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Salini S.p.A.

Group

SALINI S.P.A. GROUP


ANNUAL REPORT
AT 31 DECEMBER 2013

Annual Report at 31 December 2013 1


Salini S.p.A. Group

M ISSION

The Salini Group is a general contractor specialising in the construction of major, complex
works throughout the world. Inspired by the principles of sustainable development, the Group
uses technological and organisational innovation as well as its extraordinary human and
professional resources to develop construction solutions capable of enhancing the resources
of communities and contributing to the economic and social improvement of nations.

Annual Report at 31 December 2013 2


Salini S.p.A. Group

TABLE OF CONTENTS
DIRECTORS REPORT ................................................................................................ 4
CORPORATE BODIES ................................................................................................................................................... 5
GROUP SUMMARY ...................................................................................................................................................... 11
KEY INCOME AND FINANCIAL POSITION FIGURES OF THE GROUP .......................................... 12
MACROECONOMIC SCENARIO AND REFERENCE MARKETS .....................................................19
SUSTAINABLE DEVELOPMENT ..........................................................................................21
QUALITY, SAFETY AND ENVIRONMENT ..............................................................................24
CORPORATE GOVERNANCE .............................................................................................. 25
HUMAN RESOURCES ....................................................................................................... 27
CREATING A CAMPIONE NAZIONALE (NATIONAL CHAMPION).............................................. 28
OPERATING PERFORMANCE .................................................................................................................................. 31
ANALYSIS OF INCOME, FINANCIAL POSITION AND CASH FLOW............................................... 32
PORTFOLIO OF WORK IN HAND .........................................................................................42
CONSTRUCTION SECTOR ................................................................................................. 44
PLANTS SEGMENT .......................................................................................................... 74
NON-CURRENT ASSETS HELD FOR SALE ............................................................................. 77
TODINI COSTRUZIONI GENERALI ..................................................................................... 77
SUW CAMPANIA PROJECT ..............................................................................................77
TREASURY SHARES....................................................................................................... 104
MANAGEMENT AND COORDINATION ................................................................................ 104
STATUTORY AUDIT ....................................................................................................... 104
JUDICIAL PROCEEDINGS CONCERNING THE SUBSIDIARY IMPREGILO S.P.A. .......................... 105
ALTERNATIVE PERFORMANCE INDICATORS ...................................................................... 106
INFORMATION ON RELATED-PARTY TRANSACTIONS ........................................................... 107
RESEARCH AND DEVELOPM ENT ...................................................................................... 107
SECONDARY OFFICES ................................................................................................... 108
EXERCISE OF THE TAX CONSOLIDATION OPTION FOR IRES (CORPORATE INCOME TAX) .......... 109
TAX LITIGATION ......................................................................................................... 109
RISK MANAGEMENT AT GROUP LEVEL............................................................................. 110
SUBSEQUENT EVENTS ................................................................................................... 110
BUSINESS OUTLOOK ..................................................................................................... 111
CONCLUSIONS ............................................................................................................. 113
CONSOLIDATED FINANCIAL ................................................................................................................................. 114
C O N S O LI D A T E D S T A T E M E N T O F I N C O M E . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 1 5
C O N S O LI D A T E D S T A T E M E N T O F C O M P R E H E N S I V E I N C O M E . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 1 6
C O N S O LI D A T E D S T A T E M E N T O F F I N A N C I A L P O S I TI O N . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 1 7
C O N S O LI D A T E D S T A T E M E N T O F C H A N G E S I N E Q U I T Y . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 1 9
C O N S O LI D A T E D S T A T E M E N T O F C AS H F LO WS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 2 0
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS ....................................................................... 121
SALINI S.P.A. SEPARATE FINANCIAL STATEMENTS ...................................................................................... 213
S E P AR A T E I N C O M E S T A TE M E N T . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 1 4
S E P AR A T E S T A T E M E N T O F C O M P R E H E N S I V E I N C O M E . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 1 5
S E P AR A T E S T A T E M E N T O F F I N A N C I A L P O S I TI O N . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 1 6
S E P AR A T E S T A T E M E N T O F C H A N G E S I N E Q U I T Y . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 1 8
S E P AR A T E S T A T E M E N T O F C AS H F LO W S . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 1 9
NOTES TO THE SEPARATE FINANCIAL STATEMENTS .................................................................................. 220
CERTIFICATION OF THE CONSOLIDATED FINANCIAL STATEMENTS
CERTIFICATION OF SEPARATE FINANCIAL STATEMENTS
REPORTS OF THE INDEPENDENT AUDITORS
REPORTS OF THE BOARD OF STATUTORY AUDITORS

Annual Report at 31 December 2013 3


Salini S.p.A. Group

DIRECTORS REPORT

Annual Report at 31 December 2013 4


Salini S.p.A. Group

CORPORATE BODIES

Annual Report at 31 December 2013 5


Salini S.p.A. Group

Corporate Bodies
(Situation at 31 December 2013)

BOARD OF DIRECTORS

Chairman Simonpietro Salini

CEO Pietro Salini

Directors Simon Pietro Salini

Luisa Todini

Alessandro Salini

Francesco Perrini*

David Morganti*

Roberto Cera

Gianluca Piredda*

*Independent

EXECUTIVE COMMITTEE

Committee Members Simonpietro Salini

Pietro Salini

Simon Pietro Salini

INTERNAL CONTROL AND CORPORATE GOVERNANCE COMMITTEE

Committee Members David Morganti

Roberto Cera

Gianluca Piredda

Annual Report at 31 December 2013 6


Salini S.p.A. Group

REMUNERATION COMMITTEE

Committee Members David Morganti

Roberto Cera

Gianluca Piredda

BOARD OF STATUTORY AUDITORS

Chairman Roberto Parasassi

Statutory Auditors Claudio Volponi


Federico Parasassi

Alternate Auditors Roberto Melluso


Francesco Farina

INDEPENDENT AUDITORS
Independent Auditors Reconta Ernst & Young

Annual Report at 31 December 2013 7


Salini S.p.A. Group

Governance structure at 1 January 2014


On 12 September 2013, the Extraordinary Shareholders Meeting approved the merger by
incorporation of Salini S.p.A. into Impregilo S.p.A., thereby establishing Salini Impregilo
S.p.A. effective as of 1 January 2014.
Therefore, the Corporate Bodies of Salini S.p.A. remained in office until 31 December 2013,
while the governance structure for financial year 2014 of Salini Impregilo S.p.A. has been
reorganised as follows:

BOARD OF DIRECTORS (i)

Chairman Claudio Costamagna

CEO Pietro Salini

Directors Marina Brogi

Mario Giuseppe Cattaneo

Roberto Cera

Laura Cioli

Alberto Giovannini

Nicola Greco (*)

Pietro Guindani

Geert Linnebank

Giacomo Marazzi (*)

Franco Passacantando (**)

Laudomia Pucci

Simon Pietro Salini

Giuseppina Capaldo

Annual Report at 31 December 2013 8


Salini S.p.A. Group

EXECUTIVE COMMITTEE

Committee Members Pietro Salini

Claudio Costamagna

Alberto Giovannini

Giacomo Marazzi (*)

Simon Pietro Salini

CONTROL AND RISK COMMITTEE

Committee Members Mario Giuseppe Cattaneo

Giuseppina Capaldo

Pietro Guindani

Franco Passacantando (**)

COMMITTEE FOR RELATED-PARTY TRANSACTIONS

Committee Members Alberto Giovannini

Marina Brogi

Giuseppina Capaldo

Geert Linnebank

Annual Report at 31 December 2013 9


Salini S.p.A. Group

REMUNERATION COMMITTEE

Committee Members Marina Brogi

Nicola Greco (*)

Geert Linnebank

Laudomia Pucci

BOARD OF STATUTORY AUDITORS (ii)

Chairman Alessandro Trotter

Statutory Auditors Nicola Miglietta

Pierumberto Span (***)

Alternate Auditors Marco Tabellini (****)

INDEPENDENT AUDITORS
Independent Auditors PricewaterhouseCoopers S.p.A.

Appointed by the Shareholders Meeting of 17 July 2012 and in office up to the shareholders meeting for the
(i)
approval of the financial statements as at 31 December 2014.
Appointed by the Shareholders Meeting of 28 April 2011 and in office up to the approval of the financial
(ii)
statements as at 31 December 2013.
Appointed by the Shareholders Meeting of 12 September 2013 and in office up to the approval of the financial
(*)
statements as at 31 December 2014.
The shareholders meeting on 12 September 2013 appointed Franco Passacantando as director effective as of 16
(**)
December 2013. He will remain in office up to the approval of the financial statements as at 31 December 2014.

(***) Statutory auditor effective as of 10 January 2014.

(****) Alternate auditor since 30 April 2013.

Annual Report at 31 December 2013 10


Salini S.p.A. Group

GROUP SUMMARY
Key income and financial position figures

Consolidated financial statements at 31 December 2013 11


Salini S.p.A. Group

Key income and financial position figures of the Group

Introduction

The voluntary public tender offer launched by Salini S.p.A. in the first half of 2013 for all
Impregilo S.p.A. ordinary shares, resulted in an interest in the share capital of the latter
company equivalent to 88.83% of the ordinary shares as at 31 December 2013.
The first subscription phase of the public tender offer was closed on 18 April 2013. On said
date, Salini S.p.A. gained control over Impregilo S.p.A., which prior to that date had been
accounted for as an associate.
In order to determine the scope of consolidation and in accordance with the provisions of
IFRS 3, the acquisition date for accounting purposes was set on 1 April 2013.
As a result, the balance sheet data as at 31 December 2013 of the subsidiary Impregilo S.p.A.
were fully consolidated in the financial statements of the Salini S.p.A. Group, whereas only
the results for the second, third and fourth quarters of 2013 were consolidated in the income
statement.
On 12 September 2013, as a part of this transaction, the extraordinary shareholders
meetings of Salini S.p.A. and Impregilo S.p.A. approved the merger by incorporation of
Salini S.p.A. into Impregilo S.p.A. The merger went into effect as of 1 January 2014 as a
result of a share exchange ratio of 6.45 Impregilo ordinary shares to each Salini share, with
no cash adjustments.
As from said date, the company resulting from the merger has taken the name of Salini
Impregilo S.p.A.
In this Annual Report, for the purpose of consistent and uniform disclosure, reference to the
previous company name is made for anything concerning management events prior to the
effective date of the merger. A more extensive disclosure concerning the merger is provided
in the documents made available to the public as required by the applicable provisions of law
and regulations.
In accordance with IFRS 3, the company measured its controlling interest in Impregilo
S.p.A. with the purchase price allocation (PPA) method, reporting assets and liabilities -
including potential ones - at fair value at the acquisition date. This has resulted in a
significant impact on the income statement in terms of revenues, non-core business, the
calculation of taxes and the net result of discontinued operations, while the balance sheet
was significantly impacted in terms of intangible assets, investments and tax payables.
Further details can be found in the paragraph on business combinations in the explanatory
notes to the financial statements.
Finally, the net result of discontinued operations includes the consolidated data of the
subsidiary Todini Costruzioni Generali S.p.A., which has been measured in this financial
year in view of its disposal. In accordance with the provisions of standard IFRS 5, for the
purpose of comparing the financial statements, the statement of income of the previous
period was restated by classifying the investees consolidated data as at 31 December 2012
under the Discontinued operations.

Consolidated financial statements at 31 December 2013 12


Salini S.p.A. Group

(Values in /000) December 2013 December 2012

TOTAL REVENUES 3,425,661 1,214,880


EBITDA 316,496 128,781
EBITDA margin 9.2% 10.6%
EBIT 147,652 64,816
EBIT margin 4.3% 5.3%
EBT 289,075 349,181
EBT margin 8.4% 28.7%
NET PROFIT ATTRIBUTABLE TO THE GROUP 166,944 324,968

TOTAL FIXED ASSETS 777,137 946,101


OPERATING WORKING CAPITAL 336,999 (243,954)
NON-CURRENT ASSETS HELD FOR SALE 653,604 0
NON-CURRENT LIABILITIES HELD FOR SALE (418,061) 0
RESERVES (125,688) (18,752)
Net invested capital 1,223,991 683,395
SHAREHOLDERS EQUITY (892,283) (588,340)
NET FINANCIAL PAYABLES (331,708) (95,005)
Funding (1,223,991) (683,395)

Net debt/equity 0.37 0.16


Net debt/EBITDA 1.05 0.74
ROS (Return on Sales) 4% 5%
ROI (Return on Investment) 12% 9%
Current asset ratio 1.6 1.4

NB. The 2013 figures were consolidated with the balance sheet and income statement
data (from 1 April 2013) of the Impregilo Group, whereas the 2012 figures regarded the
Salini S.p.A. Group alone, being its first stand-alone year.

Consolidated financial statements at 31 December 2013 13


Salini S.p.A. Group

EBITDA
400.000

316,496
300.000

200.000
128,781

100.000

0
2013 2012

EBIT
200.000

147,652
150.000

100.000
64,816

50.000

0
2013 2012

R.O.I.
EBIT / Net invested capital
12,50%
12.1%
12,00%

11,50%

11,00%

10,50% 9.5%

10,00%

9,50%

9,00%
2013 2012

Consolidated financial statements at 31 December 2013 14


Salini S.p.A. Group

Portfolio of work in hand by sector (/000) DEC 2013 DEC 2012

Construction 76.3% 21,988,015 75.3% 19,939,115


Concessions 22.7% 6,533,660 23.7% 6,260,723
Plants 1.1% 309,464 1.0% 271,874

28,831,139 26,471,712

1,1%
22,7%

2013

76,3%

Construction Concessions Plants

CONSTRUCTION PORTFOLIO OF WORK IN HAND (/000) DEC 2013 DEC 2012

Railways 25.8% 5,675,811 22.5% 4,493,205


High-speed railways 16.4% 3,616,708 16.0% 3,195,684
Hydraulic works 25.1% 5,518,057 30.6% 6,108,364
Miscellaneous works 15.3% 3,355,850 15.8% 3,145,201
Road works 17.4% 3,821,589 15.0% 2,996,661

21,988,015 76.3% 19,939,115

17,4%
25,8%

15,3%
2013
16,4%

25,1%

Railway works High Speed Hydraulic works


Other Road works

Consolidated financial statements at 31 December 2013 15


Salini S.p.A. Group

PORTFOLIO OF WORK IN HAND BY GEOGRAPHICAL AREA (/000) DEC 2013 DEC 2012

Africa 23.7% 6,841,843 25.5% 6,737,317


Europe 14.4% 4,139,939 11.6% 3,082,093
Asia 9.1% 2,617,851 4.6% 1,215,625
North America 1.3% 366,883 1.3% 350,364
Central America 1.1% 331,537 2.4% 629,870
South America 11.3% 3,245,558 13.9% 3,671,589
Italy 38.4% 11,069,898 40.7% 10,784,855
Oceania 0.8% 217,630 0.0% -

28,831,139 26,471,712

0,8%
23,7%

38,4%
2013
14,4%

1,3%
9,1%
11,3% 1,1%

Africa Europe
Asia North America
Central America South America

OPERATING REVENUES BY SECTOR (/000) DEC 2013 DEC 2012

Construction 96.1% 3,205,360 100.0% 1,174,185


Concessions 0.5% 15,719 0.0%
Plants 3.4% 112,741
SUW 0.0% - 0.0%
0.0%
3,333,820 1,174,185

Consolidated financial statements at 31 December 2013 16


Salini S.p.A. Group

3,4%
0,5%

2013

96,1%

Construction Concessions Plants

OPERATING REVENUES BY GEOGRAPHICAL AREA (/000) DEC 2013 DEC 2012

EU 40.4% 997,709 25.9% 304,222


Non-EU 9.1% 225,616 3.2% 37,156
Asia 15.8% 390,987 21.7% 254,561
Africa 34.5% 850,382 49.2% 578,246
America 0.1% 3,063 0.0% -
2,467,757 1,174,185

0,1%

34,5%
40,4%
2013

15,8% 9,1%

EU Non-EU Asia Africa America

DEC 2013
Consolidated financial statements at 31 December 2013 17
Salini S.p.A. Group

Summary personnel figures

PERSONNEL COSTS 459,443


NUMBER OF EMPLOYEES 31,172

HUMAN RESOURCES
1%
20%

2013

78%

EXECUTIVES EMPLOYEES WORKERS

Consolidated financial statements at 31 December 2013 18


Salini S.p.A. Group

Macroeconomic scenario and reference markets

The competitive landscape of the Salini-Impregilo Group is the global market of investments
in the construction industry and specifically in the construction of complex large-scale
infrastructures.

Global economic activity and trade showed signs of growth in the second half of 2013.
Specifically, the International Monetary Fund reported that consumer demand in most
developed countries has grown moderately, though in line with forecasts, while in emerging
markets exports have been the main driving force, with enduring weak domestic demand and
difficult financial conditions.

Economic forecasts in the Eurozone expect a recovery after the recent recession. The
International Monetary Fund expects the European Union to grow by 1% in 2014 and 1.4% in
2015, though with trends differing from one country to another. Germanys economy is
forecast to grow by 1.6% in 2014 and 1.4% in 2015, while the forecasts for Italy are rather
conservative with trends of 0.6% and 1.1% in 2014 and 2015 respectively. According to the
IMF, the emerging countries are expected to grow by 5.1% and 5.4% in the 2014-15 period.

A McKinsey study for the OECD reported that from 2014 to 2030 investments in
infrastructures will amount to US$57,300 billion, of which about 29% in roads and
motorways, 21% in energy infrastructure, 20% in hydraulic works, 17% in
telecommunications, and finally 13% in metros/railways, airports and ports.

In the next four years, an upward trend is expended in global demand for infrastructures,
equal to 9% per annum, in the energy, transport and other civil infrastructure sectors. In this
perspective, an important business opportunity is represented by the need of most
economically developed countries to replace or expand existing infrastructure that are no
longer adequate to meet growing energy needs, and the need for mobility, energy and water
related to the economic development and urbanization that is affecting many emerging and
developing countries.

The global Great Recession in the 2008-2011 period, though penalizing some segments in
the construction sector, such as residential and commercial construction, did not slow down
the demand for major infrastructure projects, which, on the contrary, continue to represent a
strategic priority for the growth of the domestic economies of most countries, both
industrialized and emerging, with particular reference to areas such as the Middle East,
Central Asia, Latin America and India.

In this perspective, the merger between the Salini and Impregilo companies has consolidated
the global competitive standing of the Group, consolidating its presence in the geographical
areas in which it already operates and providing its operating structure with the expertise
needed to access new markets and support continued business growth.
The Salini Impregilo Groups new dimension, designed to catch the early signs of change, has
successfully implemented the Campione Nazionale project characterised by:

Consolidated financial statements at 31 December 2013 19


Salini S.p.A. Group

a body of engineering and technology expertise of the highest order in the construction
industry;
an integrated management team with the determination and experience required to
compete in large-scale and complex infrastructure projects;
a global presence with an almost unique commercial strength;
the scale of a market leader;
a solid financial structure with an adequate credit standing (BB(Fitch)/BB(Standard
&Poors) issuer ratings).

