregilo Cosapi Peru 55 55 equity Consorcio OIV-TOCOMA Venezuela 20 20 equity Consorcio Serra do Mar Brazil 50 25 25 Cigla S.A. equity Consorcio V.I.T. - Tocoma Venezuela 35 35 equity Consorcio V.I.T. Caroni - Tocoma Venezuela 35 35 equity Consorcio V.S.T. Venezuela 35 35 Suropca C.A. equity Consorcio V.S.T. Tocoma Venezuela 30 30 equity Consorzio CPS Pedemontana Veneta Costruttori Progettisti e Servizi Italy Euro 100,000 35 35 equity Consorzio Edile Palazzo Mantegazza Switzerland 45 45 CSC S.A. equity Consorzio Felce Switzerland 25 25 CSC S.A. equity Consorzio FLP Switzerland 30 30 CSC S.A. equity Consorzio FLP II Switzerland 33.33 33.33 CSC S.A. equity Consorzio Galleria Scaglioni CGS Switzerland 50 50 CSC S.A. equity Consorzio MITECO Italy Euro 10,000 44.16 44.16 equity Consorzio Paleuropa Italy Euro 10,000 60 60 equity Consorzio RCPS Nuova Romea Italy Euro 20,000 30.6 30.6 equity Consorzio San Cristoforo (in liq.) Italy Euro 51,645 48 48 equity Consorzio TAT-Tunnel Alp Transit Ticino, Arge Switzerland 25 17.5 7.5 CSC S.A. equity Consorzio Tre Esse Italy Euro 51,646 38 38 SGF INC S.p.A. equity Consorzio Trevi - S.G.F. INC per Napoli Italy Euro 10,000 45 45 SGF INC S.p.A. equity CGR Consorzio Galliera Roveredo Switzerland 37.5 37.5 CSC S.A. equity CRA Consorzio Realizzazione Arca Switzerland 40 40 CSC S.A. equity CSLN Consorzio Switzerland 28 28 CSC S.A. equity E.R. Impregilo/Dumez y Asociados para Yaciretê - ERIDAY Argentina USD 539,400 20.75 18.75 2 Iglys S.A. equity

