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Italian Pension Funds investing in infrastructure:Arpinge Spa
Member
January 2020 2Company Profile
A "pilot" initiative inspired by international best practices, open to other investorswho share the same company values and strategic objectives
CASSA GEOMETRI
EPPI INARCASSA NEW PARTNERS
January 2020 3Company Profile
Founding Shareholders• Arpinge was set up by three pension funds (“Founding Shareholders”), representing the professions active
in the Infrastructural and Real Estate sectors: Architects, Industrial and Professional Engineers, andSurveyors.
• INARCASSA, Cassa Geometri and EPPI represent abt. 267,000 members and AUM of over EUR 14 billion(2018 figures)
Ente di Previdenza dei Periti Industriali e deiperiti industriali laureati - Social Security Bodyfor Industrial Engineers and GraduateIndustrial Engineers.
Founded in 1997 pursuant to ItalianLegislative Decree 103/96, it deals with thecompulsory welfare scheme of all industrialexperts enrolled in special colleges, who areself-employed in various areas. Theprotection also extends to family membersand entitled heirs.
It has around 14,000 members and assets of
over EUR 1.3 billion.
Italian Welfare and Social Security Fund forFreelance Professional Engineers andArchitects.
Around 169,000 members, of which 30% arearound 40 years old vs 34k pensioners.
It has assets of over EUR 10.6 billion.
It provides social security for self-employedprofessional engineers and architects whohave no other insurance and pensioncoverage.
INARCASSA provides pensions (old age,retirement, disability, invalidity, survivor’s,survivorship and indirect) and welfarebenefits to its members.
Italian Welfare and Social Security Fund forFreelance Surveyors.
Established in 1955 as a public institution forsocial security and welfare for Surveyors.
Privatized on 1st January 1995 andtransformed into a private institution with itscurrent name and has, to date,around 84,000 members.
It has assets of approximately EUR 2.4 billion.
All freelance surveyors enrolled in thenational professional register who practicethe profession, even discontinuously andnon-exclusively, are members of CassaGeometri.
January 2020 4Company Profile
Focus on Sustainability• Arpinge supports, through its investments, the energy transition process.
• Arpinge is an innovative project aimed at investing private institutional savings in real economy in orderto create new growth opportunities through «bankable» projects.
• Arpinge mainly invests in energy, social and urban infrastructures to respond to the community needsand to promote a local sustainable development.
• The company is active in promoting SDGs with a particular focus on:
Energy Efficiency
Parking: hubs for
sustainablemobility
Renewable energywind, PV solar,
hydro
January 2020 5Company Profile
Private, yet institutional, investor in infrastructure Arpinge in brief
Investor/Promoter: Italian joint stock company established in late 2013 as an
holding company
Structured and transparent decision-making process: Governance and management processes inspired by international best practices
Target: Investment in small and medium-sized infrastructure across the country
Development of sound and “eligible” projects: focus on key industrial drivers,
sound business models and good management
The management team: a qualified, cohesive team, with a mix of industrial and financial skills
Solid and innovative pipeline: Solid portfolio of investments, and a strong pipeline for future investments also focused on new businesses/niche asset classes
Impact investing and sound long term returns: focus on operating assets with
attention to “greenfield” opportunities to seek higher returns
Attractive returns: Tight financial policy and primary focus on economic and financial returns
January 2020 6Company Profile
Market position
PLAYERS
> 1,000
0 - 200
200 – 1,000
SMALL/MEDIUM-SIZED NATIONAL PLAYERS
MAJOR GLOBAL PLAYERS
MAJOR NATIONAL PLAYERS
✓ High-potential opportunities, with possible upsides in terms of returns, involving time-consuming deals
✓ Market segment characterized by a lower competition (especially from international players)
✓ Strategic, large-sized investments attracting, based on their intrinsic characteristics, the national interest and which are also part of the international market
✓ Large-sized co-investment opportunities
✓ Wide range of opportunities promoted by existing large players to be given a clear and unique strategy
✓ Development of platforms and partnerships with major infrastructure players
MAIN CHARACTERISTICS:
• Arpinge has been established to fill a market gap in the small and medium-sized national infrastructure segment.
• Such segment, by its nature, (i) is highly influenced by local dynamics and requires a deep knowledge of the territory and of its main stakeholders, (ii)is characterised by a higher GDP multiplier, and (iii) displays a higher sensitivity to economies of scale
INVESTMENT TICKET (€m)
WHICH INFRASTRUCTURES?
ACTIVE SECTORS
SECTORSUNDER ANALYSIS
In any case the company targets medium-sized infrastructure in Italy, stand-alone or networked, especially under concession agreement. URBAN infrastructures is one of the main focus of the Company!