The estimated value of the projects in the portfolio is characterised by a well-balanced


geographic composition, with major contracts in Latin America, Europe and the Middle East
and a greater focus on the hydroelectric, dams, metro, roads and highways, and railways
segments.

Consolidated financial statements at 31 December 2013 20


Salini S.p.A. Group

Sustainable development
Over the years, sustainable development has become an integral part of corporate strategy,
being rolled out in programmes designed to provide the necessary tools for working in
numerous and diversified environments, interpreting and meeting the expectations of
institutions, clients, local communities, consumers and technical and operating counterparties
with different histories and cultures.

The Company believes strongly that the correct management of sustainable development
makes it possible not only to mitigate operating, financial and reputational risks, through
optimising non financial variables, but to also create new opportunities and gain competitive
advantages in a market that is increasingly concerned about sustainability issues.

The Company has translated these requirements into a vision and style of work based on the
value of people, attention to the environment, the principles of social responsibility and
corporate citizenship. This decision has resulted in a commitment to a broader concept of
sustainable development constituting a structural aspect of our business.

The projects we carry out energy from renewable sources, infrastructures to reduce urban
traffic congestion, public metro systems with a low environmental impact, development and
upgrading of regional infrastructures to boost regional development create lasting value for
the communities involved and are a catalyst for further growth.

The Group has formalised its working philosophy in a coordinated set of policies, procedures
and organisational structures aligned with major international benchmark standards. In
particular, since 2010, we have been a member of the United Nations Global Compact, a
worldwide initiative for sustainable development, which requires a commitment to aligning
our strategies and operations with ten universal principles relating to human rights, labour, the
environment and the fight against corruption.

At a national level, we are also part of the Global Compact Network Italy, and work together
with other member organisations and businesses to execute specific projects and initiatives
aimed at advancing the priorities set forth in the Global Compact.

The Groups sustainability strategy is implemented by maximising the benefits generated in


the areas in which it works, benefiting local stakeholders. Our priorities include creating new
jobs, using on-site suppliers, investing and engaging in initiatives in favour of local
communities, and conforming rigorously to high environmental standards.

The commitment to use local workers and suppliers has a positive impact on the development
of national economies, especially in emerging markets, by increasing workers skill levels and
suppliers quality standards, while at the same time improving infrastructure and
environmental conditions in the areas where we execute our projects.

Our complete dedication to human resources is especially concentrated in the areas of health,
safety and human rights, through the adoption of widely shared standards and codes of
conduct that are supported by a commitment to training and regular dialogue with employees.

Consolidated financial statements at 31 December 2013 21


Salini S.p.A. Group

The Groups commitment is also characterised by thorough consideration of the needs of local
communities. The Head Office divisions as well as on-site management analyse and assess
community requirements and, often in partnership with institutions and other organisations
on-site, develop investment projects in the areas of education, health, culture and recreation.

In recent years, significant resources have been allocated to construct buildings, schools,
hospitals and roads. Furthermore, energy and water distribution as well as health care have
been provided for local communities. During projects, these local communities have been
granted access to some work site facilities, such as medical clinics, classrooms, wells, roads
and bridges, which are often turned over to the communities and institutions when the project
is complete.

Our daily commitment extends from people to the conservation of the environment and
natural resources, which are crucial aspects of our business model.
For this purpose, the Group structures and conducts its work while guaranteeing the best
possible environmental protection, and is committed to continuously improving
environmental services, considered an integral part of the Companys financial and operating
performance. Our work sites are focused on reducing energy and water consumption by
developing innovative projects to re-use and recycle natural resources and scrap generated
while works are being conducted. Mitigating the impacts of work site activities on
communities is another priority to which the Group dedicates the utmost attention, by
monitoring and closely managing aspects relating to noise, vibrations, dust and road
conditions.

Since the environmental area incorporates strategic objectives in a globalised and highly
competitive market, clients, suppliers, local authorities and interested parties are involved in
processes and initiatives in the environmental area.

The commitment to constantly maintaining an open dialogue with stakeholders, in order to


understand their legitimate expectations and create opportunities for involvement and
cooperation, is implemented through tools and highly diversified methods both at central level
and at the individual work site, generating positive interactions with increasingly broader
groups of internal and external stakeholders.

Our commitment to transparency is demonstrated by the fact that the Groups 2013
Sustainability Report, which reports each year on the Groups sustainability practices and
performance, has maintained application level A+ with the Global Reporting Initiative (GRI).
This Report has been drawn up in compliance with version 3.1 of the Sustainability
Reporting Guidelines & Construction and Real Estate Sector Supplement issued in 2011 by
the Global Reporting Initiative.
As a further guarantee to its stakeholders, the Company also voluntarily submits its
Sustainability Report for external certification. Please see the Report for further details.

Finally, during 2013 the subsidiary Impregilo S.p.A. also implemented a sustainability
reporting system to draw up the 2013 Sustainability Report.

Consolidated financial statements at 31 December 2013 22


Salini S.p.A. Group

This report was the first of the Impregilo Group to be drafted in accordance with the GRI
Guidelines and voluntarily submitted to external certification.

Consolidated financial statements at 31 December 2013 23


Salini S.p.A. Group

Quality, Safety and Environment


Senior management created the Quality, Health and Safety and Environment (QHSE) System
to ensure that relevant activities are planned, developed and improved consistently in
compliance with corporate policies and to the full satisfaction of all stakeholders.

The performance of the Quality, Health, Safety and Environment System was assessed and
monitored through internal checks and by analysing work site reports, and it was found to
have been applied satisfactorily.

Locally, the certification of Salini S.p.A. has been extended to the management systems of the
Dubai and Abu Dhabi branches with regard to ISO 9001, ISO 14001 and OHSAS 18001, and
to the Singapore branch for ISO 9001:2008 only.
The ISO 9001, ISO 14001 and OHSAS 18001 certifications of the subsidiary Salini Australia
Pty Ltd were also confirmed.

In order to improve support to production facilities, the QAS management was reorganised by
appointing a regional QHSE Coordinator, with expertise in quality, safety and environment
issues, who will be directly involved in the contracts in the relevant geographical area,
providing the support needed for the proper start-up of activities and a timely transfer of the
know-how gained. The QHSE Coordinator function went into operation in the first half of
2013.

The training was also provided to the relevant resources and specifically to expatriate staff
with regard to workplace health and safety pursuant to Legislative Decree 81/08.

Consolidated financial statements at 31 December 2013 24


Salini S.p.A. Group

Corporate Governance
The corporate governance model adopted by Salini complies (except for certain
modifications) with the principles enshrined in the Code of Conduct for Listed Companies,
Consob recommendations and national and international best practice (cf. the Sarbanes-Oxley
Act - July 2002 and the Combined Code on Corporate Governance UK - July 2003).
Its corporate governance policies are therefore continually updated and documented in its
Annual Corporate Governance Report. That document describes the corporate governance
model in detail. It defines the Companys organisation, specifying the roles and
responsibilities of each corporate body and of senior management, and provides information
on the implementation of the provisions of the Code of Conduct.
The Internal Control System monitors the practical implementation of governance policies
and works effectively to promote their actual and constant execution.
The Board of Directors of Salini S.p.A., appointed during the board meeting of 16 October
2012, is composed of nine directors, of whom three have particular duties, and six are non-
executive directors (including three independent directors). The Board remained in office
until 31 December 2013. The Board met sixteen times during last year, and its major
resolutions on corporate governance concerned the examination and/or approval of:

interim financial statements of the Group;


the acquisition of strategic equity investments;
financial projections;
merger transaction.

On 24 June 2013, the Board of Directors of Salini S.p.A. approved the so-called reverse
merger of Salini into Impregilo (the Merger). The merger was part of a larger industrial and
strategic plan implemented by the Salini Costruttori Group in 2011 and geared toward the
creation of a Campione Nazionale in the construction of complex works and
infrastructures, thus establishing a large international group with shares listed on the Milan
Stock Exchange organised and managed by Borsa Italiana S.p.A. The Merger marked the
climax of a market transaction that recorded the success of one of the most important proxy
fight transactions carried out in Europe in 2012, with the support of small investors,
institutional investors and activists. It was followed by the voluntary public tender offer
launched by Salini for all Impregilo shares, which was ultimately completed in April 2013.
On 26 November 2013, the deed of the merger by incorporation of Salini S.p.A. into
Impregilo S.p.A. was signed pursuant to the resolutions of the respective shareholders
meetings held on 12 September 2013. Starting from the effective date of the merger on 1
January 2014, the company resulting from the merger has taken the name of Salini Impregilo
S.p.A. All effects for civil law, accounting and fiscal purposes have started as of the said
date.
The merger resulted in the cancellation of all 62,400,000 ordinary shares with a nominal value
of 1.00 each, constituting the share capital of Salini S.p.A. and the allocation to Salini
Costruttori S.p.A. of a total of 402,480,000 ordinary shares, equivalent to 89.95% of the
ordinary shares of Salini Impregilo S.p.A.

Consolidated financial statements at 31 December 2013 25


Salini S.p.A. Group

With regard to the Internal Control System, the Internal Audit Department conducted the
audits set forth in the Audit Plan defined at the beginning of the year in order to monitor the
suitability of the applicable procedures, as well as the compliance of processes with local and
international regulations. During 2013 the inspections requested by the Regulatory Authority
were carried out in Italian and foreign operating areas in order to assess the effectiveness of
the Management and Control Organisational Model.
Based on the results of the activities carried out by the Internal Audit Department during the
year, it can be reasonably concluded that the overall system is suitable to allow for proper
management of the main risks identified and, at the same time, to contribute to the
improvement of the corporate management as a whole.
It should be noted that in 2014 the corporate changes made during 2013 will have a
significant impact on the Groups organizational structure and, consequently, on the
organisation of the Internal Control System.
Financial year 2013 saw the continued training of personnel and ongoing monitoring of
changes in legislation and case law concerning the administrative liability of companies.
In order to favour compliance with ethical standards as well as with regulations on the
prevention of corruption, and on integrity, transparency and fairness in the conduct of
business, the preparations were started for the drafting of a Group Anti-corruption Model to
provide a systematic reference framework of regulatory instruments and anti-corruption
policies implemented by the Company to exclude any form of corruption, either direct or
indirect, both active and passive, thereby ensuring compliance with Italian and international
anti-corruption laws, including the Italian Anti-Corruption Law 190 of 6 November 2012, the
Foreign Corrupt Practices Act (FCPA) enacted in the U.S., and the UK Bribery Act.

The Group Anti-Corruption Model, though following the steps planned for the updating of the
Model pursuant to Legislative Decree 231/01, appears to have a broader scope, since its
purpose is to protect the Company and/ or its personnel against corruption practices, not only
of an active nature, which are not necessarily carried out in the interest and to the benefit of
the company.

The Company also took steps to comply with current regulations concerning the security of
computer data (as described in Legislative Decree 196/2003) and to update the Security
Policy Document as required by current regulations.

Consolidated financial statements at 31 December 2013 26


Salini S.p.A. Group

Human Resources
At 31 December 2013, the Salini Group had 31,172 employees, of whom 4.3% are located in
Italy and the remaining 95.7% abroad.
The multinational and multiethnic nature of the Group is underscored by its presence in every
continent of the world and by the employment of personnel belonging to about a hundred
different nationalities. Without considering the staff of the subsidiary Impregilo S.p.A., the
Salini Group availed itself of the services of 22,125 employees, of whom 1.4% in Italy and
98.6% abroad.

Geographical distribution of workforce Employees 31.12.2012 31.12.2013 Change


(*)

Italy No. 1,483 1,342 (141)


Foreign work sites No. 29,447 29,830 383

Total No. 30,930 31,172 242


* Pro-forma figure: includes the workforce of the Impregilo Group to ensure comparability with figures as at 31 December 2013.

During the year, Group personnel grew by 0.8% and was broken down into the following
categories:

Total workforce by category Employees 31.12.2012 31.12.2013 Change


(*)

Executives No. 287 300 13


Office workers No. 5,756 6,186 430
Manual workers No. 24,887 24,686 (201)

Total No. 30,930 31,172 242


* Pro-forma figure: includes the workforce of the Impregilo Group to ensure comparability with figures as at 31 December 2013.

Despite the challenging macroeconomic situation, the size of the workforce shows excellent
employment levels, testifying to the strong attraction of the Group to new generations of
employees and, at the same time, demonstrates the success of the process designed to recruit
and hire resources with advanced professional qualifications, with a view to reinforcing the
critical skills of technical and service organisations and guaranteeing suitable and gradual
generational turnover.

With regard to training activities, in addition to investing in pathways to develop and


consolidate the skills of individual professional figures, the Company provided training on
workplace health and safety through classroom sessions and e-learning, both at the
headquarters and at foreign sites, as well as tailor-made courses for staff elected as Workers
Safety Representatives and for Health and Safety Managers.

Consolidated financial statements at 31 December 2013 27


Salini S.p.A. Group

Creating a Campione Nazionale (National Champion)


During 2013, with the signing of the merger by incorporation of Salini S.p.A. into Impregilo
S.p.A., effective as of 1 January 2014, the Campione Nazionale project was completed. It is
geared toward creating a world leader with the expertise, skills, track record and scale
required to compete in the global construction industry through more efficient and effective
business management.

The key steps that enabled the implementation of the project following one of the most
important proxy fight transactions in Europe in recent months can be summarised as follows:

On 17 July 2012 Impregilos Ordinary Shareholders Meeting approved the proposal


submitted by Salini S.p.A. (Salini) by a majority, with the attendance of
shareholders holding over 80% of the share capital, for the termination of the directors
in office and the appointment of a new Board of Directors made up of 15 directors, 14
of whom were elected from the list presented by Salini;

On 27 September 2012, Impregilo and Salini Costruttori S.p.A. (Salinis parent


company) signed a strategic commercial and organisational cooperation agreement
between the Impregilo Group and the Salini Group in order to launch a collaboration
strategy aimed at seizing market opportunities and increasing value for both Groups,
as well as producing cost savings due to operating and industrial synergies, while
preserving the individual characteristics, structure and make-up of each company. The
Parties terminated the agreement by mutual consent in December 2013 following the
signing of the aforementioned deed of merger;

On 6 February 2013, Salini S.p.A., announced its decision, in a special notice pursuant
to Article 102, paragraph 1 of Legislative Decree 98/58 (TUF) and Article 37 of
Consob Regulation 11971/99 (Issuers Regulation), to launch a voluntary public
offering, pursuant to Article 106, paragraph 4 of the TUF, for all Impregilo S.p.A.
ordinary shares not held by Salini S.p.A. at a price of 4.00 per share;

the Offer Document was published on 16 March 2013, accompanied by the supporting
documentation, specifically the (Impregilo) Issuer Statement, prepared pursuant to
Article 103 of the TUF and Article 39 of the Issuers Regulation;

Taking into account the shares tendered during the subscription period (from 18
March to 12 April 2013) and the subsequent reopening of terms period (from 18 to 24
April 2013), by 2 May 2013 Salini held a total of 370,575,589 ordinary shares, equal
to approximately 92.08% of total Impregilo S.p.A. ordinary shares.

In light of the outcome of the offer, as it was not aimed at the delisting of Impregilo
shares, Salini S.p.A. announced that it would restore sufficient free float to ensure
regular trading of said shares. Therefore, at the reporting date, the investment in the
subsidiary amounted to 88.83% of the ordinary share capital.

Consolidated financial statements at 31 December 2013 28


Salini S.p.A. Group

On 14 May 2013 Salinis Board of Directors carried out a preliminary investigation


into the merger by incorporation of Salini S.p.A. with Impregilo S.p.A., in order to
launch all the preliminary activities to implement corporate integration in a short space
of time. It resolved to:

a) appoint Vitale & Associati as the independent expert producing the expert
appraisal supporting the Board of Directors in determining the share exchange
ratio for the merger between Salini S.p.A. and Impregilo S.p.A., as well as
BancaIMI and Natixis as advisors to help the Company with all aspects of the
transaction;
b) appoint PricewaterhouseCoopers S.p.A., Impregilos independent auditors, to
conduct the statutory audit of the accounts for the preparation of the report
pursuant to Article 2501-bis, paragraph 5 of the Italian Civil Code;
c) provide the CEO with a mandate to file a request with the Court of Milan for
the appointment of the expert who will prepare the report on the adequacy of
the exchange ratio pursuant to Articles 2501-sexies of the Italian Civil Code;

on 24 June 2013, the Boards of Directors of Salini S.p.A. and Impregilo S.p.A.
approved the plan for the so-called reverse merger of Salini S.p.A. into Impregilo
S.p.A. effective as of 1 January 2014, subject to the approval of the extraordinary
shareholders meetings of the two companies, setting the exchange ratio at 6.45
Impregilo ordinary shares for each Salini share;

On 28 August 2013, the Disclosure Document concerning the merger by incorporation


of Salini S.p.A. into Impregilo S.p.A. was published at the registered office and on the
website of the subsidiary Impregilo S.p.A.;

On 12 September 2013 the extraordinary shareholders meeting of Impregilo S.p.A.,


by a large majority:

approved the merger by incorporation of Salini into Impregilo S.p.A. and the
reduction of the share capital of the acquiring company pursuant to Article 2445
of the Italian Civil Code.
assigned the Board of Directors the mandate to increase the share capital without
pre-emption right pursuant to Articles 2443 and 2441, paragraph 4, sentence 2, of
the Italian Civil Code (amendment of Article 7 of the Bylaws).
assigned the Board of Directors the mandate pursuant to Articles 2443 and 2420-
ter of the Italian Civil Code to increase the share capital and to issue convertible
bonds, possibly also without pre-emption right pursuant to Article 2441,
paragraphs 4, part 1, 5 and 8 of the Italian Civil Code (amendment of Article 7 of
the Bylaws).
amended Article 33 of the Bylaws, in order to grant the Board of Directors,
pursuant to Article 2433-bis of the Italian Civil Code, the power to approve the
distribution of interim dividends.
amended Article 14 of the Bylaws in order to adopt the derogation system
provided for by Article 135-undecies, paragraph 1, of Legislative Decree 58 of
1998.

Consolidated financial statements at 31 December 2013 29


Salini S.p.A. Group

By deed of Mr. Carlo Marchetti, notary public in Milan, filed under No. 10520 of
Folder No. 5396, with the Registers of Companies of Rome on 4 December 2013, and
of Milan on 5 December 2013, the merger of Salini S.p.A. into Impregilo S.p.A. was
finalised effective as of 1 January 2014 and the company name was changed into
Salini Impregilo S.p.A. Therefore, starting from the effective date, Salini Impregilo
S.p.A. took over all contracts, assets and existing legal relationships of Salini S.p.A.
which the latter was previously a party to, taking on the relevant rights and obligations
without interruption.