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Consolidation scope

Name Country Currency Share % of % % Indirectly Method capital invest- direct in- held by 30.06.2009 subscribed ment direct CONSTRUCTION (continue) Executive J.V. Impregilo S.p.A. Terna S.A. - Iris S.A. (in liq.) Greece 33.33 33.33 equity Fox Valley West Properties JV USA 50 50 Healy S.A. equity G.T.B. S.c.r.l. Italy Euro 51,000 24.17 24.17 equity Groupement Hydrocastoro Algeria DZD 2,000,000 49.98 49.98 INC Algerie Sarl equity Grupo Empresas Italianas - GEI Venezuela VEB 10,000,000 33.33 33.33 equity Healy-Yonkers-Atlas-Gest J.V. USA 45 45 Healy S.A. equity Impregilo Arabia Ltd Arabia SAD 40,000,000 50 50 equity Impregilo - Ebasco-Losinger J.V. USA 75 18.75 56.25 Healy S.A. equity Impregilo - Rizzani de Eccher J.V. Switzerland 67 67 equity Isibari S.c.r.l. Italy Euro 15,300 55 55 Bocoge S.p.A. equity 0.3 Bocoge S.p.A. equity J.Cartellone C.C. S.A.-Igl S.p.A.-Iglys S.A.-Codi S.A.- EC Delta S.A.-Caruso S.A.- (Casisa UTE) Argentina ARS 10,000 39.1 29.1 10 Iglys S.A. equity Joint Venture Aegek-Impregilo-Ansaldo-Seli-Ansaldobreda Greece 26.71 26.71 equity Joint Venture Aktor Ate - Impregilo S.p.A. (Constantinos) Greece 40 40 equity 120 Joint Venture Terna - Impregilo Greece 45 45 equity Line 3 Metro Stations Greece 50 50 equity Joint Venture Impregilo S.p.A. - Empedos S.A. - Aktor A.T.E. Greece 66 66 equity Line 3 Metro Stations Greece 50 50 equity Metrogenova S.c.r.l. Italy Euro 25,500 35.63 35.63 equity Mohale Dam Contractors (MDC) J.V. Lesotho 50 50 equity Mohale Tunnel Contractors (MTC) J.V. Lesotho 35 35 equity Quattro Venti S.c.r.l. Italy Euro 51,000 40 40 equity S. Anna Palermo S.c.r.l. (in liq.) Italy Euro 40,800 71.6 71.6 equity SO.CO.TAU. S.c.r.l. (in liq.) Italy Euro 10,200 20.27 20.27 Bocoge S.p.A. equity Società Autostrada Broni - Mortara S.p.A. Italy Euro 2,500,000 40 40 equity Techint S.A.C.I.- Hochtief A.G.- Impregilo S.p.A.-Iglys S.A. UTE Argentina 35 26.25 8.75 Iglys S.A. equity Thessaloniki Metro CW J.V. Greece 42.5 42.5 equity Unicatanzaro S.c.r.l. (in liq.) Italy Euro 15,300 56 56 Bocoge S.p.A. equity VE.CO. S.c.r.l. Italy Euro 10,200 25 25 equity Versilia S.c.r.l. (in liq.) Italy Euro 10,200 34 34 equity Versilia Servizi S.c.a.r.l. (in liq.) Italy Euro 20,000 34 34 equity Yellow River Contractors J.V. China 36.5 36.5 equity ENGINEERING & PLANT CONSTRUCTION Fisia Italimpianti S.p.A. Italy Euro 10,000,000 100 100 line-by-line Fisia Babcock Engineering CO. Ltd China Euro 140,000 100 100 Fisia Babcock Gmbh line-by-line Fisia Babcock Environment Gmbh Germany Euro 10,000,000 100 100 Impregilo Intern. Infrastruc. N.V. line-by-line Gestione Napoli S.p.A. (in liq.) Italy Euro 100,000 99 24 54 Fisia Italimpianti S.p.A. line-by-line 21 Fisia Babcock Gmbh Steinmuller International Gmbh Germany Euro 25,000 100 100 Fisia Babcock Gmbh line-by-line Shangai Pucheng Thermal Power Energy Co. L.t.d. China RMB 200,000,000 50 50 Fisia Babcock Gmbh proportionate Società Italiana per l'Ecologia Marina Castalia Ecolmar S.c.p.a. Italy Euro 102,000 51.9 51.9 Fisia Italimpianti S.p.A. proportionate Consorzio Agenzia del Mare (in liq.) Italy Euro 154,937 25 25 Fisia Italimpianti S.p.A. equity Consorzio Agrital Ricerche (in liq.) Italy Euro 138,405 20 20 Fisia Italimpianti S.p.A. equity Consorzio Macopsissa Ambiente Italy Euro 30,987 45.12 45.12 Fisia Italimpianti S.p.A. equity Nautilus S.c.p.a. (in liq.) Italy Euro 479,880 34.41 34.41 Fisia Italimpianti S.p.A. equity Pertusola Sud S.c.r.l. (in liq.) Italy Euro 10,000 50 50 Fisia Italimpianti S.p.A. equity Villagest S.c.r.l. (in liq.) Italy Euro 13,944 50 50 Fisia Italimpianti S.p.A. equity WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Name Country Currency Share % of % % Indirectly Method capital invest- direct in- held by 30.06.2009 subscribed ment direct USW CAMPANIA PROJECTS Fibe S.p.A. Italy Euro 3,500,000 99.998 99.989 0.003 Impregilo Intern. Infrastruc. N.V. line-by-line 0.003 Fisia Babcock Gmbh 0.003 Fisia Italimpianti S.p.A. Fibe Campania S.p.A. Italy Euro 1,500,000 99.998 99.998 Fibe S.p.A. line-by-line CONCESSIONS Impregilo International Infrastructures N.V. Netherlands Euro 50,000,000 100 100 line-by-line Caminos de las Sierras S.A. Argentina ARS 120,000,000 90.52 90.52 Impregilo Intern. Infrastruc. N.V. line-by-line IGLYS S.A. Argentina ARS 17,000,000 100 98 Impregilo Intern. Infrastruc. N.V. line-by-line 2 INCAVE S.r.l.