Parking & Urban Mobility Clean Energy
EnergyEfficiency
Social and healthcare
infrastructure
Transportinfrastructure
Energy grid
Energy recovery
INVESTMENTS, PIPELINE AND ASSET ALLOCATION
January 2020 9Company Profile
Search, selection and analysis
Eligibilityrate
7.3%
€ 15.2 bln
€ 1.3 bln
€ 362 mln
€ 337 mln
€ 334 mln
IN PIPELINE44 Projects
NEGOTIATION23 Projects
APPROVED18 Projects
PORTFOLIO17 Projects
€ 5.1 bln
€ 0.5 bln
€ 176 mln
€ 159 mln
€ 158 mln
ENTERPRISE VALUEEQUITY VALUE
(Arpinge’s investment)
EXAMINED602 Projects
Whereof
Whereof
Whereof
Whereof
January 2020 10Company Profile
3
3451
88
158
11 3469
150
0
50
100
150
200Commitments
Investments
PV solar
Energy Efficiency
Wind
Hydro
Parking
Energy EfficiencyParking & Urban Mobility Clean Energy
2014
0
2015 2016 2017 2018 - 2019
158 M€
Investments & commitment Arpinge (€M)
Investment Trend
AS IS (Equity invested)
Current Allocation
16%
42%1%1%
40%
January 2020 12Company Profile
100%
Project company – Clean Energy (PV)
LEGEND
Project company - Clean Energy (Wind)
Project company – Energy Efficiency
Holding
Subholding
Project company – Urban Mobility
ARPINGE SpA
AEER Srl GESPAR SpA100%
PNE2 Srl
GFG Solar Srl
Ecosaving Srl
Burgentia En. Srl
100%
100%
100%
58%
Energia Pulita Srl100%
100%RP Energy SrlDP Energia Srl
100%
100%AGE Solar SrlAlbamar Srl
100%
PARK.HO Srl99%
100%La Base Srl
AST B Parking Srl100%
AST VT Parking Srl100%
Group Structure
100%WSL | Eolica S.
Lupo Srl
N.B: a process of optimization and simplification of the company’s structure is ongoing. This process has to be matched with the overall strategic transaction aimed at increasing the availability of capital for the company.
January 2020 13Company Profile
Board of Statutory AuditorsSupervises compliance with the law and the Articles of Association, inaccordance with the principles of proper and careful administration andparticularly the adequacy of the organisational, administrative and accountingsystem adopted by the company and its actual operation.
Arpinge was established with governance principles inspired by the best international experience, subject to regulation and supervision, operating in theasset management sector. The company’s main credentials include: independence in the management sphere, full transparency and traceability ofdecision-making processes, analyses and decisions marked by professionalism and consensus, and structured control mechanisms.
Board of DirectorsComprising four directors, including the Chairman, the Board of Directorsdetermines the objectives and general strategies for the company’smanagement, investment policies and sectoral priorities and approvesinvestment and disinvestment operations.
Valerio Bignami
Chairman
Cristiano Cremoli
Board Member
Pier Giorgio Cempella
Chairman
Massimo Cavallari
Standing Auditor
Governance
Federico Merola
Managing Director
Claudio Guanetti
Board Member
Giuseppe Grazia
Standing Auditor
Investments CommitteeComprises the Managing Director, Senior Partners, Proposer Partner andtwo independent members, selected by proven experience in theinfrastructure and/or real estate sectors.
Technical body with an advisory function, the Investments Committeeconducts joint, technical assessments of conformity between theoperations and the investment and management policies and strategiesdefined by the Company’s Board of Directors, taking into account thedifferent risk/attention areas pertaining to the management choices.
Giovanni Canepa
Independent Member
Marco Cecchi de’ Rossi
Independent Member
Supervisory BodyIndependent and autonomous body which supervises the correctapplication of the Organisation, Management and Control Model pursuantto Italian Legislative Decree 231/2001, governing the company’s liability foroffences committed in its interests by senior management or employees,and oversees its application.
Auditing FirmFor the first three-year period, to KPMG.