Effective as of 1 January 2014, the 62,400,000 shares held by Salini Costruttori, with a
nominal value of 1.00 each and constituting the entire share capital of Salini S.p.A.,
were cancelled with the concurrent allocation to the parent company of 402,480,000
ordinary shares of Salini Impregilo S.p.A., equivalent to 89.95% of the total ordinary
share capital.
The merger is an essential step in the industrial and strategic plan pursued by the Group to
create a Campione Nazionale in the complex works and infrastructures construction
industry, thus becoming a major Italian player with shares listed on the Milan Stock Exchange
that can be a leading industry player worldwide.

In this perspective, the merger between the two companies will enable optimising the critical
success factors that characterise the business sectors of interest and yielding further
significant benefits, including:

a broader geographical presence, founded on expert knowledge of the individual


countries where the two groups have been successfully operating for decades;
scale on a par with global industry leaders, providing possible access to large-scale
and technologically complex infrastructure projects;
a solid financial structure characterised by an adequate credit standing and better
conditions for access to capital markets;
commercial and cost synergies that can be achieved by pooling specific expertise and
reputations acquired in other market segments, and by striving for greater efficiency
through integrated resource management;
the creation of value for all shareholders and stakeholders by significantly increasing
the value of production and operating margins.

Consolidated financial statements at 31 December 2013 30


Salini S.p.A. Group

OPERATING PERFORMANCE
Analysis of Group results

Consolidated financial statements at 31 December 2013 31


Salini S.p.A. Group

Analysis of income, financial position and cash flow

Introduction
The financial year ended on 31 December 2013 is the first year for which Salini S.p.A. has
prepared separate financial statements pursuant to the International Financial Reporting
Standards (IFRS) adopted by the European Union. In accordance with the provisions of
IFRS1, data for financial year 2012 were restated pursuant to the provisions of the
International Accounting Standards.
In contrast, the first-time application of the IFRSs to the Group consolidated financial
statements took place on a voluntary basis starting from 2012, which is the companys first
financial year.

Article 40 of Legislative Decree 127/91 (Implementing Directive 78/660/EEC and Directive


83/349/EEC on companies separate and consolidated financial statements), as amended by
Legislative Decree 32 of 2 February 2007, allows companies producing consolidated financial
statements to present the directors report on the consolidated financial statements and the
separate financial statements of the parent company in a single document, giving greater
prominence, where necessary, to matters that are significant for the enterprises included in the
consolidation as a whole.

Taking into consideration the importance of the production activities conducted through its
subsidiaries and in view of the evaluation criteria of the same in the separate financial
statements, Salini S.p.A. has opted for a single document.
The management analysis for the entire Salini S.p.A. Group is provided below, with data
prepared in accordance with the International Financial Reporting Standards.
See the following paragraph on the Main Group Companies for the analysis of the data of
the separate financial statements of the parent company and main subsidiaries.

Summary of consolidated financial information and other information


concerning operations
The consolidated financial statements at 31 December 2013 reported total revenues of
3,425.7 million, an EBIT of 147.7 million and net profit attributable to the Group of 166.9
million.

Changes over the previous period are mainly due to the second, third and fourth quarter
results of the Impregilo Company, which became a subsidiary starting from 1 April 2013 and
to the effects of the measurement of the subsidiary Impregilo S.p.A. using the PPA method
pursuant to IFRS 3.

Profit margins, though in the presence of significant non-recurring costs incurred for the
completion of the public tender offer, recorded levels of excellence, with an EBITDA margin
and ROS of 9.2% and 4.3% respectively.

Pre-tax profit was greatly affected by the net financial position, which, as well as reflecting
the costs sustained in supporting investments and production activities and the results of

Consolidated financial statements at 31 December 2013 32


Salini S.p.A. Group

foreign-exchange losses, shows the positive effect, equal to 204 million, of measuring the
investment in Impregilo S.p.A. at fair value as provided for by IFRS 3.
In particular, paragraph 4 of IFRS 3 states that the acquisition should be accounted for by
applying the purchase acquisition method, which requires that all assets and liabilities,
including potential ones, of the acquiree be reported in the financial statements of the acquirer
at fair value regardless of the value posted by the acquiree in its financial statements (for more
details on the economic and financial effects of the so-called PPA process, see the
paragraph on Business combinations in the notes to the financial statements).

The net result of discontinued operations equivalent to (88.1) million consisted mainly of
the consolidated result of Todini Costruzioni Generali S.p.A., which was measured for the
first time in a disposal perspective.
With reference to the complex situation concerning the SUW projects in the Campania
region, these too part of the non-current assets held for sale, the positive developments in
litigation concerning the Groups claims for damages in relation to the former CDR plants
had a significant impact, as a result of which about 241 million were collected, equivalent
to a net gain for the year of 21.1 million.
Also as part of the SUW Campania projects, the broad acquittal handed down by the Court
of Naples at the end of 2013 for criminal proceedings started in 2004 was also of great
relevance. As part of the above proceedings, the Impregilo Group was the subject of major
precautionary measures which had already been quashed with a final ruling by the Court of
Cassation. For more complete disclosure on the events related to the SUW Campania
projects, see the section below of this Annual Report on Assets Held for Sale and
Discontinued Operations.

As part of the contracts for works, in the latter part of financial year 2013, the contractual
relationship with the client of the expansion works of the Panama Canal reported less
favourable results.
In this context, the subsidiary Impregilo, participating as lead partner with the Spanish group
Sacyr Vallehermoso in the international joint venture that was awarded the contract, met
with major critical issues and significant cost increasesin previous financial years
basically due to causes attributable to the client , and in the second half of 2013 encountered
difficulties to continue production activities.
This situation arising from the repeated refusal of the client to engage with a cooperative
spirit in the procedures contractually provided for protecting the parties rights was settled
only after year-end as a result of an agreement under which it was possible to resume
construction activities.
The agreement provides, inter alia, that in view of the resumption of works and their
completion by 31 December 2015, the client and contractors will co-fund the works to be
finished and, specifically, the additional costs incurred compared to the original estimates, as
well as defer the repayment of contractual advances by making the final allocation of the
additional costs between the parties contingent on the outcome of the arbitration proceedings
initiated simultaneously.
In light of these considerations, according to an evaluation approach consistent with these
recent events, it was deemed necessary to update the forward-looking assessments
concerning the contract reporting any additional net expenses over the entire life even if the
amount is not particularly significant.

Consolidated financial statements at 31 December 2013 33


Salini S.p.A. Group

Despite the considerable volume of production activities achieved during the year, the
portfolio of work in hand reached 28.8 billion, which represents more than 8.5 years of
future production, assuming revenues from ordinary operations equal to that recorded in the
income statement for 2013.
New prestigious contracts have been acquired for contraction of the metro in Riyadh (Saudi
Arabia), the Red North Line of the metro in Doha (Qatar) and the Skytrain project in
Australia. More detailed information about these and other contracts acquired during the
period is provided in the specific paragraph on the portfolio of work on hand.

Consolidated net financial position amounted to (331.7) million after making significant
investments for the control of Impregilo S.p.A. and covering the ordinary operations of the
Group, and was in line with the forecasts of the business plan and much better than the figure
of (694.9) million recorded at the end of the first half.

Group personnel reached 31,172 employees, growing by 0.8% versus the figure at 31
December 2012, had the subsidiary Impregilo been part of the current scope of consolidation.

Group reclassified income statement

(Values in /000) December 2013 December 2012*


Revenues 3,333,820 97.3% 1,174,185 96.7%
Other revenues 91,841 2.7% 40,695 3.3%
Total Revenues 3,425,661 100.0% 1,214,880 100.0%
Costs of production (2,586,409) 75.5% (939,159) 77.3%
Value added 839,252 24.5% 275,721 22.7%
Personnel costs (459,443) 13.4% (138,001) 11.4%
Other operating costs (63,313) 1.8% (8,940) 0.7%
EBITDA 316,496 9.2% 128,781 10.6%
Depreciation and amortisation (152,514) 4.5% (62,791) 5.2%
Allocation to provisions 0.0% 0 0.0%
Write-downs (16,330) 0.5% (1,174) 0.1%
(Capitalised costs) 0.0% 0 0.0%
EBIT 147,652 4.3% 64,816 5.3%
Total net financial and investment income 141,423 4.1% 284,365 23.4%
Pre-tax profit/(loss) 289,075 8.4% 349,181 28.7%
Taxes (43,234) 1.3% (28,781) 2.4%
Profit/(loss) from continuing operations 245,841 7.2% 320,401 26.3%
Profit/(loss) from discontinued operations (88,140) 2.6% 13,081 1.1%
Net Profit 157,701 4.6% 333,481 27.4%
Profit/(loss) attributable to minority interests (9,244) 0.3% 8,513 0.7%
Profit/(loss) attributable to the group 166,944 4.9% 324,968 26.7%

Consolidated financial statements at 31 December 2013 34


Salini S.p.A. Group

Economic and operating performance

Key consolidated income figures /000 31-Dec-13 31-Dec-2012


Total Revenues 3,425,661 1,214,880
EBITDA 316,497 128,781
EBIT 147,652 64,816
EBT 289,075 349,181
Net Profit 157,701 332,918
Net profit/Total Revenues 4.6% 27.4%

Production

Total revenues for 2013 amounted to 3,425.7 million, consolidating - as from 1 April 2013 -
the turnover of the subsidiary Impregilo, whose share of the total value of production was
equal to 52.8 %.

Foreign projects represented a total of 83% for the year, testifying to the sound competitive
standing of the Group in geographical areas with great potential, such as Africa and the
Americas, which alone represent 52% of the total value of production.
Operating revenues amounted to 3,333.8 million, accounting for 97.3% of turnover.
The core business was Construction, which reported a value of 3,205.4 million, i.e., 96%
of the operating revenues.

Operating revenues by sector (/000) 31.12.13 % 31.12.2012 %

Construction 3,205,360 96% 1,174,185 100%


Concessions 15,719 0% 0%
Plants 112,741 3% 0%

TOTAL OPERATING REVENUES 3,333,820 100% 1,174,185 100%

The Ethiopian hydroelectric projects, Gibe III and Grand Ethiopian Renaissance Dam, as well
as the Ulu Jelai works in Malaysia and the Panama Canal expansion project provided a
significant contribution to this result.
Similar considerations can be made with reference to the works for the construction of the
Copenhagen metro in Denmark, the construction of the hydraulic tunnel in Abu Dhabi as well
as to the works related to the contracts in Venezuela.
Specifically, the Italian market was characterised by the works of the Pedemontana Lombarda
motorway, which in 2013 saw the completion of the road link between the A8 and A9
motorways.

Operating revenues by geographical area (/000) 31.12.13 % 31.12.2012 %

Italy 491,790 15% 107,379 9%


EU (excluding Italy) 505,919 15% 196,843 17%
Non-EU 225,616 7% 37,156 3%
Asia 390,987 12% 254,561 22%
Africa 850,382 26% 578,246 49%
America 866,063 26% - 0%
Oceania 3,063 0% - 0
Consolidated financial statements at 31 December 2013 35
Salini S.p.A. Group

TOTAL OPERATING REVENUES 3,333,820 100% 1,174,185 100%

Other non-operating revenues, amounting to 91.8 million, basically relates to entries which,
by their nature, are not part of core business (e.g. the recovery of costs incurred on behalf of
subsidiaries and charged back to them, technical and administrative services provided to third
parties, disposals of materials, insurance reimbursements).

Costs

Direct production costs stand at 2,586.4 million and account for 75.5% of total revenues
(77.3% in 2012).
Service costs, which represent the direct cost with a greater weighting, refer mainly to
expenses incurred to support production volumes and, net of the ancillary costs (amounting to
about 35 million) incurred for the public tender offer for Impregilo, are proportional to the
growth in turnover.
Personnel costs, standing at 459.4 million, absorbed 13.4% of the value of production.

Results of operations

Results of operations for the year show the substantial income quality of existing projects and
the portfolio of work in hand.

Economic and financial indicators, such as ROI (+12%) and net invested capital turnover
(2.8), confirm the positive performance of invested capital, both in terms of profitability and
the capacity to generate sales revenues.

The performance in EBITDA is significant which, reaching a total of 316.5 million, has
resulted in an EBITDA margin of 9.2%, which is outstanding considering both the impact of
the non-recurring costs of the public tender offer, amounting to about 35 million, and the
negative effect of 27.3 million, resulting from the application of the IFRS 3 standard for the
fair value measurement of the investment in Impregilo. For more details, see the paragraph on
Business combinations of the notes to the financial statements.

Similar remarks can be made for EBIT, which at 147.7 million represented a ROS of 4.3%.

Results from discontinued operations

The balance of the discontinued operations, amounting to (88.1) million, mainly includes the
net consolidated result of the subsidiary Todini Costruzioni Generali S.p.A., which on 31
December 2013 reported a value of (73.5) million.

In financial year 2013 the subsidiary reported some non-recurring events that had a significant
impact on profit margins for the period especially in the latter part of the year.

Consolidated financial statements at 31 December 2013 36


Salini S.p.A. Group

Specifically, the interruption of the works on the construction of the Alat - Masalli Highway
in Azerbaijan and the subsequent signing of a settlement agreement for the mutual termination
of the contract had a negative impact on Group EBIT amounting 40.9 million. The
settlement agreement, signed in the second half of the year, showed its effectiveness only near
the end of the year with the realisation of the mutual obligations.
Similar considerations can be made for the Dubai contract, where Todini was forced to limit
its production activities due to events beyond its control, without having the opportunity of a
proportional and simultaneous adjustment of the local structure for both technical and
commercial reasons. This situation had a negative impact on the contracts income statement,
which was only partially offset by a supplemental agreement by which the client granted an
amount of AED 20 million (equivalent to approximately 4 million) as full and final
settlement, well below the additional costs incurred due to the extension of the contract.
The contract in question was substantially completed and no significant future economic
impacts are expected.
Moreover, it should also be noted that the new contracts acquired during the year are still in
the start-up phase and were not able to generate revenues and profits equivalent to the
completed contracts, thus worsening the residual margin for the year.

Part of the result from discontinued operations reflected the ruling of the Court of Cassation
and the outcome of the enforcement procedures implemented by the subsidiary Impregilo
S.p.A. with regard to the dispute concerning the claims for damages filed through its
subsidiary FIBE for the former CDR plants. Further information about the dispute and the
broader situation regarding it is provided in the paragraph of the Annual Report on non-
current assets held for sale.

Results for the period

EBT (pre-tax profit) totalled 289.1 million, representing 8.4% of revenues due to the
combined effect of the positive operating margins and benefits of financial operations, which
were affected by the net impact of the fair value measurement of the controlling interest in
Impregilo amounting to 203 million.
The provision for taxes for the year (43.2 million) includes a current portion of (59.9)
million and a portion for deferred taxes of 16.6 million.

For additional information on the calculation of taxes, see the section on Income taxes in
the notes to the financial statements.

Economic effects resulting from the application of PPA

The following is a summary of the economic effects of the value adjustments made in
accordance with the provisions of IFRS 3 to the assets acquired and liabilities assumed as part
of the business combination related to the acquisition of the Impregilo Group.

Consolidated financial statements at 31 December 2013 37


Salini S.p.A. Group

The application of purchase price allocation had a negative impact on EBITDA and EBIT
in the amount of 27.3 million and 27.8 million respectively.
The net result of the final PPA amounted to 34.8 million.
Further details can be found in the paragraph on business combinations in the explanatory
notes to the financial statements.

Consolidated financial statements at 31 December 2013 38


Salini S.p.A. Group

Reclassified statement of financial position


6.5%

(Values in /000) December 2013 December 2012 % Change


Intangible fixed assets 165,234 2,594 n.s.
Tangible fixed assets 519,021 330,303 57.1%
Equity investments 61,261 581,672 -89.5%
Other fixed assets 31,621 31,532 0.3%
Total fixed assets (A) 777,137 946,101 -18%
Inventories 244,016 168,088 45.2%
Amounts due from clients 1,282,410 624,705 105.3%
Amounts due to clients (1,884,083) (1,098,355) 71.5%
Trade receivables 1,634,515 490,685 233.1%
Other assets 381,814 181,899 109.9%
Tax assets (liabilities) 105,254 8,549 n.s.
Subtotal 1,763,927 375,560 369.7%
Trade payables (1,177,283) (569,842) 106.6%
Other liabilities (249,645) (49,672) 402.6%
Subtotal (1,426,928) (619,514) 130.3%
Operating working capital (B) 336,999 (243,954) -238%
Non-current assets held for sale (C) 653,604 0 n.s.
Non-current liabilities held for sale (D) (418,061) 0 n.s.
Employee benefits (22,059) (4,506) 389.5%
Provisions for risks and charges (103,629) (14,247) 627.4%
Total provisions (E) (125,688) (18,752) 570%
Net Invested Capital (F=A+B+C+D+E) 1,223,991 683,395 79%
Cash and cash equivalents 1,132,420 411,703 175.1%
Current financial assets 232,529 64,220 262.1%
Non-current financial assets 48,928 28,525 71.5%
Current financial liabilities (441,846) (299,377) 47.7%
Non-current financial liabilities (1,303,740) (300,125) 334.4%
Net financial payables/receivables (G) (331,708) (95,055) 249%
Shareholders Equity 699,158 559,579 24.9%
Minority interests 193,125 28,761 571.5%
Shareholders Equity (H) 892,283 588,340 52%
Total Sources (I=G+H) 1,223,991 683,395 79%

Financial results

Key consolidated financial position figures (/000) 31-Dec-13 31-Dec-12


TOTAL FIXED ASSETS 777,137 946,101
OPERATING WORKING CAPITAL 336,999 (243,954)
NON-CURRENT ASSETS HELD FOR SALE 653,604 0
NON-CURRENT LIABILITIES HELD FOR SALE (418,061) 0
RESERVES (125,688) (18,752)
Net invested capital 1,223,991 683,395
SHAREHOLDERS EQUITY (892,283) (588,340)
NET FINANCIAL PAYABLES (331,708) (95,055)
Funding (1,223,991) (683,395)

Consolidated financial statements at 31 December 2013 39


Salini S.p.A. Group

The structure of the statement of financial position at 31 December 2013 reflects the trends in
Group operations which are to be deemed instrumental to the balanced use of investments and
careful management of working capital.

Net fixed assets amounted to 777.1 million, consisting mainly of technical equipment at
operational sites whose valuenet of the related accumulated depreciationtotalled 519.1
million.

The change in intangible assets was significantly affected by the consolidation of the balance
sheet data of Impregilo, whose nature is essentially attributable to rights on infrastructure
granted under concession, to consideration paid for the acquisition of the High-Speed Railway
business units and to goodwill for the subsidiary Fisia Babcock.

The value of the equity investments was affected by the different accounting treatment used to
measure ownership of the Impregilo Company, which the year before was reported in the
statement of financial position as an associated company worth about 570 million.

Operating working capital, equal to 337 million, was the result of the significant growth in
production revenues, which had a proportional influence on uses, specifically regarding
inventories for work in progress, certification for clients and supplier exposure. Another
significant element consisted in the discounting to present value of the expected margins of
the contracts in the portfolio of the subsidiary Impregilo S.p.A. as at 31 March 2013 in
accordance with the purchase price allocation method as required by IFRS 3 and further
detailed in the paragraph on business combinations in the notes to the financial statements.