Impregilo New Cross Ltd GB GBP 2 100 100 Impregilo Intern. 121 Infrastruc. N.V. line-by-line Impregilo Parking Glasgow Ltd GB GBP 1 100 100 Impregilo Intern. Infrastruc. N.V. line-by-line Mercovia S.A. Argentina ARS 10,000,000 60 60 Impregilo Intern. Infrastruc. N.V. line-by-line Primav Ecorodovias S.A. Brazil BRL 466,699,080 35 35 Impregilo Intern. Infrastruc. N.V. proportionate Rodovia Das Cataratas S.A. - Ecocataratas Brazil BRL 41,849,000 35 35 Primav Ecorodovias S.A. proportionate Concessionaria Ecovia Caminho do Mar S.A. Brazil BRL 15,600,000 35 35 Primav Ecorodovias S.A. proportionate Concessionaria Ecovias dos Imigrantes S.A. Brazil BRL 302,547,396 35 35 Primav Ecorodovias S.A. proportionate Empr.Concessionaria de Rodovias do Sul S.A. - Ecosul Brazil BRL 17,755,000 31.5 31.5 Primav Ecorodovias S.A. proportionate Ecopatio Logistica L.t.d.a. Brazil BRL 28,954,666 35 35 Primav Ecorodovias S.A. proportionate Ecosul Partipacoes L.t.d.a. Brazil BRL 48,285,560 31.5 31.5 Primav Ecorodovias S.A. proportionate ECSC Centro de Servicos Corporativos L.t.d.a. Brazil BRL 2,794,926 35 35 Primav Ecorodovias S.A. proportionate ECSE Centro de Servicos de Engenharia L.t.d.a. Brazil BRL 1,000 34.97 34.97 Primav Ecorodovias S.A. proportionate Elog Participacoes L.t.d.a. Brazil BRL 7,900,452 35 35 Primav Ecorodovias S.A. proportionate Aguas del Gran Buenos Aires S.A. (in liq.) Argentina ARS 45,000,000 42.59 16.5 23.73 Impregilo Intern. Infrastruc. N.V. equity 2.36 Iglys S.A. Aguas del Oeste S.A. Argentina ARS 170,000 33.33 33.33 Iglys S.A. equity Coincar S.A. Argentina ARS 40,465,122 35 26.25 8.75 Iglys S.A. equity Consorcio Agua Azul S.A. Peru PEN 69,001,000 25.5 25.5 Impregilo Intern. Infrastruc. N.V. equity Ecologia Montana S.p.A. Italy Euro 548,069 49 49 Impregilo Intern. Infrastruc. N.V. equity Enecor S.A. Argentina ARS 20,250,740 30 30 Impregilo Intern. Infrastruc. N.V. equity Impregilo Wolverhampton Ltd GB GBP 1,000 20 20 Impregilo Intern. Infrastruc. N.V. equity Ochre Solutions Holdings Ltd GB GBP 20,000 40 40 Impregilo Intern. Infrastruc. N.V. equity Puentes del Litoral S.A. Argentina ARS 43,650,000 26 22 4 Iglys S.A. equity Sistranyac S.A. Argentina ARS 3,000,000 20.1 20.1 Impregilo Intern. Infrastruc. N.V. equity Yacylec S.A. Argentina ARS 20,000,000 18.67 18.67 Impregilo Intern. Infrastruc. N.V. equity

