Terni, July 1st, 2013

TerniEnergia S.p.A., a company active in the renewable Energy sector, Energy efficiency and waste management, listed on Star segment of Borsa Italiana, signed two agreements with EDF EN Italy for the purchase and sale of companies owning solar power plants in operation, held in joint venture by the two companies.

Stefano Neri, Chairman and Ceo of TerniEnergia, commented as follows:

“With these operations we complete a further step in the path of enhancement of the assets represented by the ownership of photovoltaic systems of industrial size developed with EDF EN Italy, as part of a process of rationalization of investments. For TerniEnergia this is a strategic target, in direction of the integration of its financial structure through the project “RA – Renewable Assets”, which provides the structure of a real estate speculative fund reserved for institutional investors, as foreseen by the agreement with Prelios SGR and Power Capital advisor”.

The first agreement provides the acquisition by TerniEnergia of the 50% share capital of the JV Terni SolarEnergy Srl, owned by EDF EN Italy.

The company owns 7 industrial sized photovoltaic plants for a total capacity of 6 MWp. The value of assets shall be determinated according to the algebraic sum of the Enterprise Value, related to 100% of the JV, amounted to Euro 22.6 million, and the value of the net adjusted financial position resulting from the financial statements of the company from the effective date of the transfer. The price of the portion acquired by TerniEnergia will be therefore, equal to 50% of that value. The parties have developed a simulation of the purchase price on the basis of a forecasted situation as at June 30, 2013, which shows a countervalue of approximately Euro 1.7 million. The final price will be also defined by July 31, 2013.

The second agreement provides the transfer from TerniEnergia to EDF EN Italia  of the 50% of the share capital of the JV Solaren Ltd.

The company owns 5 industrial sized photovoltaic plants for a total capacity of 4.5 MWp. The value of assets shall be determinated according to the algebraic sum of the Enterprise Value, related to 100% of the JV, amounted to Euro 17.8 million, and the value of the net adjusted financial position resulting from the financial statements of the company from the effective date of the transfer. The price of the portion acquired by ED EN Italia will be therefore, equal to 50% of that value. The parties have developed a simulation of the purchase price on the basis of a forecasted situation as at June 30, 2013, which shows a countervalue of approximately Euro 5.8 million. The final price will be also defined by July 31, 2013.