Non-current assets (liabilities) held for sale, whose net value totalled 235.5 million,
consisted entirely of the consolidated balance sheet figures of the subsidiary Todini
Costruzioni Generali S.p.A. (+229.8 million) and the balance of the claims for damages
relating to the former CDR plants (+5.7 million), which were already mentioned in the
previous paragraph on Income from discontinued operations and are more extensively
illustrated in the chapter on Non-current assets held for sale.

The effects of the final PPA on the Shareholders Equity for the year amounted to 80.4
million, of which 45.6 million were included in the consolidated financial statements of
Impregilo S.p.A. for the period from April to December 2013, while the remaining 34.8
million represents the net additional effect recognised at 31 December 2013.

Net financial position

The consolidated net financial position of continuing operations at the end of 2013 amounted
to (331.7) million and, in line with the managements forecasts, was the result both of the
investments planned for the implementation of the Campione Nazionale project, which was
completed with the control of the company Impregilo S.p.A., and of the ordinary uses of cash
flow to support the continued growth in the production volumes of the contracts.

Consolidated financial statements at 31 December 2013 40


Salini S.p.A. Group

The debt structure showed a substantial improvement in exposure compared to the end of the
first half of the year, when the value of the NFP amounted to (694.8) million, with a
redistribution of commitments geared toward the medium to long term. The positive value of
the current ratio - equivalent to 1.6 and better compared to the same period last year - showed
the Groups structural ability to cope with short-term liabilities with current asset items alone.

Specifically, the balance of non-current financial liabilities was mainly composed of an


unsecured term loan facility of approximately 354 million with a three-year maturity, signed
on 10 December 2013 to refinance the remaining portion of the debt incurred for the public
tender offer for the subsidiary Impregilo S.p.A. and the liabilities related to the bond issue in
July for a nominal amount of 400 million maturing in 2018.
These transactions, together with the signing of a revolving unsecured line amounting to 100
million with a 3-year maturity and not yet used at the balance sheet date, shifted the mix of
maturities toward the long term, increasing the cash flow elasticity and financial flexibility.

Finally, the application of the PPA method to the business combination related to the
acquisition of the Impregilo Group resulted in increased net debt in the NFP of approximately
18.9 million, as a result of the fair value measurement of financial assets and liabilities at the
date of acquisition of control of Impregilo.

December December Change


2013 2012
Cash and cash equivalents 1,132,420 411,703 720,717
Current financial assets 232,529 64,220 168,309
Current financial liabilities (441,846) (299,377) (142,469)
Total current position 923,103 176,545 746,558
Non-current financial assets 48,928 28,525 20,403
Non-current financial liabilities (1,303,740) (300,125) (1,003,615)
Total non-current position (1,254,812) (271,600) (983,212)
Net financial position of continuing operations (331,708) (95,055) (236,653)
Net financial position of non-current assets held for sale (53,868) 0 (53,868)
Net financial position comprising the non-current assets held for sale (385,576) (95,055) (290,521)

Consolidated financial statements at 31 December 2013 41


Salini S.p.A. Group

Portfolio of work in hand


The combination of industrial expertise of Salini and Impregilo, as a result of the strategic
cooperation agreement signed by the two groups in September 2012, has allowed the
commercial activities to achieve extremely important results in 2013.
The consolidated portfolio of work in hands totalled about 28.8 billion, including the
backlog of Todini (amounting to 0.8 billion) and consisted of 22 billion from the
construction sector, while the concessions and plants business contributed 6.5 billion and
0.3 billion respectively.

The new acquisitions amounting to 8.6 billion were mainly the result of the construction
business, which contributed approximately 5.7 billion, i.e., 66.5% of the total, while the
remaining 33.5% was generated almost entirely by the concessions sector and specifically by
the management contract for the hospital in the Turkish city of Gaziantep.
Noteworthy is the performance in the Railway works and Road works sectors, which
account for 32.6% and 30.1% of the new projects in the construction sector respectively.

With regard to the core activities, 31% of the construction backlog referred to domestic
projects (6.8 billion), and the remaining 72% to foreign projects, of which Africa accounts
for 45% (6.8 billion), Asia and the Middle East 17% (2.6 billion), the Americas 21% (3.2
billion), Europe 15% (2.3 billion), and Oceania 2% (0.2 billion).
The construction sector is important not only for its impact on the overall portfolio of work in
hand, equivalent to 68%, but above all as an indicator of the commercial penetration potential
of the Group, which in 2013 was able to improve the value of its backlog by 10%, up from
19.9 billion (pro forma figure including the 2012 portfolio of Impregilo) at year-end 2012 to
the current 22 billion.

Construction portfolio of work in hand by geographical area

1.0%

31.1%
31.1%
2013

10.6%
11.4% 1.7%
1.5% 11.6%

Africa Europe
Asia North America

Consolidated financial statements at 31 December 2013 42


Salini S.p.A. Group

The railway works (5,676 million) and hydraulic works (5,518 million) segments
represented the core business of the Group with 25.8% and 25.1% of the construction
portfolio respectively. Nonetheless, road works and high-speed railway projects also played a
substantial role with 3,821 million and 3,617 million each, representing 17.4% and 16.4%
of total works in hand respectively.

Construction portfolio of work in hand by business sector

17.4%
26.8%

15.3%
2013
16.4%

25.1%

Railway works High Speed Hydraulic works


Other Road works

Consolidated financial statements at 31 December 2013 43


Salini S.p.A. Group

Construction Sector
The Construction sector is the Groups core business and includes projects relating to the
construction of large infrastructure works, such as dams and hydroelectric plants, motorways,
railway lines, metros, underground works, bridges and similar works.
In 2013, the Construction sector reported total revenues of 3,205.3 million.
Below is a brief description of the key events relating to the main contracts of the year broken
down by geographical area.

Foreign
The Groups global mission is mainly demonstrated in its presence in foreign countries
through permanent structures, branches and local companies which, due to their strong
positions in the various markets, are ready to take advantage of the strategic potential and
business opportunities to be found there.

Within the Construction portfolio of work in hand, the value of international business
(15,152 million) represented 69% of the total.

International market activity, totalling 2,860.5 million, represented 84% of the value of
production at 31 December 2013.

AFRICA

Ethiopia
Work on the Gibe III project continues. The contract for this work, signed on 19 July 2006
and with a value of 1,569 million, involves building a hydroelectric plant with a capacity of
1,870 MW, consisting of an RCC (roller-compacted concrete) dam which is 243 metres high,
with a surface plant. Other permanent works include a total of 75 km of access roads, a new
bridge over the Omo river and camps and facilities for the client.
In 2010, an agreement was also signed with the client for the construction of a 66 kV power
line from the Wolayta Sodo substation to the Gibe III site. This line and the relative
substations will remain the property of the client, EEPCo (Ethiopian Electric Power
Corporation), but in exchange Salini will be supplied with discounted electricity.
On 30 December 2010, Salini Costruttori and EEPCo (Ethiopian Electric Power
Corporation)entered into an agreement to construct the Grand Ethiopian Renaissance Dam
(GERDP), which will be the largest dam in Africa (1,800 m long, 170 m high and with an
overall volume of 10 million cubic metres), along with two plants located on the banks of the
Blue Nile, equipped with a total of 16 turbines each with installed capacity of 375 MW.
On 12 March 2012, a second addendum was signed to formalise the request on behalf of the
client to increase the voltage of the electric line between Beles and GERDP, from 132 kV to
400 kV. This change resulted in an increase of 42 million in the contract amount, resulting in
a project total of 3.6 million.

Consolidated financial statements at 31 December 2013 44


Salini S.p.A. Group

Earthworks are currently in progress for the foundations of the main and central dams, while
the new bridge over the Nile was completed in September 2012 and is open to traffic.
The works for the construction of the plants along the river bank, the permanent camp and
construction site roads are substantially completed, as well as the works to divert the Nile into
the relevant channel.

Nigeria
The work relating to the Gurara Dam and Water Transfer Project, Lot A Dam and
Associated Works project is near completion. The current value of the job, inclusive of the
various contract addenda issued over the years (the contract was signed on 30 January 2001)
is approximately 545 million. The 9-million m3 earth and rockfill dam, the intake structure
and the 30-MW hydroelectric plant are complete; the power transmission line, the irrigation
perimeter and some road works still need to be finished. Completion is scheduled for 31
December 2014.
Work continues on the Development of Idu Industrial Area Engineering Infrastructure
project (the contract is worth around 237 million), involving the primary urbanisation of a
new district in the capital, Abuja, destined for industrial use. The sewage and drainage
systems are complete, the road network (including four viaducts) is 60% tarmacked and the
construction of water and power supply networks is under way.
Work is also continuing on the design and execution of the Nigeria Cultural Centre and
Millennium Tower (the contract is worth around 421 million). The structure of the tower has
reached its final height of 170 m and work is under way into the assembly of architectural
components, the underground parking area beneath the piazza is in the completion stages, the
artificial tunnel connecting the two plots has been completed and the structures of the seven
buildings which make up the Cultural Centre and the Auditorium are in an advanced stage of
construction.
The section of urban motorway pertaining to the Extension of Inner Southern Expressway
(ISEX), a project with a value of around 65 million awarded by the Federal Capital
Development Authority on 13 January 2010, is at an advanced stage of construction. Three of
the four main viaducts are complete, drainage works are nearing completion and most of the
road section has been tarmacked.
The Dualisation of Suleja Minna Road in Niger State project acquired in November 2010,
worth approximately 50 million, is currently under way. At present, the earthworks and
drainage works are in the completion stages, paving has been partially completed and the
construction of 3 bridges has been concluded, while the fourth bridge, the longest running
across the Gurara river, is under construction.
Similarly, the Development of District 1 Abuja North Phase IV West project is being
developed. This projects overall value is approximately 250 million, and the awarding
process was carried out in two steps (phase 1 on 30 December 2010 and phase 2 on 5 March
2012). To date, the construction of one of the main viaducts of the project is almost finished.
The Adiyan Waterworks Phase II project, worth 250 million, was awarded on 12
September 2012. It involves the design and construction of a water treatment plant with a
capacity of 320,000 m/day, destined to meet part of the water requirements of the population
of Lagos. Mobilisation of the work site has been completed, the design of the plant is
currently under way, and the construction of the civil works is in the start-up phase.

Consolidated financial statements at 31 December 2013 45


Salini S.p.A. Group

Namibia
On 26 March 2013 Salini S.p.A. was awarded a contract for the construction of the Neckartal
dam, worth about 200 million.
The instruction to begin work was received on 11 September 2013 and the mobilisation of the
work site is underway.

Sierra Leone
Activities relating to the management and routine maintenance of the Bumbuna hydroelectric
power plant and the related transmission line to the city of Freetown are progressing steadily.
Power generation takes place in coordination with the National Power Authority, which is
responsible for the countrys electricity distribution.
The contract value, originally 10.2 million, was increased to 26.1 million as a result of two
addenda signed on 18 November 2011 and 18 December 2013 respectively.
The same applies to the Rehabilitation of 21.2 km of urban town roads project for the
rehabilitation of several sections of main roads located in the four main cities of Sierra Leone.
When five new contract addenda were signed, in June and October 2011, March 2012 and
October 2013, the projects value increased from the original 10.3 million to 30.2 million.
On 13 June 2013, an addendum to the original contract for original rehabilitation of some
roads in the Lunsar area was also signed, for an additional value of 4.5 million.
Lastly, on 24 May 2013, a new contract was signed with the Sierra Leone Road Authority for
the rehabilitation of 70 km of road within the Sefadu roads rehabilitation project section 1 -
Matotoka-Yiye, worth approximately US$30.7 million funded by the Asian Development
Bank.

Uganda
In June 2012 the fifth and final turbine of the Bujagali Hydroelectric Power Project,
concerning the construction of a dam with hydroelectric power plant (265 MW) on the White
Nile, was inaugurated.
The civil works were completed along with the environmental restoration works, while the
final certificate was released by the client BEL on 6 August 2013.
Though still in the critical demobilization phase, the work site continued to pursue highest
standards in terms of relationships and interactions with stakeholders, gaining for the second
year in a row the prestigious Uganda Responsible Investor (URI) Award, in recognition for
having distinguished ourselves in the Engineering & Construction sector as a highly
responsible investor on issues such as workers rights, product quality, the prevention of
discrimination and corruption, and environmental protection.

Consolidated financial statements at 31 December 2013 46


Salini S.p.A. Group

Algeria
The maintenance period for the Autoroute Est-Ouest, troncon Bouira-El Adjiba project (27
km motorway section), carried out by the Groupement Todini Enaler, came to an end in
2011.
Therefore, the client was submitted a proposal for an avenant de cloture including, in
addition to the quantities actually executed, the technical, compensation and bonus provisions
that had been deferred from the previous avenants to the closing one.
In November 2013, during a meeting with the ANA and Works Management, an agreement
was formalised by which the Groupement was granted an amount of 851.3 million dinars and
6.2 million.
The final version of the document was delivered to the customer in the month of January 2014
with the aim of reaching a settlement in the first half of the current year.
With regard to the Algiers Inter-City Collector contract, the issues of a geotechnical nature
relating to Shaft 5, due to the particular composition of the ground in the area surveyed, were
solved.
After several technical evaluations, shared with the client, the final position of the shaft was
chosen, starting the initial excavation and tunnel consolidation works.
Since the amount of the works described concerns additional activities, estimated at
approximately 11.7 million, a specific avenant was submitted to the customer whose
approval is being finalised.

Tunisia
In the early months of 2012, the La Marsa road project was completed in the first few
months of the year by widening both directions of a 6-km section of the existing road to four
lanes.
We are waiting for the client to sign off the final approval.
In 2010, we were awarded the contract to build the Sfax-Gabes motorway as part of the
Maghreb highway.
This work, co-funded by the European Investment Bank (EIB), involves building two
motorway lots of 25 km each in southern Tunisia and has a value of approximately 81
million.
Work, which began in March 2010, has been significantly delayed due to the social unrest that
led President Ben Ali to flee the country and also due to the revolutionary uprisings that
occurred in bordering Libya.
As a result and in agreement with the other companies awarded Sfax-Gabes lots, a claim was
submitted to the client for the increased costs incurred.
The EIB, and later the client, accepted the principle of payment to the companies which
submitted reserves due to the disturbances of the Arab Spring for 2011 and 2012. Specifically,
the criterion for calculating the compensation was determined, which could favour the
Group to the tune of approximately TND 22.5 million (equivalent to 11 million). The file is
now being examined by the Comit Consultatif de Reglement a lAmiable des Litiges and is
currently awaiting the signature of the Chef du Gouvernement.

Consolidated financial statements at 31 December 2013 47


Salini S.p.A. Group

Considering the political instability of the country, created also as a result of the recent
resignation of the Government, it is expected that the claims cannot be resolved before the
end of the first half of the year.
Pending the formalisation of the Avenant, an 18-month extension of the contract times was
requested.
The service order to begin work on the Oued Zarga - Bou Salem stretch of motorway was
received in May 2012. The project, which is worth around 39 million in total, is located in
the north-west of the country. It is co-financed by FADES and involves the construction of
18.5 km of new motorway and the resurfacing of 6.2 km of state road.
The two contracts are part of the major Maghreb highway project, which will boost trade and
economic growth in the area by connecting Mauritania and Egypt via Morocco, Algeria,
Tunisia and Libya.
Lastly, it should be noted that in March 2013 the reserve presented for the MSaken - Sfax
project for the change in prices of raw materials was approved and paid. The amount paid
equalled approximately TND 4.1 million (equal to 2 million).

Zimbabwe
The addendum to complete the Tokwe Mukorsi dam was signed on 8 April 2011 with the
Zimbabwean government, represented by the Ministry of Water Resources Development and
Management. The addendum, worth around 66 million, also involved the payment in full of
delayed receivables due from the client for previous addenda, equal to approximately 11
million, which was paid in full.
In 2012 and 2013, four new contractual amendments were granted, contributing to the
restatement of the contract value as a result of the recognition of new designs, increased
amounts of excavations and extensions of contractual terms.
The work, which would create the highest dam in the country and the largest artificial lake in
Zimbabwe, involves the construction of a raised rockfill with a maximum height of 90 metres,
a capacity of 1.8 billion cubic metres and the potential to irrigate approximately 25,000
hectares of agricultural land.
The work site has completed the roads, building about 43 km of roads and carrying out the
excavations for the main dam and five saddle dams, the intake tower and the diversion tunnel.
The embankment and two spillways are currently under construction.

Libya
In August, a consortium of Italian companies, among which the Group is the lead partner with
58%, including the Societ Italiana per Condotte dAcqua, Pizzarotti & C. and Muratori &
Cementisti - C.M.C. Cooperative, signed a contract for the construction of the first lot of the
new Libyan coastal highway, called Ras Ejdyer - Emssad Expressway project, for a total
value of approximately 945 million.
The new highway will cross 1,700 km of Libyan territory, from the border with Tunisia to the
one with Egypt. Its construction is an integral part of the agreements signed between the
Italian Government and the Government of Libya, with the signing of the Treaty of
Friendship and Cooperation on 30 August 2008.

Consolidated financial statements at 31 December 2013 48


Salini S.p.A. Group

The lot to be built by the Group will be 400 km long and stretch from the city of Al Marj
Emsaad to the border with Egypt.
The motorway will have three lanes in each direction plus an emergency lane, and the most
significant works will include the construction of 14 bridges and 52 viaducts, 8 service areas
and 6 parking areas.
The contract will be financed by the Italian government.
In 2010, a contract awarding the rehabilitation of the Kufra airport runways was signed, worth
around 53 million.
After a long period of political instability that has prevented the start of works, the countrys
commissioning authorities have resumed the original commercial and contractual
relationships in order to reopen the work sites.
Therefore, the relevant guarantees were submitted and, in July 2013, the contract advance was
finally received.
The work site mobilisation activities have started.
On 27 June 2013, a new contract was signed for the Kufra Urbanisation project.
The design activities will soon start, while works are planned to start in 2014.
The agreement for the construction of the new runway at Tripoli airport is yet to be
formalised. The signed documents are expected to be received by the end of the next
semester.

South Africa
In March 2009, procedures for the participation of Impregilo, together the CMC of Ravenna
and a local company, were formalised for the construction of a hydroelectric plant in South
Africa. The total value of the project, of which Impregilo holds a share of 39.2%, amounts
currently to about 948 million. The project, called Ingula Pumped Storage Scheme,
involves the construction of a generating and pumping plant with a total installed capacity of
1100 MW, which will generate electricity during peak hours and reuse the water pumping it
into the upstream basin during hours of less demand.