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Consolidation scope

Name Country Currency Share % of % % Indirectly Method capital invest- direct in- held by 30.06.2009 subscribed ment direct IMPREPAR Imprepar - Impregilo Partecipazioni S.p.A. (in liq.) Italy Euro 3,100,000 100 100 line-by-line Alia S.c.r.l. (in liq.) Italy Euro 10,200 100 100 Imprepar S.p.A. line-by-line BATA S.r.l. (in liq.) Italy Euro 102,000 50.69 50.69 Imprepar S.p.A. line-by-line CIS Divisione Prefabbricati Vibrocesa Scac - C.V.S. S.r.l. (in liq.) Italy Euro 10,000 100 100 INCAVE S.r.l. line-by-line Congressi 91 S.c.r.l. (in liq.) Italy Euro 25,000 100 80 Impresa Castelli S.r.l. line-by-line 20 Bocoge S.p.A. Consorzio Pielle (in liq.) Italy Euro 15,493 100 33.33 Imprepar S.p.A. line-by-line 66.67 Incave S.r.l. Costruzioni Ferroviarie Torinesi Duemila S.c.r.l. Italy Euro 10,328 100 100 INCAVE S.r.l. line-by-line Engeco France S.a.r.l. France Euro 15,470 100 99.67 Imprepar S.p.A. line-by-line 0.33 Incave S.r.l. Eurotechno S.r.l. (in liq.) Italy Euro 26,245 100 100 Imprepar S.p.A. line-by-line Imprefeal S.p.A. Italy Euro 2,580,000 100 100 Imprepar S.p.A. line-by-line Impresa Castelli S.r.l. (in liq.) Italy Euro 10,000 100 100 Imprepar S.p.A. line-by-line Impresit del Pacifico S.A. Peru PEN 35,000 100 100 Imprepar S.p.A. line-by-line INCAVE S.r.l. Italy Euro 90,000 100 100 Imprepar S.p.A. line-by-line 122 S. Leonardo S.c.r.l. (in liq.) Italy Euro 25,500 99.99 99.99 Imprepar S.p.A. line-by-line San Martino Prefabbricati S.p.A. (in liq.) Italy Euro 510,000 100 100 Impresa Castelli S.r.l. line-by-line Savico S.c.r.l. (in liq.) Italy Euro 10,200 100 81 Imprepar S.p.A. line-by-line 19 Sapin S.r.l. Sviluppo Applicazioni Industriali - SAPIN S.r.l. (in liq.) Italy Euro 51,480 100 100 Imprepar S.p.A. line-by-line Watis Bau GmbH (in liq.) Germany Euro 2,046,000 100 100 Imprepar S.p.A. line-by-line Aquilgest S.c.r.l. (in liq.) Italy Euro 10,000 51 51 Imprepar S.p.A. proportionate Aquilpark S.c.r.l. (in liq.) Italy Euro 10,000 51 51 Imprepar S.p.A. proportionate BA.TA. 91 S.c.r.l. (in liq.) Italy Euro 50,000 50.69 50.69 Imprepar S.p.A. proportionate CO. MAR. S.c.r.l. (in liq.) Italy Euro 10,200 84.99 84.99 Imprepar S.p.A. proportionate Consorzio/Vianini lavori/Impresit/Dal Canton/Icis/Siderbeton - VIDIS (in liq.) Italy Euro 25,822 60 60 Imprepar S.p.A. proportionate Constuctora Embalse Casa de Piedra S.A. (in liq.) Argentina ARS 821 72.93 72.93 Imprepar S.p.A. proportionate Librino S.c.r.l. (in liq.) Italy Euro 45,900 66 66 Imprepar S.p.A. proportionate Melito S.c.r.l. (in liq.) Italy Euro 77,400 66.67 66.67 Imprepar S.p.A. proportionate Montenero S.c.r.l. (in liq.) Italy Euro 10,400 61.11 61.11 Imprepar S.p.A. proportionate OS.A.V.E. S.c.r.l. (in liq.) Italy Euro 10,199 66.15 66.15 Imprepar S.p.A. proportionate S. Leonardo Due S.c.r.l. (in liq.) Italy Euro 40,800 60 60 Imprepar S.p.A. proportionate Trincerone Ferroviario