January 2020 14Company Profile
Organisational Structure
BOARD OF DIRECTORS
BOARD OF STATUTORY
AUDITORS
SUPERVISORYBODY
CEO
Federico MerolaINVESTMENTSCOMMITTEE
Pier Giorgio Cempella Chairman
Massimo Cavallari Standing Auditor
Giuseppe Grazia Standing Auditor
Collegial body
Managing Director, Senior Partner and Proposer Partner, along with:Giovanni Canepa Independent MemberMarco Cecchi de’ Rossi Independent Member
Valerio Bignami Chairman
Federico Merola Managing Director
Claudio Guanetti Director
Cristiano Cremoli Director
STAF
F
INVE
STM
ENT
TEAM
PROJ
ECT
MAN
AGEM
ENT
PORT
FOLI
OM
ANAG
EMEN
T
Andrea Belmonte
SENIOR ACCOUNTANT
Tania Sanna
ADMINISTRATIVE HEAD & OFFICE
MANAGER
Luciano Iannuzzo
PARTNERPlanning and Control
Marcello Caputi
CONTROLLER
Bianca Luvisotti
JUNIOR ACCOUNTANT
Auditing firm: KPMG
Valerio Fiorentino
SENIOR ADVISOR M&A
Elisabetta Costa
PARTNER
Alessandro Labellarte
(CEO SubsidiariesParking)
Giovanni Centurelli
Chairman Subsidiaries
PARKING & MOBILITY
Marco Pignoloni
SENIOR ANALYST
ENERGY
PARKING
Alvise Panizzi
ANALYST
Gerardo Di Bello
PARKHO SRLAlberto Cavalli
GESPAR SPA
Giulia Piantoni
ASSET MANAGERAEER
Valerio Fiorentino
President AEER
Raffaele Pizzorusso
HEAD ASSET MANAGEMENT AEER
Federico Merola
CEO
OUTS
OURC
ING
Benedetta Gillio
ESG
INFORMATION TECHNOLOGY
GENERAL SERVICESV. Bartoli, D. Mercuri
Paolo Martone
SENIOR PARTNER
Antonio Conforti
LEGAL AND CORPORATE
January 2020 15Company Profile
Management Team
▪ Over 26 years’ experience in infrastructure (and realestate), as well as in structuring management companiesand alternative investment funds.
▪ Currently Board Member of Sace SpA (Italian ECA).
▪ Some of his previous roles include: General Manager ofANCE, Senior Partner at F2i SGR, Director of BNP ParibasREIM SGR and Invimit SGR (MEF); Director of FIMIT SGR,Executive in PFD at MCC and Schroeder.
▪ Visiting Professor of International Finance within theMaster’s Course in Economy and Management (LUISS)and Adjunct Professor at the LUISS Business School .
Dr. Federico Merola CEO
▪ Over 16 years’ experience in the development of realestate projects.
▪ Development Manager for highly-complex projects,promoted by leading Italian and international investors,such as Hines, Doughty Hanson, Fimit and BNP, with thesupport of banks, public institutions and internationalinstitutional investors.
▪ Head of economic/financial investment results,coordination of project teams, technical, legal and taxconsultants, procurement, monitoring, stakeholders’relations stakeholders, risk management andleasing/sales.
Ing. Paolo Martone Senior Partner
▪ Over 20 yars experience in project finance in theinfrastructure and energy secotrs, supervision inthe contract/due diligence phase.
▪ Previous experience in the Api Group and financialinstitutions (BNP Paribas, Unicredit, MCC): head ofStructured Finance and Management ofsubsidiaries of the Api Group; previously Loanofficer at MCC in project finance/projectbond/export credit.
Dr.ssa Elisabetta CostaPartner
Ing. Luciano Iannuzzo Partner & Head of Planning and Control
▪ Over 15 years spent at F2i, Simest, ANAS andAccenture.
▪ Previous experience in assessing infrastructureinvestments in Italy and abroad andmanagement in gas, motorways, airports,water, renewables, WtE, TLC and logicalnetworks sectors.
▪ Previously on the Boards of various subsidiariesin the F2i SGR’s portfolio.
Ing. Marco PignoloniSenior Analyst
▪ Working at Arpinge since August 2015 , duringhis career he has been responsible for projectfinance and financial modeling in the renewableenergy and energy efficiency sectors,contributing to assess and manage investmentprojects for institutional counterparts.
▪ Previous experiences in the Energy Sector asInvestment Analyst at Joule Asset Inc., ProjectFinance Analyst at Sinergia Sistemi (FondamentaGroup) and Business Development Analyst atHanergy Group.
January 2020 16Company Profile
Team Energy, Parking & Mobility
▪ Management responsibilities inlisted industrial and real estateholding companies.
▪ Expertise in origination and deal executiongained through 15 years of activities in the realestate and energy sectors, added to considerableexperience in credit risk assessment for industrialprojects.
▪ Formerly Managing Director at Realty Vailog andAlerion Industries, head of corporate rating atItalrating, loan officer at IMI.
Dr. Valerio FiorentinoChairman of Subsidiaries AEER
▪ Currently working at AEER sinceJuly 2017, responsible forasset/project management ofrenewable energy and efficiency.
He also works with the management team todefine and implement business and annulinvestment plans.