ASIA

Saudi Arabia
On July 29th, the subsidiary Impregilo, as the lead partner of an international consortium
including the Italian company Ansaldo STS, the Canadian company Bombardier, Indias
Larsen & Toubro and Saudi Nesma, won a 18.85% of the maxi-contract sponsored by the
Riyadh Development Authority for the design and construction of the new Line 3 (40.7 km)
of the Metro Riyadh, the longest line of the major project for the new metro network in the
capital of Saudi Arabia.
The lot assigned to the Consortium is an important part of the broader project of the
contemporary construction of the new Riyadh metro network (consisting of 6 lines with an
overall length of about 180 km), worth a total of about US$23.5 billion. In addition to the one
awarded to the Consortium to be led by Salini Impregilo, the successful contractors for the
other two mega-lots include two other global groups, including some of the largest companies
in the world: one led by the US company Bechtel and composed of Almabani, CCC and

Consolidated financial statements at 31 December 2013 49


Salini S.p.A. Group

Siemens and the other led by the Spanish company FCC, including Samsung, the Saudi
company Freyssinet, Strukton and Alstom.
The total value of the works to be carried out by the Consortium for the design and
construction of the entire Line 3 amounts to about US$6.0 billion, of which about US$4.9
billion in civil works.

United Arab Emirates - Dubai


The R881 Comprehensive improvements of the parallel roads project, involving the
construction of a stretch of motorway (lots 2C and 3A) in the city of Dubai, was delayed as a
result of the continuing financial and liquidity crisis that hit the country to the point that it
could not ensure regular payments at specific stages of the work. Production activities were
fully resumed in 2012, also owing to payment by the client of some claims for lot 2C (AED
40 million) and to further advances for lot 3A.
The project mainly includes building 30 bridges, resurfacing more than 200,000 square metres
of road and providing a large number of underground works.
All structures and roads were open to traffic in December 2013 and the request of inspection
for the taking over certificate was submitted to the Principal.
An additional agreement worth AED 20 million was signed with the client by way of
compensation for the additional costs incurred during lot 3A during slow down period
resulting from the economic crisis that hit the Emirate.

United Arab Emirates - Abu Dhabi


Through the subsidiary Impregilo, the construction in the UAE of two lots of the STEP
Programme (Strategic Tunnel Enhancement Programme) is near completion. It involves the
construction of a tunnel that will collect wastewater by gravity from the island and the
mainland of Abu Dhabi and convey it to the treatment plant in the city of Al Wathba.
Impregilo is building 25 km of the tunnel, which will ultimately measure 40 km. The overall
value of the contracts amounts to about US$445 million.
In December 2013, consortium composed of Salini S.p.A. and the local contractor Tristar
Engineering & Construction was awarded the Abu Dhabi - Dubai road, E 311, Package B
project.
The contract, valued at AED 840 million, equivalent to about 168 million, cover
approximately 28 km and includes three new motorway junctions with six concrete bridges.

United Arab Emirates - Qatar


On 17 May 2013, the subsidiary Impregilo, lead partner with a share of 41.25% of a joint
venture, won the tender organised by the Qatar Railways Company for the design and
construction of the Red Line North Underground in Doha. The Red Line North will run
north about 13 km from the Mushaireb station with the construction of 7 new underground
stations. Specifically, the project involves the excavation of two parallel tunnels, one in each
direction, approximately 11.6 km in length and 6.17 metres in inner diameter. The new
project, along with 3 other metro lines, is part of a programme to build a new system of
mobility infrastructure promoted by Qatar under the National Development Plan for 2030
(Qatar National Vision 2030), which provides for significant investments to ensure
sustainable economic growth over time within the country and abroad.

Consolidated financial statements at 31 December 2013 50


Salini S.p.A. Group

The total value of the Red Line North contract amounts to about 8.4 billion Qatari Rial,
equivalent to approximately 1.7 billion, of which about 630 million for the design and civil
works and about 1.1 billion in provisional sums for preparatory works, electromechanical
systems and architectural structures of the stations.

Malaysia
In Malaysia, the Ulu Jelai hydroelectric project is currently under way, which includes a first
lot relating to the access roads (CW1) and a second lot (CW2+EM1) that involves building an
RCC (roller-compacted concrete) dam 90 metres high, an underground plant with 372 MW
installed capacity, complete with hydro-electromechanical equipment with intake works, and
approximately 25 km of tunnels.
In December 2013, came the award of a third lot of the project (CW3) consisting in the
rockfill protection of the basin banks, worth about 70 million bringing the value of the
contract to approximately 598 million.
The construction works, carried out by the subsidiary Salini Malaysia within a consortium
with local partner TMSB (Salini 90%, TMSB 10%) will continue until 2016. The first lot of
the project, which consists of the access road, has been completed and delivered. As far as the
main lot consisting of the dam and the hydroelectric plant is concerned, the dam excavations
and the works to divert the river were completed on 30 September 2013, while the
underground excavations for the underground plant and the tunnels that make up the plant
pumping and return system are at an advanced stage.
There are also ongoing business development activities in other countries in the region, which
have so far mainly regarded the pre-qualification for the metros in Hanoi and Ho Chi Minh
City in Vietnam, the prequalification for the Tembourong bridge in Brunei, and the
prequalification for the Cisokan pumped storage plant in Indonesia.

Kazakhstan
Work continues on the project awarded in December 2009 for the rebuilding of the Western
Europe - Western China, lots 1-5 and 9-14 International Transit Corridor, one of the most
important sections of road in Kazakhstans road infrastructure.
The contract is divided into 11 lots and has a total value of approximately 680 million. It
involves building and rehabilitating the existing road corridor over a total distance of 630 km.
Work is in an advanced phase and during the year Taking Over Certificates were issued for
lots 9, 11, 12, 13 and 14.

Consolidated financial statements at 31 December 2013 51


Salini S.p.A. Group

In July 2013, the subsidiary Impregilo S.p.A. and Todini Costruzioni Generali S.p.A., in a
joint venture with the local company Kazakhdorstroy, were awarded the construction of four
lots of motorway linking the city of Almaty to Khorgos.
The project, promoted by the Ministry of Transport and Communications of the Republic of
Kazakhstan, is worth approximately 272 million.
The work, funded by the World Bank, consist in the modernization and doubling of the
existing motorway for a total of about 193 km and in the construction of 5 viaducts.
The four lots are part of a larger project called Western Europe - Western China International
Transit Corridor, which is the road corridor between Western Europe and Western China, the
so-called new Silk Road, to improve the network infrastructure of the area, developing trade
to and from Europe.
Activities for the installation of the work site and the mobilization of equipment are in
progress, as well as the preparation of areas for workshops and warehouses.

The ability of the Group to play a strategic role in the implementation of infrastructure
projects in the country is testified by the award to the subsidiary Todini Central Asia - always
in July 2013 - of the project for the reconstruction of a 41-km lot of the Almaty - Ust -
Kamenogorsk road, worth about 92 million.
During the year earthworks and the milling of the existing road surface were started, as well
as the construction of sub-bases for about 10 km.

Lastly, on 28 November 2013, the joint venture formed by the subsidiaries Todini Costruzioni
Generali and Impregilo S.p.A. and by the Azerbaijani company Akkord, was awarded the
contract called Rehabilitation of Almaty - Korday - Blagoveshenka - Merke - Tashkent -
Temez Road Section km 705 to km 742 (37.5 km) Corridor 3 (Shymkent-Tashkent Section).
The works, worth a total of about 63 million, will start during the first quarter of 2014.

Azerbaijan
Work on the construction of the motorway section called Alat - Masalli Highway were
interrupted during the second half of the year due to the failure of the client to recognise the
additional expenses incurred in the course of work.
Specifically, the subsidiary Todini Costruzioni believed that a number of changes in the
design of the contract had led to unexpected costs for the extraction of particular quarry
materials, for the use of larger quantities of steel in the construction of the bridges, and for the
need to import bitumen from neighbouring countries to Azerbaijan as a result of short supply
in the local market.
Taking into account the clients stance, it was considered appropriate - for commercial
reasons - to sign a settlement agreement for the mutual termination of the contract.
This resolution and the consequent economic and financial provisions, under certain to do
and arbitration clauses contained in the text, took effect only near the end of the current year.

Georgia
Work on the Sveneti - Ruisisono contract was completed and the taking over certificate was
received on 30 June 2013.

Consolidated financial statements at 31 December 2013 52


Salini S.p.A. Group

The project, which involved the construction of a 4-lane highway, including the construction
of an 800-metre-long twin-tube tunnel, is currently in the warranty period.
In the meantime, three major road projects that are part of the main corridor of the country
connecting Europe with Asia, are in progress. These are managed through a subsidiary in
which the Japanese company Takenaka has a minority interest. A brief description of the
contracts follows.

The activities relating to the construction of the new Kutaisi Bypass, along the East-
West Highway in the Zestafoni-Kutaisi-Samtredia stretch, started in early 2012. It is
expected that approximately 17 kilometres of the main road will be opened to traffic
by the end of the first half of 2014. The project is worth a total of approximately 47
million.
A new contract was secured in March 2012, worth around 44 million for the
construction of a 27-km two-lane fast-flowing arterial road on the Kutaisi-Samtredia
section. On 18 July 2012, we received instruction to begin work, and this started with
the initial mobilisation of people and equipment. About 14 kilometres of the main road
are expected to be opened to traffic by the end of May 2014.
On 11 March 2013 a contract worth about 46 million was signed for the construction
of a 27-km, two-lane expressway in the Zestafoni Kutaisi section. Work site
development is currently underway, while some minor works preliminary to the main
works were carried out.

India
The company Salini India Private Ltd. has been operational since the end of 2011, with its
registered office in New Delhi. Salini S.p.A. has a 95% stake in the company, and the
subsidiary Co.Ge.Ma. S.p.A. a 5% stake. Various pre-qualifications and bids for hydroelectric
plants in the country have been submitted, the most recent of which is currently being
prepared for the Pakal Dul (1,000 MW) hydroelectric plant in Kashmir.

SOUTH AMERICA

Venezuela
The projects currently underway in the country are managed through the subsidiary Impregilo.
The project consists in the construction of civil works for a railway line of about 110 km,
connecting Puerto Cabello to La Encrucijada.
In November 2011, Impregilo signed a contract addendum with the Institute of Railways for
the completion of the Puerto Cabello - La Encrucijada line. The contract addendum includes a
further extension of the line from the town of Moron to the port of Puerto Cabello. The total
value of the new works provided for in the addendum amounts to about 763 million (with a
share of 33.33% for Impregilo).
Work is also continuing for the construction of two additional railway lines in the San Juan
de losMorros - San Fernando de Apure (252 Km) and Chaguaramas - Las Mercedes-
Cabruta (201 Km) sections, of which Impregilo has a 33.33% share.

Consolidated financial statements at 31 December 2013 53


Salini S.p.A. Group

Colombia
In December 2009, the subsidiary Impregilo won the tender to build a hydroelectric plant on
the river Sogamoso in north-western Colombia, about 40 kilometres from the city of
Bucaramanga.
The project involves the construction of a dam 190 metres tall and 300 metres long, as well as
an underground power station that will host three turbines totalling 820 MW of installed
capacity. The value of the project currently stands at about 590 million and the client is
ISAGEN SA, a joint public/private licensee active in Colombia in the production of
electricity.
Impregilo has also already completed the preliminary works of the dam, which provide for the
construction of two diversion tunnels about 870 metres long and 11 metres in diameter and of
a system of roads and access tunnels to the station.
As for the main project and the construction of the dam, already since the second half of 2011,
there have been critical issues that have had a negative impact on both the level of production
and profit margins. Specifically, these events included exceptionally bad weather that affected
a significant part of Colombia, delaying significantly the works to divert the river, the
concomitant presence of geological conditions substantially different from those contained in
contracts, in addition to changes in the scope of work required by the client. In the first part of
2012, some of the most major claims made by the contractor were recognised and in 2013 a
new variant of the contract related to the construction of new works connected to the dam
basin was signed. Additional reservations made to the client are still under discussion.
At the end of July 2010, the Group, through its subsidiary Impregilo, won the tender for the
management of the third lot of the Ruta del Sol motorway project in Colombia. This
concession, awarded to a consortium led by Impregilo and formed by the Colombian
companies Infracon, Grodco, and Tecnica Vial and by the private investment fund RDS
(owned by Bancolombia and the Proteccion Pension Fund), provides for the upgrading,
widening to four lanes and management of the two motorway sections between the cities of
San Roque and Ye de Cienaga and the city of Carmen de Bolivar and Valledupar. The project
is worth a total of about US$1.3 billion. The concession contract provides for total revenues
of approximately US$3.7 billion (of which 40% to Impregilo), including revenues from tolls
and a public contribution of US$1.7 billion which will be paid starting from the construction
phase. The concession will run for 25 years, including 6 years for the design and
infrastructure upgrading phase and 19 years for management.

Chile
At the end of June 2010, the subsidiary Impregilo won the tender called by the client Colbun
SA, a Chilean company active in the production of electricity, for the construction of a
hydroelectric project in Chile, currently totalling approximately 250 million.
The plant will be located in Angostura, about 600 kilometres south of the capital Santiago.
Specifically, the project involves the construction of a main dam, 152 meters long and 63
metres high, a secondary dam 1.6 km long and 25 metres high, and the underground plant
hosting three generators with an installed capacity of 316 MW. The electricity produced will
amount to approximately 1540 GWh per year.

Consolidated financial statements at 31 December 2013 54


Salini S.p.A. Group

From the second half of 2011, the project started to show some critical issues, owing to
growing problems related to the socio-environmental conditions, substantially different from
those forecast during the tender phase and to operating conditions of the work site also
resulting in changes in the work requested by the client. The litigation initiated against the
client, part of which is ongoing, has allowed a partial containment of the effects that these
critical issues have had on to the profit margins of the project, which at the date of this
financial report on 31 December 2013 are still negative and fully reflected in the amounts
recognized in the financial statements at that date.

On 11 February 2013, the Empresa de Transporte de Pasajeros Metro Santiago S.A. awarded
the JV comprising Salini S.p.A. and Impregilo S.p.A. the contract for lots 1 and 2 of line 6 of
the Santiago metro line in Chile.
The work involves the construction of six stations and the excavation and surfacing of 8,515
metres of tunnels.

Argentina
On 15 July 2013, the subsidiary Impregilo, in association with the US subsidiary S.A. Healy,
was awarded the contract for a lot within the framework of the environmental remediation
programme in the metropolitan region of the Province of Buenos Aires for the construction of
the new wastewater collector in the capital city. The value of the project, promoted by AySA
(Agua y Sanamientos Argentinos SA), one of the major players in the water sector in
Argentina, amounts to about 360 million.
The project involves the collection of wastewater at the Riachuelo treatment plant through a
well about 40 metres deep. The wastewater will then be conveyed through a tunnel 11 km
long and 3.8 metres in diameter, to a diffuser that will be built on the bed of the Rio de la
Plata.
The project has a strong social and environmental impact and is a first part of a broader
programme, funded by the World Bank, for the sustainable development of the Matanza-
Riachuelo Basin, aimed at the environmental recovery of the Riachuelo River, considered to
be one of the most polluted in the world, and the lands crossed by it.

CENTRAL AMERICA

Panama
In July 2009, the subsidiary Impregilo, through the consortium Grupo Unidos por el Canal - a
consortium including Sacyr Vallehermoso (Spain), Jan de Nul (Belgium) and the Panamanian
company Constructora Urbana (Cusa) - received the official notice of the award of the tender
for the construction of a new system of locks as part of the project to widen the Panama
Canal. The bid amounted to US$3.22 billion.
The project, which is one of the largest and most important civil engineering projects ever
undertaken, provides specifically for the construction of two new sets of locks, one on the
Atlantic and one on the Pacific side, which will make it possible to increase commercial
traffic through the Canal and address developments in the maritime transport market
characterised by the tendency to build larger vessels with a greater tonnage, called Post
Panamax, compared to those that can currently use the existing locks.

Consolidated financial statements at 31 December 2013 55


Salini S.p.A. Group

With regard to the main types of critical issues identified in this project, please refer to the
paragraph on Risk areas of the industry in this section.

NORTH AMERICA

United States
In 2008, the subsidiary Impregilo won the tender called by the Southern Nevada Water
Authority (SNWA) for the construction of a system of collection and transport of the waters
of Lake Mead, one of the largest artificial lakes in the United States, in order to increase the
supply of water for drinking and domestic uses to the urban area of Las Vegas. The contract is
worth US$447 million.
At the end of the first half of 2011, the Board of Directors of the San Francisco Municipal
Transportation Agency awarded the Group, through its subsidiary Impregilo (in a consortium
with the American company Barnard), the contract for the construction of the extension of the
Central Subway line of the city of San Francisco. The contract is worth a total of US$233
million; Impregilo, through its subsidiary SA Healy, is participating with an overall share of
45%. The project involves the extension of the existing subway line that runs above ground in
the city centre, with the construction of two new single-track tunnels with a total length of 5
km that will be built with two TBMs having a diameter of 6.40 metres. The works are
expected to last 35 months.
On 8 May 2013, Impregilo, in association with the Parsons Corporation, a leading
construction company in the United States, won the tender for the design and construction of
a section of the wastewater collection and treatment system in the city of Washington DC.
This highly technological project is worth approximately US$254 million (the overall share of
the Group is 65%). Impregilo will be lead partner of the project, which is expected to be
completed in about four and a half years after the start of works.
The Anacostia River Tunnel project is part of the Clean Rivers project of DC Water and
involves the construction of a hydraulic tunnel that runs largely under the Anacostia, a
tributary of the Potomac River. The tunnel will be about 3.8 km long and 7 metres in
diameter. The project also provides for the construction of six 30-metre-deep wells for
collecting water. The tunnel will channel separately wastewater and stormwater to prevent the
pollution of rivers during floods (combined sewer overflows or CSO) that occur during
periods of heavy rainfall.

AUSTRALIA

In December, a contract was awarded for the design and construction of the Skytrain bridge
and other civil works, which constitute one of the main sections of the new North West Rail
Link line in the city of Sydney.
The project worth about 220 million provides, inter alia, for the construction of a bridge of
4.6 kilometres in length over one of the citys streets with the most intense traffic.

Consolidated financial statements at 31 December 2013 56


Salini S.p.A. Group

EUROPE

Denmark
On 7 January 2011, subsidiary Copenhagen Metro Team I/S, a company established under
Danish law whose shareholders are Salini S.p.A., Tecnimont Civil Construction and S.e.l.i.,
signed a contract to build the new line of the Copenhagen metro, which will be one of the
most modern transport infrastructures in the world.
The Copenhagen Cityringen Project consists in designing and building the new circular
metro line located in the city centre, including 17 stations and two tunnels of approximately
17 km with an expected traffic of 240,000 passengers a day.
The original contract value of 1,497 million was increased to 1,657 million following five
addenda, on top of the three already exercised by the client in 2011.
As well as design work on the underground sections and stations, construction work is under
way on all 21 of the sites (17 stations and 4 shafts).
Lastly, on 9 October 2013, the subsidiary Impregilo took over 39.995% of the interest held by
Tecnimont Civil Construction in the Copenhagen Metro Team I/S, allowing the Group to hold
a share near 100% in the association of undertakings engaged in the work.