S.c.r.l. (in liq.) Italy Euro 45,900 60 60 Imprepar S.p.A. proportionate Vittoria S.c.r.l. (in liq.) Italy Euro 20,400 58 58 Imprepar S.p.A. proportionate A.T.I. Girola-Romagnoli-Poscio - Domo II S.c.r.l. (in liq.) Italy Euro 10,200 40 40 Imprepar S.p.A. equity Adduttore Ponte Barca S.c.r.l. (in liq.) Italy Euro 45,900 24.33 24.33 Imprepar S.p.A. equity ANBAFER S.c.r.l. (in liq.) Italy Euro 25,500 50 50 Imprepar S.p.A. equity Ancipa S.c.r.l. (in liq.) Italy Euro 10,200 50 50 Imprepar S.p.A. equity Antignano S.c.r.l. (in liq.) Italy Euro 10,200 47.37 47.37 Imprepar S.p.A. equity Associazione Temporanea Priolo Siracusa S.c.r.l. (in liq.) Italy Euro 11,000 20 20 Imprepar S.p.A. equity Cagliari 89 S.c.r.l. (in liq.) Italy Euro 10,200 49 49 Sapin S.r.l. equity Cannatello S.c.r.l. (in liq.) Italy Euro 20,400 40 40 Imprepar S.p.A. equity Cogefar/C.I.S.A./Icla/Fondedile - Sorrentina S.c.r.l. (in liq.) Italy Euro 46,480 25 25 Imprepar S.p.A. equity Consorcio Federici/Impresit/Ice Cochabamba Bolivia USD 100,000 25 25 Imprepar S.p.A. equity Consorzio CO.RI.TECNO (in liq.) Italy Euro 51,646 50 50 Imprepar S.p.A. equity Consorzio Cogefar/Italstrade/Recchi/CMC - CIRC (in liq.) Italy Euro 51,000 25 25 Imprepar S.p.A. equity Consorzio Consavia S.c.n.c. (in liq.) Italy Euro 20,658 50 50 Imprepar S.p.A. equity Consorzio del Sinni Italy Euro 51,646 43.16 43.16 Imprepar S.p.A. equity 1.7 Bocoge Consorzio Ferrofir (in liq.) Italy Euro 30,987 33.33 33.33 Imprepar S.p.A. equity WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Name Country Currency Share % of % % Indirectly Method capital invest- direct in- held by 30.06.2009 subscribed ment direct Consorzio Imprese Lavori FF.SS. di Saline - FEIC Italy Euro 15,494 33.33 33.33 Imprepar S.p.A. equity Consorzio Iniziative Ferroviarie - INFER Italy Euro 41,316 35 35 Imprepar S.p.A. equity Consorzio Lavori Interventi Straordinari Palermo - Colispa S.c.r.l. (in liq.) Italy Euro 21,420 29.76 29.76 Imprepar S.p.A. equity Consorzio Metropolitane Italy Lit 100,000,000 25 25 Imprepar S.p.A. equity Consorzio per il Nucleo di Balvano (in liq.) Italy Euro 51,645 40.26 40.26 Imprepar S.p.A. equity Consorzio Sarda Costruzioni Generali - SACOGEN Italy Lit 20,000,000 25 25 Sapin S.r.l. equity Consorzio Sardo d'Imprese Italy Euro 103,291 34.38 34.38 Sapin S.r.l.. equity Consorzio Suburbia (in liq.) Italy Euro 15,494 33.33 33.33 Impresa Castelli S.r.l. equity Corso Malta S.c.r.l. (in liq.) Italy Euro 40,800 42.5 42.5 Imprepar S.p.A. equity Costruttori Riuniti per la Valtellina - CORIVALT S.c.r.l. (in liq.) Italy Euro 10,200 42.5 42.5 Imprepar S.p.A. equity 0.5 Bocoge S.p.A. Depurazione Palermo S.c.r.l. (in liq.) Italy Lit 20,000,000 50 50 Imprepar S.p.A. equity Diga Ancipa S.c.r.l. (in liq.) Italy Euro 10,200 50 50 Imprepar S.p.A. equity Edificatrice Sarda S.r.l. (in liq.) Italy Euro 10,328 25 25 Sapin S.r.l. equity Edil.Gi. S.c.r.l. (in liq.) Italy Lit 20,000,000 50 50 Imprepar