▪ Previously special projects manager for GreenNetwork SpA, responsible for management anddevelopment of FER portfolio and working asEGE in the company’s ESCO activity.
Ing. Raffaele PizzorussoHead of Asset Management AEER
Ing. Giulia PiantoniAsset Manager AEER
▪ Currently working at ArpingeEnergy Efficiency & Renewables Srl(“AEER”) since February 2019,
responsible for asset management of renewableenergy and efficiency. She also cooperates withthe management team to define and implementcorporate business strategies and annualinvestments and maintenance.
▪ Previously Technical Special Projects at GreenNetwork SpA, responsible for development andmanagement of the FER portfolio and the energyefficiency projects for industrial and civil plants.
Dr. Giovanni CenturelliChairman of Subsidiaries Parking
▪ More than 26 years experience incar parks and mobility sector;
▪ He has long held senior management positions inSABA ITALIA – one of the leading italian operators inthe parking sector. He has gained extensiveexperience in investments in parking infrastructures,project financing and construction and managementconcessions.
▪ Previously he has served as Financial Director andController in companies belonging to national andinternational groups operating in the agrifood,publishing, textile and public works sectors.
▪ Currently President of the College of the Proboviri ofAIPARK, the italian association of parking operators,where he also served as Vice-President.
Ing. Alessandro LabellarteProject Manager Parking
▪ Working at Arpinge since March2017, previously he worked at SabaItalia SpA of the SabaInfraestructuras Group ofBarcelona, one of Europe’s largestcar park management operators,first for the evaluation departmentof investments and after for theoperations department.
▪ Working at Saba Italia he also heldsome managing positions insubsidiaries and associatecompanies.
Ing. Alberto CavalliGeneral Director Gespar SpA
▪ In Gespar since March 2009, a period during which he gainedmanagerial and administrative experience and skills in the area ofparking infrastructures, also carrying out the job of projectmanager in the construction phase of construction sites.
▪ Previously he held the roles of project control, structural designer,site manager and project manager at Impresa Pizzarotti & C. S.p.A.and N.P.F. New Trade Fair Center.
Gerardo Di BelloSite Manager Park.Ho Srl
▪ In Park.Ho from february 2013, he developed management andadministrative experiences and skills in the area of parkinginfrastructures.
January 2020 17Company Profile
Management Team
INVESTMENT TEAM
Alvise PanizziAnalyst
Antonio Conforti Legal Counsel
LEGAL
Tania Sanna Administration Manager
Andrea BelmonteSenior Accountant
Bianca LuvisottiJr. Accountant
ESG
Benedetta GillioMarcello CaputiController
PLANNING & CONTROL
ACCOUNTING
Investments
January 2020 19Company Profile
Portfolio – Energy Efficiency
13 Conad stores
In portfolio since 2015
≈ €25 m capex
✓ An Italian energy efficiency pilot project innovative in terms of its contractual company/finance
structure, as well as the combination of redevelopment and energy efficiency activities.
✓ A greenfield project with stable cash flows, no costruction delays and no cost overruns
EPC CONTRACTOR
O&M CONTRACTOR
STORES
ProjectFinancing
O&M Contract
EPC Contract
58%
Ecosaving Srl
Patronage
Fee
Service Contract
40% 2%
Ecosaving Srl
January 2020 20Company Profile
Portfolio – Parking & Urban Mobility
≈ 3.600 car spaces
Concession up to 2050
≈ 3 Mln€ in turnover
7 car parks
The company manages all off-street parking
facilities in Parma city centre
Stable cash flows for over 10 years; 4,5 M€ of
dividends in the last 3 years
≈ 2.000 car spaces
Concession up to 2032
≈ 0.8 Mln€ in turnover
1 car park
Under management all parkings of San Carlo
Hospital in Potenza, and ancillary spaces (car
wash and car repair garage, and guest house)
AST B Srl AST VT Srl
≈ 3.700 car spaces
Concession up to 2079
≈ 6.5 Mln€ in turnover
5 car parks
Under management 5 parkings located in the
city center of Turin, Bologna and Verona
January 2020 21Company Profile
Portfolio – Clean Energy
Solar
Assets: 10 plants
Total Power: ≈14 MW
Location: Central Italy
Status: Operating
Acquisition date: 2015-2019
Asset Life: 25 years
Hydro(Greenfield)
Assets: 1 plant
Power: ≈ 3 MW
Location: Basilicata
Status: Under construction
Acquisition date: 2016
Asset Life: 30+30 years
Wind
Assets: 3 plants
Power: 82 MW (operating)
Location: Southern Italy
Acquisition date : 2018-2019
Asset Life: 30 years
January 2020 22Company Profile
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LTIIA Action Circle
January 2020 23Company Profile
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