Greece
The project involves the construction of the driverless metro in the city of Thessaloniki. The
contract was signed in 2006 and the subsidiary Impregilo is involved with the Greek
construction company Aegek S.A. and Seli S.p.A. for the part relating to the civil works. The
project involves the construction of a underground driverless metro including two tunnels, 9.5
km in length each and 13 new underground stations.
In addition, at the end of 2012, Impregilo, as part of a joint venture with the Greek company
Terna S.A., won a contract for the construction of the new Stavros Niarchos Foundation
Cultural Center in Athens, Greece. The contract value is worth approximately 325 million,
while Impregilos share amount to 51%, fully guaranteed and paid by the Foundation. The
project by the architectural firm Renzo Piano Building Workshop involves the construction of
an ecologically sustainable multipurpose centre about 4.5 km away from the centre of Athens,
occupying a total area of 232,000 m2, largely covered by a public park. It will be completed
within 38 months from the start of works. The initiative also provides for the construction of
the new Greek National Opera, which includes a main theatre with 1400 seats and an
experimental theatre with 400 seats, and of the National Library, which will be open to the
public and host up to 750,000 books. Once the works are completed, the contract includes the
management and maintenance of the Cultural Center for a period of five years, worth an
additional 10 million.

Consolidated financial statements at 31 December 2013 57


Salini S.p.A. Group

Ukraine
On 21 December 2012 the State Road Agency received the letter of acceptance from the
subsidiary Todini Costruzioni S.p.A. for the Capital repair of M03 Kiev-Kharkiv-
Dovzhanskyy road project.
The contract, valued at approximately 229 million, is financed by the World Bank and
involves the rehabilitation and extension of six road lots for a length of 112 km as part of a
huge infrastructure programme aimed at improving the efficiency of Ukrainian transport.

Turkey
On 17 November 2011, the subsidiary SKG, owned by Salini S.p.A., the local company Kolin
and by Generali Costruzioni Ferroviarie, received an order to begin works for the
Rehabilitation and reconstruction of the Kosekoy-Gezbe section of the Ankara-Istanbul high-
speed train project.
This initiative, a symbol of the modernisation of Turkeys transportation system, includes
dismantling the existing railway as well as building a new double-track railway 55.6 km in
length, which will link the countrys two capitals. The new railway will have an operating
speed of 160 km/h.
The project also involves building the railway superstructure and carrying out signalling,
electrification and telecommunications works.
In August 2012, the client issued a new order of service for the extension of the railway in
view of the inclusion of a future third line.
The financing authority has formally approved execution and the formalisation of the
addendum is pending.
The contracts value is approximately 147 million.
The removal of the existing railway line was completed, like the civil works, while the
railway works are in an advanced stage and the electromechanical works have been started.
On 26 March 2013, the Ministry of Health of the Republic of Turkey awarded Salini S.p.A.,
in JV with the South Korean company Samsung, the Dutch company Simed and the local
company Kayi Insaat, the licence for the construction and management of a large hospital
complex in the city of Gaziantep with a total of 1,875 beds to be developed on a site of just
over 500,000 square metres.
The initiative will be realised through the PPP model (public private partnership) through a
special purpose vehicle (SPV) in which Salini holds a 28% stake. The SPV, in turn, will
outsource the design, construction and provision activities, worth a total of approximately
510 million, to a JV composed of Salini (33%), Samsung and Kayi.
The concessionaire was duly registered at the Chamber of Commerce of Istanbul on 20 June
2013 under the name of Gaziantep Hastane Sagalik Izmetleri Isleteme Anonim Sirket.
The design of the health care facility, which will be completed in about eight months, has
been started, while negotiations among potential lenders, the project company (concessionaire
or SPV) and the Minister of Health are in progress for the definition of financial conditions.

Consolidated financial statements at 31 December 2013 58


Salini S.p.A. Group

Belarus
On 19 July 2011, a contract was signed to carry out resurfacing work on the 53-km M5
Minsk-Gomel road section, worth a total of about 93 million.
Work physically began in November 2011 after the client handed over the four lots assigned
and was completed on 15 November 2013.
The contract is currently in the maintenance phase, which will end on 15 November 2015.

Romania
In April 2011, the subsidiary Impregilo won the tender for the design and construction of lot 3
of the Orastie - Sibiu motorway called by the National Company of Motorways and Roads in
Romania (CNADNR). The contract is worth 144 million, funded 85% by the European
Union and 15% by the Romanian government. The contract involves the construction of 22.1
km of motorway with two 2-lane carriageways, plus an emergency lane, for a total width of
26 metres. The Orastie - Sibiu project is part of a larger project called Motorway Corridor
No. 4 that will connect the city of Nadlac, situated on the border with Hungary, to the city of
Constanta, located on the western shore of the Black Sea.
On 11 October 2013, the joint venture between Salini S.p.A. and the company SE.CO.L
signed the contract for the construction of lot 2 of the Lugoj-Deva road with the National
Company of Motorways and Highways of Romania (CNADNR).
The project worth approximately 127 million will last a 30 months, of which the first six for
the design activities.

Poland
On 3 April 2013, the subsidiary Salini Polska, together with Impregilo S.p.A. and the local
company Kobylarnia, on 3 April 2013, was commissioned to complete the construction of the
stretch - long about 35 km - of the A1 Torun - Strykow motorway connecting the cities of
Czerniewice and Brzezie.
The project is worth a total of approximately 207 million.
Lots 1 and 2 were opened to traffic, while 10 km of the main route of lot 3 were made
available.
The additional works are expected to be completed at the beginning of the second half of
2014.
The initiative, promoted by the General Management of the Polish Roads and Motorways
Authority and co-financed by the European Community, sees the full application of the
strategic commercial agreement signed with the Impregilo Group in September 2012.

Italy
Within the portfolio of work in hand, the value of the domestic business, equivalent to 6,836
million, accounts for 31% of the total backlog.

Domestic market operations, totalling 565.1 million, represented 16% of the value of
production at 31 December 2013.

Consolidated financial statements at 31 December 2013 59


Salini S.p.A. Group

Rome metro, B line


The new section of the B1 line linking Piazza Bologna and Piazza Conca dOro was put into
service on 13 June 2012, in the presence of the Mayor of Rome and the major municipal
authorities.
Provisional approval was given in February 2013, while the granting of the claims posted in
the final bull is still pending.

Excavations of the tunnels for the line from Piazza Conca dOro to Jonio station have been
completed, while finishing work and the installation of technological plant are in progress.
The works relating to the supply shafts have essentially been completed, as has the
construction of car parks at the Annibaliano and Conca dOro stops.
Negotiations with the client resulted in an extension of the contractual terms, extended to
August 2014, pursuant to Order of Service No. 21 sent by the Contracting Authority.

The Group also won the tender to extend line B of the Rome metro, from Rebibbia to Casal
Monastero. The project, assigned by Roma Metropolitane to a consortium including Vianini
and Ansaldo, will be conducted using the property development technique, and its value is
calculated at approximately 948 million.
The major works will be the dead-end track at Rebibbia, the station at San Basilio and the
station at Torraccia/Casal Monastero with around 3.8 km of tunnels, a junction and car parks
with 2,500 spaces.
The Services Conference to approve the definitive project and the changes made at the tender
stage was concluded on 21 December 2012 with a positive outcome.
The commissioner order through which the Mayor approved the preliminary project was
issued on 31 December 2012. It defined the destination of the areas and approved the
expropriation plan related to the works project.
In January 2013, the awarding authority Roma Metropolitane ordered the simultaneous start
of the final and executive design stages.
On 8 August 2013 the awarding authority Roma Metropolitane was submitted the final
design, revised according to the instructions received from Roma Capitale, and its approval is
expected in the first half of 2014.
With regard to real estate development, the City Council has not yet made the necessary urban
planning variants so it is not possible to provide a construction start date.

Milan-Naples A1 Motorway, upgrading of the Apennine section between Sasso Marconi


and Barberino di Mugello, the La Quercia-Aglio section
This initiative is for works to widen and modernise the A1 Motorway base tunnel Lot 9-11
Valico Bypass. This contract is part of the larger project being carried out by Autostrade per
lItalia S.p.A. to develop the A1 by building the Valico Bypass, in order to improve road
conditions and reduce the time it takes to travel between Bologna and Florence. The most
distinctive part of the Valico Bypass is the Galleria di Base: a tunnel with divided
carriageways (160-m2 section, approximately 8.6 km long), which will connect the Emilia-
Romagna and Tuscany regions, linking the future Badia Nuova service area in the north with
the new Poggiolino junction to the south.
The works have been substantially completed with the exception of modest finishing
interventions and some minor works to be carried out in the Tuscany Region, which are in
custody pending the lifting of the suspension of work issued by the Project Manager (RUP).

Consolidated financial statements at 31 December 2013 60


Salini S.p.A. Group

In June 2011, following investigations started in 2005, the Public Prosecutor charged some
employees/senior executives of Todini Costruzioni Generali S.p.A. (no longer part of the
company), Autostrade per lItalia S.p.A. and other contractors with environmental crimes
allegedly committed in the course of construction works for the Valico Bypass.
Among the representatives of Todini Costruzioni Generali S.p.A., Mr. P. Salini, in his
capacity as Managing Director in office at the date of the order, is among those under
investigation.
By judgement of 5 November 2012, the Judge for the Preliminary Hearing:
- issued a decision of no case to answer with respect to CEO Pietro Salini for not having
committed the offence;
-dropped the charges for the offences concerning water control and the management of
wastewater for all the defendants;
- ordered that the defendants stand trial for the offences concerning the management of
excavated earth and rocks and the damage of environmental assets.
On 26 March 2013, before the Court of Florence, the Italian Ministry of Environment joined
the proceeding as plaintiff seeking damages from the parties liable under civil law, that is
Todini C.G., Autostrade per lItalia S.p.A., and the other contractors involved (in addition to
the said defendants) by claiming damages for equivalent assets of no less than 810 million
or such amount as the Court considers just and appropriate.
In support of the said claim, the Ministry of Environment enclosed a report signed by ISPRA
(an Institute set up within the Ministry), then struck out at hearing on 9 December 2013 from
the trial files, as the judge considered it a document that could not be produced because it was
drawn up without hearing the defendants and did not bear the name of the author.
Considering that the plaintiff seeking damages did not call witnesses or consultants, the claim
for damages is not currently supported by any evidence on the actual size thereof.
The preliminary phase started in January 2014. To date, no evidence has been examined
concerning the alleged offences of Todini Costruttori, nor have any activities been conducted
to determine the existence of the unlawful conduct and damage.
The Group denies any responsibility in the alleged charges, reaffirming the absolute
legitimacy of its work and the groundless nature of the allegations. It also challenges the
absolute abnormity of the claim for damages lodged by the Ministry of Environment, which,
in addition to being formulated without any prior request for the adoption of the necessary
measures for environmental restoration, also appears to not comply with Italian regulations
and European Directive 2004/35/EC. In this regard, the European Commission has started an
infringement procedure against Italy already in 2007 (No. 2007/4679), confirmed on 27
January 2012 with a supplementary reasoned opinion, which has recently led to the inclusion
in Law 97 of 6 August 2013 of a series of amendments to the Consolidated Environment Act
as per Legislative Decree 152 of 3 April 2006, including the elimination from Article 311 of
Legislative Decree 152/2006 of the reference to claims for damages for equivalent assets,
being environmental damage indemnifiable firstly through specific remedial measures.

Consolidated financial statements at 31 December 2013 61


Salini S.p.A. Group

In light of the above and of the opinions of its legal advisors, the Group considers the said
claim for damages to be groundless and, consequently, that the risk of the granting of
damages is remote. The management did not therefore deem it necessary to make any
provision in the financial statements.

Construction of road infrastructure to replace the Capo Boi-Terra Mala S.S.125 trunk road
The construction of the road infrastructure replacing S.S. 125, from the junction of Capo Boi
to the junction of Terra Mala in Sardinia, was completed in January 2013 and the work was
handed over to the client on 20 March 2013 to be opened to traffic.
Final accounting is in progress in view of the provisional acceptance of the works.

Salerno Reggio Calabria Motorway Project: Lots 5 and 6


The 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
Campo Calabro (Lot 6). The subsidiary Impregilo is participating in the project with a 51%
share.
With specific regard to Lot 5, major disputes had arisen with the client. These were positively
resolved, but in the second half of last year, new critical situations have occurred. These are
due to both the difficulty of obtaining the desired levels of productivity and to the social and
environmental conditions that remain critical in the entire area of operation of the work sites,
and have led to the need to revise the corresponding estimates in the quotation covering the
entire life of the contract, resulting in losses, which were already fully reported in the income
statement for the year 2012. In light of these considerations, during financial year 2013, there
were no new critical elements requiring changes to the assessments already made.

Pedemontana Lombarda motorway


This contract involves the final and executive design and construction of the first section of
the Como and Varese ring roads and the connector between the A8 and the A9 motorways
(from Cassano Magnago to Lomazzo) with the construction of roughly 26 km of motorway
and secondary roads, including about 7 km of tunnels.
In February 2010, the final designs were approved and Rider No. 1 was signed. In addition to
determining the contract price of 880 million, it provided for and regulated the early
execution of certain works and related executive designs without modifying the time plan set
out in the contract. As well as the approval of the executive designs, an addendum to Rider
no. 1 was agreed (increasing the work defined as early works) in December 2010 and the
works were partly delivered on 7 December 2010.
However, starting from 2011 and throughout 2012, the client had increasing difficulties in
meeting its contractual financial commitments. Nonetheless, the general contractor
commenced construction as per the agreed work schedule and the procedures provided for by
contract to safeguard itself in relation to the above difficulties. In this regard, during the first
half of 2013, the client substantially overcame the financial difficulties mentioned above and
during the current financial year, work is proceeding according to schedule. In particular, on
30 November 2013, as provided for in the contract documents, the link road between the A8
and A9 motorways can be considered as substantially completed.

Consolidated financial statements at 31 December 2013 62


Salini S.p.A. Group

Third lane of the A4 Venice - Trieste motorway (Quarto dAltino - San Don di Piave)
In November 2009, the joint venture led by Impregilo as lead contractor won the tender for
the planning and execution of the works to widen the A4 Venice - Trieste motorway to three
lanes between the municipalities of Quarto dAltino and San Don di Piave (VE). The
contract is worth 224 million.
The works involve widening the motorway over a length of 18.5 km by building a third lane
and include, in particular, the construction of two new viaducts with an overall length of about
1.4 km over the Piave River, the construction of four bridges, nine overpasses, four motorway
underpasses and the rebuilding of the San Dona di Piave motorway exit.

Jonica Highway
At the end of 2011, Impregilo in association with Astaldi was awarded the tender called
by ANAS (the Italian national roads authority) for the construction of the third maxi-lot of
Jonica Highway No. 106 (SS-106) as general contractor. This contract is worth approximately
791 million, of which 40% for Impregilo. The new infrastructure will stretch over 38.0 km
from the junction with highway No. 534 (SS-534) to Roseto Capo Spulico (CS). The contract
includes the construction of about 13 km of tunnels, 5 km of viaducts and 20 km of
embankments as the main works. It is scheduled to take approximately seven years and eight
months, including 15 months to develop the designs (final and executive) and for the
preliminary work and the other six years and five months for actual construction.

Rome-Fiumicino motorway, construction of parallel roads and access roads


Construction work on the Rome-Fiumicino motorway section was completed in June 2011.
The completion of some finishings, not interfering with the road bed, was postponed owing to
a delay in receiving approval from the regional archaeological authority. Finally, on 21 March
2012, the client prepared the work completion report. The final inspections were completed
successfully on 22 July 2013.

Naples, construction of a railway section for heavy underground transport, Piscinola-


Secondigliano section
The civil engineering works on the Piscinola-Secondigliano railway section as part of the
modernisation and upgrading of the Napoli-Alifana Railway were suspended in the second
half of 2011 due to the clients failure to make contractual payments, with the result that the
only activities carried out involved safety measures at the work sites.

Consolidated financial statements at 31 December 2013 63


Salini S.p.A. Group

Although the client was aware of the strategic importance of the work for the completion of
the circular system for Naples, it did not manage to meet its commitments because of
financial difficulties affecting the Campania Region budget. These resulted in a lack of funds
in the subsidiary Metrocampania Nordest S.r.l., making it extremely difficult to meet the
payments due.
With regard to this situation, the Ministry of Infrastructure and Transport, based Decree-Law
83 of 22 June 2012 (converted into Law 134 of 7 August 2012), appointed an Acting
Commissioner with the task of looking into the extent of payables and receivables in
companies operating in regional rail transport, in order to prepare a repayment plan.
At present it appears that the appointed Commissioner has completed his work in relation to
the assessment and planning stage and the company is therefore waiting for his
determinations.
Taking into consideration that, in order to ensure that the Commissioners activities be carried
out, the above-mentioned Decree-Law established that executive works could be started or
continued by companies operating in regional rail transport within 12 months from the
coming into effect of Decree-Law 83, the subsidiary Todini Costruzioni launched all
initiatives deemed necessary to exercise its rights acquired, while maintaining a collaborative
relationship with the client, which still considers the lot in question as a priority for the
effective operation of the circular metro system.

High-speed/capacity Milan - Genoa Railway Project


The project for the construction of this High-Speed/Capacity railway line from Milan to
Genoa was assigned to Consorzio CO.C.I.V. as general contractor with the TAV (as operator
on behalf of Ferrovie dello Stato)/CO.C.I.V. agreement of 16 March 1992. The subsidiary
Impregilo is the project leader.
As described in previous years, this projects pre-contractual stage has been complicated and
difficult, with developments from 1992 to 2011 on various fronts, including many disputes.
Following enactment of Decree-Law 112/2008, converted into Law 133/2008, and the 2010
Finance Act, which provided for the contract to be split into construction lots, the parties
resumed discussions to ascertain whether it was possible to start work again and to
discontinue the claims for compensation under the ongoing dispute, as specifically provided
for by the 2010 Finance Act.
The contract for the works on the Terzo Valico dei Giovi section of the high-speed/capacity
Milan - Genoa railway line was signed in November 2011. The works assigned to the general
contractor CO.C.I.V., led by Impregilo with a 64% interest, are worth about 4.8 billion. The
first lot, already financed by CIPE for 500 million, includes works and activities worth 430
million. CIPE also assigned the funds for the second lot as per its resolution No. 86/2011,
published in Italian Official Journal No. 65 of 17 March 2012. The Court of Auditors
recorded the funding of the second lot (1.1 billion) on 5 March 2012. CO.C.I.V. and RFI
agreed to commence Lot 2, worth 617 million, on 23 March 2013.
The arbitration proceedings commenced in previous years for the legal recognition of the
amounts due to the Consortium for activities performed prior to enactment of Decree-Law
No. 112/2008, for which the Consortium had only recognised the costs actually incurred, were
concluded in the Consortiums favour in the first half of 2013. At the end of the arbitration
proceeding, the Consortium was required to return the contractual advance received together
with the default interest due thereon. It duly complied with this obligation at the start of the
third quarter of 2013 by offsetting it against the amounts due to the Consortium, as a result of
Consolidated financial statements at 31 December 2013 64
Salini S.p.A. Group

the above arbitration award, as provided for by the Rider to the Agreement of November
2011.
Lastly, the share of the CO.CIV Consortium was increased to 64% as a result of the
finalisation of the agreements signed with the partner Technimont S.p.A. in September 2013.