S.p.A. equity Edilizia Giudiziaria S.c.r.l. (in liq.) Italy Euro 10,200 26.66 26.66 Imprepar S.p.A. equity FE.LO.VI. S.c.n.c. (in liq.) Italy Euro 25,822 32.5 32.5 Imprepar S.p.A. equity 123 Fedco J.V. Malta 33.33 33.33 Imprepar S.p.A. equity Galliera 2000 S.c.r.l. (in liq.) Italy Euro 25,500 25 25 Impresa Castelli S.r.l. equity Gestioni Sanitarie Toscane S.c.r.l. (in liq.) Italy Euro 103,290 30 30 Imprepar S.p.A. equity Grandi Uffizi S.c.r.l. (in liq.) Italy Euro 10,200 31.46 31.46 Imprepar S.p.A. equity Groupement SNCE/Girola S.p.A. Canal T II - Lot. 1/B Morocco Lit 3,176,144,444 70 70 Imprepar S.p.A. equity Groupement SNCE/Girola S.p.A. Canal T II - Lot. 4 Morocco Lit 3,176,144.444 50 50 Imprepar S.p.A. equity IGL-Stfa - Impregilo Sezai Turkes Feyzi Akkaya J.V. (Bosforo) Turkey USD 1,000,000 50 50 Imprepar S.p.A. equity Impregilo Cogefar New Esna Barrage J.V. (in liq.) Egypt Euro 51,645 100 99 Imprepar S.p.A. equity 1 INCAVE S.r.l. Imprese Riunite Genova Irg S.c.r.l. (in liq.) Italy Euro 25,500 26.3 26.3 Imprepar S.p.A. equity Imprese Riunite Genova Seconda S.c.r.l. (in liq.) Italy Euro 25,000 26.3 26.3 Imprepar S.p.A. equity 0.4 Bocoge S.p.A. Italsagi SP. ZO.O Poland PLN 10,000 33 33 Imprepar S.p.A. equity J.V. Salini Impregilo (Sudan) Sudan USD 20,000 50 50 Imprepar S.p.A. equity Lodigiani-Pgel J.V. Pakistan 100 100 Imprepar S.p.A. equity Matsoku Civil Contractor (MMC) J.V. Lesotho 30 30 Imprepar S.p.A. equity Marsico Nuovo S.c.r.l. (in liq.) Italy Euro 10,200 25 25 Imprepar S.p.A. equity Milano Sviluppo S.p.A. (in liq.) Italy Euro 10,000 33.33 33.33 Impresa Castelli S.r.l. equity Monte Vesuvio S.c.r.l. (in liq.) Italy Euro 45,900 50 50 Imprepar S.p.A. equity Olbia 90 S.c.r.l. (in liq.) Italy Euro 10,200 24,5 24.5 Sapin S.r.l. equity Paullese S.c.r.l. (in liq.) Italy Euro 25,500 50 50 Impresa Castelli S.r.l. equity Pietrarossa S.c.r.l. (in liq.) Italy Euro 10,200 50 50 Imprepar S.p.A. equity Platano S.c.n.c. (in liq.) Italy Euro 30,987 33.33 33.33 Imprepar S.p.A. equity RCCF Nodo di Torino S.c.p.a. Italy Euro 102,000 26 26 INCAVE S.r.l. equity Saces S.r.l. (in liq.) Italy Euro 26,000 37 37 Imprepar S.p.A. equity Salini - Cogefar Impresit Osborne Dam J.V. Zimbabwe 50 50 Imprepar S.p.A. equity Salini - Cogefar Impresit Zhovhe Dam J.V. Zimbabwe 50 50 Imprepar S.p.A. equity San Benedetto S.c.r.l. (in liq.) Italy Euro 25.823 57 57 Imprepar S.p.A. equity San Giorgio Caltagirone S.c.r.l. (in liq.) Italy Euro 25.500 33 33 Imprepar S.p.A. equity Sclafani S.c.r.l. (in liq.) Italy Euro 10.400 41 41 Imprepar S.p.A. equity Sep Eole France FF 10.000 50 50 Imprepar S.p.A. equity Sincat S.c.r.l. (in liq.) Italy Lit 80.000.000 28.57 28.57 Imprepar S.p.A. equity Sistema Sinni S.c.r.l. (in liq.) Italy Euro 30.600 31.25 31.25 Imprepar S.p.A. equity Soingit S.c.r.l. (in liq.) Italy Lit 80.000.000 29.49 29.49 Imprepar S.p.A. equity Wohnanlage Hohenstaufenstrasse Wiesbaden Germany 62.7 62.7 Imprepar S.p.A. equity

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Consolidation scope

The following companies have been excluded from the consolidation scope compared to 31 December 2008:

Name Country Currency Share % of % % Indirectly Method capital invest- direct in- held by 31.12.2008 subscribed ment direct CONSTRUCTION B.B.A. S.c.r.l. (in liq.) Italy Euro 10,000 80 80 SGF INC S.p.A. proportionate Opere Speciali Passante S.c.a.r.l. (in liq.) Italy 10,000 62 62 SGF INC S.p.A. proportionate Asociacion Costanera Norte Ltda-Igl filiale Cile Chile 77.78 77 0.78 Costanera Norte Ltda equity CASV Consorzio Allargamento Strada Vogorno Switzerland 50 50 CSC S.A. equity Consorzio CECB Switzerland 50 50 CSC S.A. equity Consorzio Galleria Maroggia Switzerland 25 25 CSC S.A. equity Impregilo SpA-Iglys SA-Hochtief AG-Hochtief C-Roggio-Iecsa-Sideco-Techint, UTE Argentina 26 26 equity Monte Mario S.c.r.l. (in liq.) Italy Euro 10,328 50 50 Bocoge S.p.A. equity IMPREPAR Cogefar Cameroun S.A. (in liq.) Cameroun XAF 1,260,000,000 99.97 99.97 Imprepar S.p.A. line-by-line Edilizia Militare Reggio Calabria S.c.r.l. (in liq.) Italy Euro 45,900 100 85 Imprepar S.p.A. line-by-line 124 15 Sapin S.r.l. Impregilo U.K. Ltd GB GBP 1,500,000 100 100 Imprepar S.p.A. line-by-line Gesuati S.c.r.l. (in liq.) Italy Euro 10,300 80 80 Impresa Castelli S.r.l. proportionate La Fenice S.c.r.l. (in liq.) Italy Euro 51,646 57.39 57.39 Imprepar S.p.A. proportionate Stelvio 91 S.c.r.l. (in liq.) Italy Euro 45,900 62 62 Imprepar S.p.A. proportionate Consorzio Carnia S.c.r.l. (in liq.) Italy Euro 45,900 50 50 Imprepar S.p.A. equity Consorzio Volgograd Opere Civili - CONVOLCI S.c.n.c. (in liq.) Italy Euro 5,165 45.26 45.26 Imprepar S.p.A. equity Impregilo - Salini Joint Venture for Kapichira Malawi 50 50 Imprepar S.p.A. equity Impregilo - Salini Joint Venture for Owen Falls Uganda 50 50 Imprepar S.p.A. equity Pisogne S.c.r.l. (in liq.) Italy Euro 25,000 40 40 Imprepar S.p.A. equity Taormina S.c.r.l. (in liq.) Italy Euro 49,579 33.75 33.75 Imprepar S.p.A. equity CONCESSIONS Iglys SA-Iecsa SA-Dragados Obras y Proyectos SA-Dycasa SA, UTE Argentina 33.33 33.33 Iglys S.A. equity Nuova Romea S.p.A. Italy Euro 3,800,000 22.28 22.28 Impregilo Intern. Infrastruc. N.V. equity

The consolidation scope has been enlarged compared to 31 December 2008 by the following companies:

Name Country Currency Share % of % % Indirectly Method capital invest- direct in- held by 30.06.2009 subscribed ment direct CONSTRUCTION CGR Consorzio Galliera Roveredo Switzerland 37.5 37.5 CSC S.A. equity CMC - Mavundla - Impregilo J.V. South Africa 39.2 39.2 equity Consorzio MITECO Italy Euro 10,000 44.16 44.16 equity WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 STATEMENT ON THE CONDENSED INTERIM 125 CONSOLIDATED FINANCIAL STATEMENTS

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Statement on the condensed interim consolidated financial statements pursuant to article 81-ter of Consob resolution no. 11971 of 14 May 1999 and subsequent amendments and integrations

1. Alberto Rubegni, as chief executive officer, and Rosario Fiumara, as manager in charge of financial reporting, of Impregilo S.p.A. state, considering the provisions of paragraphs 3 and 4 of article 154-bis of Legislative decree no. 58 of 24 February 1998: • the adequacy of the administrative and accounting procedures given the group’s characteristics (and any changes that have taken place during the period); and • their effective application during the first six months of 2009 to prepare the condensed interim consolidated financial statements. 2. No significant issues arose. 3. Moreover, they state that: 3.1 the condensed interim consolidated financial statements: a) have been prepared in accordance with the International Financial Reporting Standards endorsed by the European Community pursuant to Regulation 1606/2002/EC of the European Parliament and Council of 19 July 2002; b) are consistent with the accounting records and entries; c) are suitable to give a true and fair view of the financial position at 30 June 2009 and the results of operations and changes in equity and cash flows for the six months then ended of the Issuer and consolidated companies. 3.2 the directors’ report includes a reliable description of the important events that took place during the period and their effect on the condensed interim consolidated financial statements, together with information about the key risks and uncertainties to which the Issuer and the consolidated companies are exposed in the second half of the year. It also includes a reliable analysis of the significant related party transactions.

Sesto San Giovanni, 28 August 2009

Chief Executive Officer Manager in charge of financial reporting

Alberto Rubegni Rosario Fiumara WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 REVIEW REPORT 129

Interim financial report at 30 June 2009 IMPREGILO WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Published by Impregilo October 2009 Project by Milano AD S.r.l. Milan WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0 Progress, our greatest accomplishment

and is a key player in the concessions market, international field for new development. WorldReginfo - 356d48b1-d6b8-4fb5-89f6-bf1d5647e4d0