Milan metro Line 4


The subsidiary Impregilo, leader and lead contractor of a joint venture consisting of Astaldi,
Ansaldo STS, Ansaldo Breda, Azienda Trasporti Milanese (the Milan municipal transport
company) and Sirti, was finally awarded the tender called by the City of Milan for the
selection of a private partner in a public/private partnership, which will be granted a
concession for the engineering, construction and subsequent operation of Line 4 of the Milan
Metro. The new line, which will be fully automated (i.e., driverless), will cover a 15.2 km
stretch from Linate to Lorenteggio. The contract includes the final and executive design and
construction of two single-track tunnels, one in each direction, with 21 stations and a
depot/workshop.
The investment, mainly for the civil works, the supply of technological services and
mechanical equipment, amounts to about 1.7 billion, two thirds of which is financed by the
Italian government and by the City of Milan.
In order to coordinate the construction work, Impregilo S.p.A. has established together with
the private members only (Astaldi, Ansaldo STS, Ansaldo Breda and Syrtes) the MM4
Consortium, which, in turn, has awarded the construction of the civil works and non-system
plants to the consortium partners Impregilo and Astaldi, which, in turn, have joined together
into Metroblu S.c.r.l. with a 50% share each.
On 20 June 2013 SP M4 S.c.p.A. (project company incorporating the same partners that
replaced the temporary joint venture) and the client signed the Addendum to the Ancillary
Contract accessory that redefined the work schedule, limiting these to the EXPO Section
alone and increasing, inter alia, the total investment to about 1.8 billion.

Terni, public works as part of activities to complete the detailed Zona Corso del Popolo
plan
Activities relating to the execution of public works in the Municipality of Terni to complete
the detailed Zona Corso del Popolo plan were completed.
In the meantime, meetings with the client have continued to lay out and implement a new
traffic plan aimed at increasing the use of the underground car park, whose management is the
subject of a thirty-year concession contract.
Similarly, the private construction works have been completed up to 98%, including the
exterior faades and ground floors used as business premises. Only some residual finishing
works are to be finished, whose construction is planned for the end of the first quarter of
2014.

Consolidated financial statements at 31 December 2013 65


Salini S.p.A. Group

Terni, design, construction and management of a multi-purpose sports complex called Le


Piscine dello Stadio
On 1 March 2012 a concession agreement was entered into with the municipal authorities of
Terni, with a 29-year term, for the design, construction and management of a multi-purpose
sports complex called Le Piscine dello Stadio. This initiative, which involves building
indoor and outdoor swimming pools, fitness facilities, a commercial and refreshment area and
an outdoor green space with public footpaths, is based on the use of modern technologies with
a low environmental impact, as well as the rational and targeted use of alternative energy
sources.
The earthworks, execution of the foundations and prefabricated structures were started.

Port of Ancona
On 18 December 2013, Salini Impregilo, as leader of a joint venture, was awarded the
construction and operation of the road link between the Port of Ancona, the A14 motorway
and Adriatica highway No. 16. The project is worth approximately 480 million, and the
concession period will last 30 years from completion of works. The project under concession
provides for total revenues for the infrastructure operation period equal to about 2,540
million. The project financing proposal submitted by the joint venture was declared of public
interest by the Board of Directors of ANAS already in April 2008.
Works on the new facility will start in 2015, at the end of the procedure required for the
execution and approval of the final project, and will be completed after 5 years. The new road
has a total length of about 11 kilometres from the main and link roads, representing a strategic
intervention to optimize the flow of traffic between the Port of Ancona, the city and the major
roads, including the A14 motorway, and allowing for adequate growth in the logistics system
of the City of Ancona centred on the port, intermodal freight terminal and airport.

Risk areas of the industry

Ukraine
The country is going through a phase of social and geopolitical turmoil caused by the decision
of the Ukrainian government to suspend the drafting of the Association Agreement with the
EU.
The unrest, initially confined to Maidan square, in the centre of Kiev, has spread out of the
square and the capital reaching several other areas, and specifically the Crimean peninsula,
making the situation lapse into an international crisis.

The subsidiary Todini Costruzioni Generali operates in Ukraine both with a stable
organization that has been awarded the project for the rehabilitation of the motorway along
the M03 axis, and through a JV with Salini S.p.A. and its local partner Akkord, which has
upgraded the M06 axis.
Considering the location of the work sites in the vicinity of the city of Poltava and Zhytomyr,
geographically distant from the areas most affected by the social crisis, there have been no
significant impacts on the safety of production activities.
However, the instability of the new political class and the uncertainty about the countrys near
future, together with substantial debt with neighbouring Russia for the supply of natural gas,
have resulted in a deep financial crisis that only intervention by the international community
can solve.
Consolidated financial statements at 31 December 2013 66
Salini S.p.A. Group

The Group management reasonably believes to be able to assess the profitability of the
contracts awarded in Ukraine with a perspective of continuity, while constantly and
continuously monitoring the internal developments in the country and without excluding that
in the future currently unforeseeable events may occur that may require a change in these
assessments.

Libya
The subsidiary Impregilo operates in Libya through its subsidiary Impregilo Lidco Libya
General Contracting Company (Impregilo Lidco), a joint enterprise incorporated by
Impregilo, with a share of 60%, and a local partner holding the remaining 40%.
In the past, Impregilo Lidco had acquired significant contracts for the construction of:
Infrastructure projects in the cities of Tripoli and Misuratah;
University centres in the cities of Misuratah, Tarhunah and Zliten;
New Conference Hall of Tripoli.
In relation to the political events in Libya since the end of February 2011 to present, the
subsidiary has always operated in accordance with the provisions of the contract and that the
investments made until the date of the collapse of the countrys political situation were fully
covered by advances provided for in the contracts.
The work covered by the contracts signed by the Libyan subsidiary, moreover, are works of
national interest for which, at present, it is not reasonable to abandon them. Clearly, there are
critical issues currently relating to the actual capacity of Lidco to carry out production in
accordance with the obligations undertaken before the breakout of the crisis. Therefore, the
possibility of a significant new development of its activities has been ruled in the short period.
During 2012, preliminary procedures were started to resume industrial activity, although the
local context remains critical and complete safety cannot be guaranteed yet. However,
commercial and contractual relationships have been resumed with the awarding authorities
aimed at restarting construction and restoring the economic terms originally laid down in the
relevant contracts. Within this general framework, more precise information has become
available once again about the balance sheet and income statement items that impact the
consolidated financial statements of the Group. In the statement of financial position,
statement of income and financial position at 31 December 2012, the assets, liabilities, profits
and losses of the Libyan subsidiary were updated in accordance with the Groups standards,
based on the data of the period and with the support of the assessments made by the
subsidiarys independent legal advisors. Compared to the consolidated situation of Impregilo
for the year 2011, which included the most recent data available at 31 March 2011, value
adjustments progressively made to the values reported in the assets net of the subsidiary as a
result of the events described above resulted in expenses of about 40.7 million. These
expenses were included in the work in progress, as these are deemed recoverable in view of
the relations that have been recently resumed with the clients. Net cash held in Libya was also
reduced to a total of 13.9 million as a result of expenses incurred locally in the period from
31 March 2011 to 31 December 2013.

Consolidated financial statements at 31 December 2013 67


Salini S.p.A. Group

In the first part of 2013, the physical inventory of plants, equipment and supplies in stock was
taken, amounting to a total of 29.9 million, although, security conditions did allow full
access to all the sites where these are located. Since any additional expenses that may be
potentially reported in this area at the completion of the inventory procedures, could be
attributable to the responsibility of the clients under conditions of force majeure according to
the contractual provisions, as also assessed by the subsidiarys legal advisors, at present it is
deemed that there are no new significant risks concerning the recovery of the net assets of the
company, also through contractual and extra-contractual actions and claims vis--vis the
client.
Lastly, the countrys situation is followed very closely and it cannot be ruled out that, after the
reporting date of this Annual Report, events may occur that are unforeseeable at present and
liable of resulting in changes to the assessments made to date.

Tax litigation Iceland


With respect to the contract for the construction of a hydroelectric plant in Karanjukar
(Iceland) that the group successfully completed in previous years, a dispute arose with the
local tax authorities in 2004 about the party required to act as the withholding agent for the
remuneration of foreign temporary workers at the building site. The subsidiary Impregilo was
firstly wrongly held responsible for the payment of the withholdings on this remuneration,
which it therefore paid. Following the final ruling of the court of first instance, the companys
claims were fully satisfied. Nevertheless, the local authorities subsequently commenced a new
proceeding for exactly the same issue. The Supreme Court rejected the companys claims in
its ruling handed down in February 2010, which is blatantly contrary to the previous ruling
issued in 2006 on the same matter by the same judiciary authority. The company had expected
to be refunded both the unduly paid withholdings of 6.9 million (at the original exchange
rate) and the related interest accrued to date of 6.0 million. The company had prudently
impaired the interest amount in previous years, despite a previous local court ruling and the
opinion of its consultants that confirmed its grounds, and only continued to recognise the
unduly paid withholdings. After the last ruling, the company took legal action at international
level (appeal filed with the EFTA Surveillance Authority on 22 June 2010) and, as far as
possible, again at local level (another reimbursement claim filed with the local tax authorities
on 23 June 2010) as it deemed, again supported by its advisors, that the last ruling issued by
the Icelandic Supreme Court was unlawful in respect of local legislation, international
agreements regulating trade relations between EFTA countries and international conventions
which do not allow application of discriminatory treatments to foreign parties (individuals and
companies) working in other EFTA countries. On 8 February 2012, the EFTA Surveillance
Authority sent the Icelandic government a communication notifying the infraction concerning
the free exchange of services and requested the government to submit its observations in this
regard. In April 2013, the EFTA Surveillance Authority issued its documented opinion
finding the Icelandic legislation to be inconsistent with the regulations covering trade
relations between the member countries with respect to the regulations for the above dispute.
It requested that Iceland take steps to comply with these regulations. Accordingly, the Group
requested the case to be re-examined. Based on the above considerations, it is deemed that to
date there are no objective reasons to change the assessments made about this dispute.

Consolidated financial statements at 31 December 2013 68


Salini S.p.A. Group

Ente irriguo Umbro-Toscano - Imprepar


The Group was informed that part of the sill above the surface discharge of the Montedoglio
dam in the Province of Arezzo had been damaged on 29 December 2010. The Umbria-
Tuscany Irrigation Body notified Imprepar in January 2011 that investigations and
inspections are being carried out to ascertain the reasons and responsibilities for the damage.
As the transferee of the sundry activities business unit, which includes the Montedoglio
dam contract, Imprepar informed the Body that the activities related to the damaged works
had been carried out by another company in 1979 and 1980, from which Impregilo (then
COGEFAR) took over the contract in 1984 only. The works had already been tested and
inspected with positive results. In its reply to the Umbria-Tuscany Irrigation Body, Imprepar
specifically explained its non-liability for any damage caused by the event and does not
believe that there are reasons to modify its related assessments, supported by the opinion of its
legal advisors.
During the period, the managers of Ente Acque Umbre Toscane and the works manager
signed a service order requesting the contractor to immediately prepare executive designs and
commence the related works at its own expense and under its own responsibility. Imprepar
challenged all these acts. However, the amounts involved are negligible.
The subsidiary, supported by its legal advisors, deems it too early to be able to assess any
risks arising from the Montedoglio dam contract other than those already assessed the year
before, given the above recent developments.

Widening of the Panama Canal


Certain critical issues have arisen during the first stage of full-scale production which, due to
their specific characteristics and the materiality of the work to which they relate, have made it
necessary to revise downwards the estimates on which the early phases of the project had
been based. The most critical issues relate to, inter alia, the geological characteristics of the
excavation areas with respect to the raw materials necessary to produce the concrete and the
processing of such raw materials during normal production activities. Other issues also arose
when the client adopted a series of operating and management procedures that differed
substantially from the those provided for in the contract, with specific regard to the process
for the approval of technical and design solutions proposed by the contractor. Such situations
already specifically addressed in previous financial reports drawn up by the Group further
continued in 2013. Given the persistent unwillingness of the client to reasonably set up the
appropriate instruments provided for in the contract for the management of these disputes, it
became impossible for the contractor - and the original contracting partners - to continue the
construction activities required for the completion of the project at their own risk, bearing the
entire financial burden required for this purpose without any concrete assurance of starting an
objective discussion with the counterparty. In this context, at the end of 2013, a formal notice
was sent to the client to inform him of the intention to suspend works immediately if the
client continued to refuse to address the dispute in accordance with a contractual approach
marked by good faith and the common will of all parties to reach a reasonable agreement.
The talks between the parties, assisted by their advisers and legal/contract experts lasted
throughout the month of February 2014, and on 13 March 2014 the relevant agreement was
signed. The key elements of the agreement include that the contractor undertake to resume
works and complete them by 31 December 2015, while the client and contracting companies
undertake to provide financial support for the works to be finished up to a maximum value of
Consolidated financial statements at 31 December 2013 69
Salini S.p.A. Group

about US$1.4 billion. This commitment will be fulfilled by the client through a moratorium
on the repayment of contractual advances already paid for about US$800 million, and the
payment of US$100 million in further advances, while the group of contracting companies
will contribute US$ 100 million directly with their own financial resources and additional
financial resources, through the conversion into cash of existing contractual guarantees,
totalling US$400 million. The repayment of the amounts granted for the financing of the
works to be carried out has been postponed until the outcome of the arbitration proceedings,
initiated simultaneously, which will set out the responsibilities of the parties in relation to the
extra costs incurred and yet to be incurred as a result of the situation described. In this
context, already in previous financial years, the Impregilo Group had applied a reasonably
prudent assessment approach to the project, articulately supported by its legal advisers on the
basis of which they had already recognised significant losses to complete the contract, only
partially limited at the time by the corresponding recognition of additional claims vis--vis the
client determined based on the expectation that recognition could be considered reasonably
certain. Considering that by the end of the previous financial year, the general critical
situation observed, far from being resolved, continued as described below, pending the
finalisation of the arrangements illustrated above, it was decided to update the overall
economic forecasts for the entire life of the contract. Consistently and in continuity with the
previous assumptions and in view of a further increase in the expected costs to complete the
contract, it was decided to update the assessment of all the additional payments whose
realisation is contractually corroborated and reasonably certain, though prudently deferred
over time consistently with the deadlines provided for in the understanding with the client.
This effort revealed additional net expenses over the entire life of the contract, which, while
negligible compared to those estimated in previous years, were fully recognised in the income
statement for year 2013.

Bridge crossing the Strait of Messina and roadway and railway connections to and from
Calabria and Sicily
In March 2006, as lead contractor of the joint venture created for this project (interest of
45%), Impregilo signed a contract with Stretto di Messina S.p.A. for its engagement as
general contractor for the final and executive designs and construction of the bridge over the
Strait of Messina and the related roadway and railway connections.

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 250
million allocated for this project. The client was also given performance bonds of 239
million, as provided for in the contract. Reduction of the credit line to 20 million was
approved in 2010.
Stretto di Messina S.p.A. and Eurolink S.c.p.A. signed a rider in September 2009 which
covered, inter alia, suspension of the project works carried out up to then since the contract
was signed. As provided for by the rider, the final designs were delivered to the client whose
Board of Directors approved them on 29 July 2011.
Decree Law 187 was issued on 2 November 2012 providing for Urgent measures for the
renegotiation of the contracts with Stretto di Messina S.p.A. (the client) and for local public
transport. Following enactment of this decree and given the potential implications for its
position as general contractor, Eurolink notified the client of its intention to withdraw from
the contract under the contractual terms, also to protect the positions of all the Italian and
foreign partners. However, given the huge interest in building the works, the general
Consolidated financial statements at 31 December 2013 70
Salini S.p.A. Group

contractor also communicated its willingness to review its position should the client prove its
intention to actually carry out the project. To date, the ongoing negotiations have not been
successful despite the efforts made. Eurolink has commenced various legal proceedings in
Italy and the EU, arguing that the provisions of the above decree are contrary to the
Constitution and EU laws and that they damage Eurolinks legally acquired rights under the
contract. It has also requested that Stretto di Messina be ordered to pay the amounts requested
by the general contractor due to the termination of the contract for reasons not attributable to
it. As a result, Impregilos order backlog at 31 December 2012 was adjusted to reflect
discontinuation of the contract. Considering the complex nature of the various legal
proceedings and although the legal advisors assisting Impregilo and the general contractor are
reasonably confident about the outcome of the proceedings and the recoverability of the
remaining assets recognised for this contract, it cannot be excluded that events not currently
foreseeable may arise in the future which would require the current assessments to be revised.

Venezuela
The subsidiary Impregilo is present in Venezuela through its permanent organisation, which
directly or through international partners, is engaged in various railway works and in the
construction of hydroelectric plants, with a presence established over more than a decade in
the local area at both a social level and an economic and industrial level.
In recent years, relations with clients, all government-sponsored, were characterized by
slowness in payments. This aspect has worsened over the past year as a result of the change in
the countrys leadership, which took place in early 2013, and of the simultaneous
intensification of social tensions that have accompanied the political transition.

In view of the substantial deadlock with clients in this context, the Group has temporarily
suspended production activities.
As for the railway works, at the beginning of February 2014, an agreement (called Punto de
Cuenta) was drawn up and signed by the IFE President (the client) and the Ministry of the
Treasury. However, it is still waiting for formal validation by the President of the Republic.
This agreement provides for the gradual payment of approximately 82% of the total
outstanding receivables at 31 December 2013 by the end of 2014.
As for hydroelectric projects realised by the OIV Tocoma consortium, in view of the expiry of
the contractual deadline for the completion of the works - scheduled for mid-November 2013
- the works to be completed were rescheduled at the clients request, with the resumption of
works in May 2014 and a target completion date by the end of 2016. This proposal is still
being analysed by the client, especially in light of the legitimate claims for the payment of the
certified receivables and the allocation of future financial resources to ensure the normal
course of the works to be finished.
The works being carried out by the Group are facilities of great significance, in economic,
industrial and social terms, and in the past, due to the events that have characterised the
countrys recent political history, there have been temporary situations of uncertainty not
critically dissimilar from the current situation. However, these have always been resolved
positively without giving rise to any significant liabilities. With these assumptions, and on the
basis of continuous and careful monitoring of the countrys situation, carried out jointly with
its partners, including through meetings with the clients and local government authorities
aimed at safeguarding and protecting the Groups positions, it is unlikely that there are
significant critical issues regarding the possibility of realising its net assets, except for the
Consolidated financial statements at 31 December 2013 71
Salini S.p.A. Group

extension of the time of collection that has been adequately taken into account in the
assessments of the financial statements. Given the countrys delicate and complex situation at
a political level, it cannot be ruled out that, after the reporting date of this Annual Report,
events may occur that are unforeseeable at present and liable of resulting in changes to the
assessments made to date.

Concessions
Group activities in this business segment relate to the management of investments in
numerous subsidiaries and other investees, which hold concessions mainly for the
management of motorway networks, plants that generate energy from renewable sources,
electric power transmission, integrated cycle water systems and the management of non-
medical hospital service activities.

The segment is headed by Impregilo International Infrastructures N.V., the Dutch subholding
company wholly owned by Impregilo S.p.A., which coordinates the segment.

In line with the Groups new strategies charted out in the second half of 2012, followed by
preparation of the 2013-2015 business plan, approved in December 2012, the Concessions
segment took steps to leverage its main assets that are no longer considered strategic for the
groups core business. Accordingly, at the start of the first quarter of 2013, the Group
finalised the disposal of its investment in the jointly controlled Brazilian group EcoRodovias
Infraestrutura e Logistica S.A. (originally 29.74% of the holding company) held by Impregilo
International Infrastructures.

Also as part of the leveraging process above, in late November, 2013, the sale was finalised
for the investments in the Tangenziali Esterne di Milano S.p.A. Company (TEM),
equivalent to 3.74% of the share capital, for a consideration of 4.7 million and Tangenziale
Esterna S.p.A. (TE), equivalent to 17.77% of the share capital, for a consideration of 39.1
million, both to ITINERA S.p.A. (Gavius Group). This agreement also provides for the
leveraging of works in progress for about 23.2 million through the sale of equity
investments held by Impregilo in the Costruttori TEEM Consortium, for a consideration of
about 13.4 million, and in Lambro Scarl, for a consideration of about 9.8 million.
Taking into account that the operational activities in its portfolio consist primarily of minority
investments, and that the most significant and recently acquired ones (i.e., Ruta del Sol
Colombia, Milan Metro 4 Line Italy, etc.) are still under construction, the Concessions
segment did not reveal significant levels of activity in 2013, with revenues of 15.7 million.

Consolidated financial statements at 31 December 2013 72


Salini S.p.A. Group

The following tables summarise the key figures of the Concessions order backlog at year-end,
broken down by business segment.

MOTORWAYS

]h
Country % held Total
Concessionaire

]h Company km Stage Start date End date


Not yet
Italy Broni - Mortara 61.08 50 operational
Passante Dorico S.p.A. - Connection to Not yet
Port of Ancona 47% 11 operational

Argentina Iglys S.A. 98 Holding co.

Autopistas Del Sol 19.82 120 Operational 1993 2020

Puentes del Litoral S.A. 26 59.6 Operational 1998 2023

Mercovia S.A. 60 18 Operational 1998 2023

Colombia Yuma Concessionaria S.A.(Ruta del Sol) 40 465 Operational 2011 2036

METRO LINES

]h
Country % held Total
Concessionaire

]h Company km Stage Start date End date


Not yet
Italy Milan Metro Line 4 31.05 15 operational

POWER FROM RENEWABLE


SOURCES

Installed
Concessionaire

Country Company % held capacity Stage Start date End date

Argentina Yacilec S.A. 18.67 T line Operational 1994 2088

Enecor S.A. 30.00 T line Operational 1992 2088

INTEGRATED WATER CYCLE

Pop.
Concessionaire

Country Company % held served Stage Start date End date

Argentina Aguas del G. Buenos Aires S.A. 42.58 210,000 Liquidation

Peru Consorcio Agua Azul S.A. 25.50 740,000 Operational 2002 2027

HOSPITALS

No. of
Concessionaire

Country Company % held beds Stage Start date End date


150,000
United Kingdom Impregilo Wolverhampton Ltd. 20.00 visits Operational 2002 2032

Ochre Solutions Ltd. 40.00 220 Operational 2005 2038

Impregilo New Cross Ltd. 100.00 Holding co.

CAR PARKS

Consolidated financial statements at 31 December 2013 73


Salini S.p.A. Group

No. of
Concessionaire

Country Company % held spaces Stage Start date End date

United Kingdom Impregilo Parking Glasgow Ltd. 100.00 1400 Operational 2004 2034

The concessions backlog consists of two main areas of operation referring to some
investments in concessionaires that operate and are based in Argentina, Peru and the United
Kingdom, and to so-called green field initiatives that comprise motorway infrastructure
projects in Italy and Peru, whose operational activities will be reflected only in future
financial years, as construction activities are still ongoing.
The following part of this section provides a summary of the main initiatives of the
Concessions sector that are still in the portfolio, broken down by main country of operation.
Argentina
The Group operates in the Concessions segment in Argentina through its subsidiary
Mercovia SA and certain other investments in associates and minority investments.
The subsidiary Mercovia continued its activities with substantially balanced results, while
with reference to the associate Puentes del Litoral SA, negotiations are still ongoing aimed at
renegotiating the economic terms of the concession contract.
Italy
In the domestic market, the Concessions segment is engaged in three recent major projects,
whose construction activities are not fully operational yet. These are:
(i) Milan Metro Line 4 The project involves the construction of a new metro line in the
city of Milan, in the Linate/Lorenteggio direction. The subsidiary Impregilo is
participating in the concession with a 29% share.
(ii) Broni Mortara Motorway: The project involves the design, construction and
operation for 43 years of a new 50-km stretch of motorway between Lombardy and
Piedmont. The subsidiary Impregilo is participating in the concession with a 61.08%
share.
(iii) Port of Ancona: the project refers to the construction and operation for 30 years of the
road link between the Port of Ancona, the A14 motorway and Adriatica Highway 16.
The new road stretches about 11 km, including main roads and link roads, and the
Group is participating with a 47% share.

Plants segment
The Plants segment, through the subsidiaries FISIA Italimpianti and FISIA Babcock
Environment (Germany), includes the operation of plants for the desalination of seawater,
fume treatment and waste-to-energy processes.
Until 31 December 2013, the Plants segment also included the activities of the Chinese
company Shanghai Pucheng Thermal Power Energy Co. Ltd., 50% owned by FISIA Babcock
and consolidated according to the proportional method. In line with the process of leveraging
Consolidated financial statements at 31 December 2013 74
Salini S.p.A. Group

the Groups non-core assets, launched in October 2012, during the reporting year, the Group
completed the sale of its investment held in the subsidiary Impregilo International
Infrastructures NV for a total consideration of approximately 65 million (at the exchange
rate on the date of sale). The transaction described did not reveal any significant capital gains
or losses compared to the carrying value recognised in the consolidated financial statements at
the date of sale.
In accordance with the guidelines in the 2013-2015 Business Plan, the activities concerning
the Plants segment in December 2013 were aimed, on the one hand, at recovering the assets
of the subsidiary Fisia Italimpianti that are still involved in disputes - both within the SUW
Campania projects and in the context of a number of projects related to desalination plants
in the Persian Gulf, for which major litigation has been commenced in previous years with
the clients - and, on the other, at developing the activities of the subsidiary Fisia Babcock
Environment in order to seize the best opportunities for development of the entire segment,
while maintaining its leadership in currently strategic market segments for the German
company.
The volume of production reached in the Plants segment in 2013 amounted to 112.7
million.

The table below shows the details of the order backlog at 31 December 2013 of the Plants
segment:

]h ( millions)

]h Area/Country Project Residual backlog Percentage Percentage


at 31 December
]h of total completion (%)
2013

Fisia Italimpianti
Middle East Jebel Ali L2 2.4 1% 98.8%
Middle East Ras Abu Fontas B2 3.3 1% 98.3%
Middle East Jebel Ali M 7.8 3% 99.0%
Middle East Jebel Ali M - spare parts 8.5 3% 1.9%
Middle East Ras Abu Fontas A1 2.9 1% 99.1%
Middle East Shuaiba North 2.2 1% 99.4%
Middle East Shuaiba North - spare parts 9.2 3% 50.6%
Middle East Takreer Cbdc 11.0 4% 46.1%
Total Fisia Italimpianti 47.3 15%

Fisia Babcock
Germany Datteln REA 2.1 1% 94.0%
Germany Moorburg - ESP 1.6 1% 96.0%
Germany Mannheim Block 9 RRA 12.2 4% 85.0%
Netherlands Maasvlakte Block 3 REA 1.1 0% 97.0%
Turkey Yildizlar Orta FGD 1.1 0% 17.0%
Panama Paco - FGD 3.7 1% 74.0%
Poland Plock FGD 36.5 12% 7.0%
United Arab Emirates Takreer - SWFGD 5.1 2% 19.0%
Other abroad 1.0 0% n.a.
Fume treatment 64.4 21%
Russia Moskau WtE 92.5 30% 18.0%

Consolidated financial statements at 31 December 2013 75


Salini S.p.A. Group

]h ( millions)

]h Area/Country Project Residual backlog Percentage Percentage


at 31 December
]h of total completion (%)
2013

Germany Ruhleben Wte 1.6 1% 98.6%


Germany Wuppertal K 13 EfW 1.9 1% 92.0%
Sweden Linkping EfW 49.7 16% 4.0%
Finland Tampere EfW 33.0 11% 5.0%
China Haidian EfW 8.3 3% 43.0%
China Hefei 3/4 EfW 5.3 2% 4.0%
Italy Other Italy 0.2 0% n.a.
Other abroad 1.4 0% n.a.
Waste to energy 193.9 63%
Italy 0.1 0% n.a.
Foreign 3.7 1% n.a.
Other 3.8 1%
Total Fisia Babcock 262.1 85%

TOTAL PLANTS 309.4 100%

In the current financial year, FISIA Babcock Environment (FBE) secured two large contracts
in Finland and Sweden worth approximately 90 million. The first relates to a new WTE plant
in Tampere to be rolled out in 2015 which will have a waste disposal capacity of 180,000
tons/year. The contract was commissioned by Tampereen Sahkolaitos Oy, which has
generated and distributed electricity since 1888 in Tampere, one of the first European cities to
set up a municipal electricity company. The second contract is for the construction of a new
boiler (62 KV) in an important university and industrial centre in Linkoping. It will be the
core of a new waste incineration line, which is set to go into operation in 2016, as part of the
existing WTE plant in Garstadverket, which has a current incineration capacity of 260,000
tons a year. The customer is Tekniska verken i Linkoping (TvAB), one of the largest
municipal energy suppliers in Sweden.

Risk areas of the industry


The considerable slowdown in industrial production in international markets due to the
widespread financial crisis, which began in previous years, continues to be highly critical for
the markets in which FISIA Italimpianti, the company which heads the segment, operates.
These markets include the Arabian Gulf countries, which are the Groups key markets.
Although this situation has critical repercussions on the companys order backlog, at year-end
2012 the Fisia Italimpianti acquired a contract to build a new desalination plant worth
approximately US$28 million.
Although this contracts value is not comparable to those acquired in previous years, it
represents the first important step towards recovery, also considering the technologies
provided for in the contract, which are an interesting alternative to those used for the large
plants built in the past.

Consolidated financial statements at 31 December 2013 76


Salini S.p.A. Group

Non-current assets held for sale

Todini Costruzioni Generali

As part of the Groups strategies, aimed at achieving the increasingly efficient allocation of
resources, also through a continuous focus on possible rearrangements of its organisational
structure, the Board of Directors of Salini S.p.A. decided to assess the valuation of the 100%
equity investment held in Todini Costruzioni Generali with a view to its disposal.
The goal of creating a global player in the field of complex infrastructures that can compete
with major international competitors in terms of economies of scale, size and geographic
complementarity has made the development of the contracts currently in the portfolio of
Todini Costruzioni Generali S.p.A. irrelevant for the purpose of achieving the business plan
objectives.
The guidelines for future business initiatives, increasingly focussed on the acquisition of
major projects, provides for a rigorous selection of new business opportunities, according to
profitability and cash generation parameters identified and in areas with high growth
potential.
The markets in which the subsidiary currently operates are deemed to be of interest, and if
opportunities meeting the dimensional requirements provided for by the Groups current
commercial policy were to arise, the possible methods of participation and/or acquisition will
be assessed.
Given the uncertainties relating to the manner, terms and the timing of the aforementioned
disposal, which is currently being developed through the involvement of a major financial
institution, and the fact that no binding commitments have been made with any third parties
yet, it is not possible to make a reasonably reliable estimate about its effects on the Groups
business plan.

SUW Campania Project

I.1 SUW Campania Projects: situation at 31 December 2013


I.1.1 INTRODUCTION

The 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 1990s through its subsidiaries FIBE
and FIBE Campania. Given that, in 2009, FIBE Campania S.p.A. merged into FIBE S.p.A.,
further in this chapter - unless otherwise specified - reference is made only to the latter also
for situations or events originated by the company closed as a result of this merger.

The relevant issues, which from 1999 to 2000 characterized the activities of the company as
part of the service contracts, have evolved and covered several years, giving rise to a
significant set of disputes, some of whichas further illustrated below in this chapterare of
great importance and partly still ongoing at the reporting date of this Annual Report.

Consolidated financial statements at 31 December 2013 77


Salini S.p.A. Group

In order to facilitate a concise correlation of the various operational phases of the SUW
Campania projects with the major disputes still pending and with the related assessments,
these are presented chronologically broken down into the following main phases/periods:

So-called contractual phase: the phase starts in 2000-2001 with the signing of the
service contracts for the disposal of municipal solid waste in the provinces of the
Campania Region by the two project companies FIBE and FIBE Campania, and ends
on 15 December 2005 with the resolution by law of these contracts as a result of
Decree Law no. 245/2005 (converted into Law 21 of 27 January 2006);

So-called transitional phase: this phase whose start coincides with the conclusion of
the contractual phase, lasts until the entry into force of Decree Law 90 of 23 May 2008
and Decree Law 107 of 17 June 2008, both converted into Law 123 of 14 July 2008
which, among other things, sanctioned the exit of the Impregilo Group from the waste
disposal activities, transferring the ownership of the RDF plants located in their
territories to the relevant provincial authorities (see article 6- bis, para. 1) and
provided for the use of the Armed Forces for the technical and operating management
of the said plants (see art. 6-bis, para. 3) and
so-called post-transitional phase, which spans from the end of the transitional
phase to present and is hence called current phase in short.
I.1.2 CONTRACTUAL PHASE

From the early stages of the Project, following the signing of the contracts, significant critical
issues arose, the most important of which are:

Failure by the Campania Regional Authorities to provide for the scheduled volumes of
waste sorting, an essential factor underpinning the project and the service contracts
entered into between the Company and the Government Commissioner and which is one
of the causes of some of the most important disputes still pending and relating to the
management of the former RDF plants (now STIR);
inadequate landfill areas made available by the government commissioner;
delayed start of the works to build the waste-to-energy plants in Acerra and Santa Maria
La Fossa. The activities at the Acerra waste-to-energy plant, which should have
commenced as per the contract in early 2001, started only in August 2004 following the
extraordinary intervention of more than 450 policemen who cleared the work areas
occupied since January 2003 by demonstrators. The Santa Maria La Fossa waste-to-
energy plant, which was supposed to complete the project framework covering
Campanias provinces with the exception of the province of Naples, only obtained the
E.I.V. (environmental impact valuation) in 2007. Works were never started, although
activities should have started there concurrently with those in Acerra.
Alongside the rapid worsening of the companys operating and economic conditions resulting
from the critical issues illustrated above, public authorities - both local and central - involved
in the contractual relationship failed to pay the amounts due to FIBE for the treatment of their
waste.

Consolidated financial statements at 31 December 2013 78


Salini S.p.A. Group

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
the top management of the commission, thereby starting a new criminal proceeding that will
be illustrated more extensively in this section and which is still partly in progress.

At the end of the contractual phase, the company was thus significantly exposed financially
for having implemented most of the investments it was contractually bound to with its own
resources, including those for which the company had taken out loans from the banking
system, and due to the non-payment by local authorities of a significant portion of the
amounts due to FIBE.

The works to build the Acerra plant had been only partially started and meanwhile a number
of civil and administrative law disputes had already been commenced.

These disputes, best described in the following paragraphs of this chapter, saw involved a
variety of parties. In most cases, one side of the proceedings was the company (depending on
the individual cases, FIBE could be called into question along with other subsidiaries of the
Group, which had participated in contractual activities in various capacities, such as FISIA
Italimpianti and Impregilo Edilizia e Servizi, later merged into Impregilo), which intervened
at all levels to support the correctness of its actions and to enforce its rights vis--vis its
debtors and the other side comprised the public authorities, which, in the course of the
emergency situation and with the worsening of the companys financial situation,
instrumentally argued that FIBE was to be held liable for the breach of its contractual
obligations.

Starting from the final stages of the contractual phase, in this already complex situation of
disputes, an increasing number of companies and individuals were involved. For various
reasons, and in some cases even indirectly, they found themselves engaged in the
management activities, as was the case of the suppliers or sub-contractors of FIBE, which as a
direct result of the failures to perform of the public authorities, were also under increasing
financial pressure.

I.1.3 TRANSITIONAL PHASE

Decree-Law 245/2005 (converted into Law 21 of 27 January 2006), inter alia, (i) terminated
the service contract between FIBE, FIBE Campania and the Special Commissioner for the
Waste Emergency in Campania by law on 15 December 2005, without prejudice to any
claims arising from terminated contracts, (ii) provided that the company continue its
activities in full compliance with the control and coordination of the Special Commissioner
vis--vis the right to be reimbursed by the Commissioner for the costs and expenses incurred
in connection therewith and (iii) continue with the construction of the landfills and plant in
Acerra, pending that, due to the extreme urgency, the Commissioner find a new entity to be
entrusted with the service through a public procedure. The law also imposed an obligation on
the Government Commissioner to recover the sums due to the company by local authorities
by way of fee for waste disposal until the date of termination of the service contracts.

Consolidated financial statements at 31 December 2013 79


Salini S.p.A. Group

The changed legal framework, already burdened by significant difficulties related both to the
nature of the new legal relationships these were linked to and by the unrealistic expectations
about the possibility of finding a new entity to which to award the service under the same
conditions that had already led to the collapse of the management system in the contractual
phase, led to the start of the so-called transitional phase and further complicated the task of
FIBE without it being able to solve some of the most important critical aspects that
characterised the previous phase. The most significant concerned:

the inadequate allocation of financial resources to the commissioner in order to carry


out the ordered control and coordination both in relation to the operating expenses and
to the significant capital expenditures to be made;

the unlawful continuation of the Fibes obligation to continue its activities because of
the failure to find new service providers (all the tenders called were unsuccessful due
to the lack of appropriate guarantees about the availability of sites where to dispose of
the residues of the RDF process), although it had been the very law to determine the
early termination of the service contracts; and

the lack of specific and accurate forecasts in relation to the manner in which the
companys claims for damages arising from the early termination of its service
contracts could be settled.

While consistently operating in compliance with the rules in force at the time and keeping an
open attitude to collaboration with the commissioner, FIBE nonetheless continued in the
construction of the plant without being able to have appropriate funding from public
authorities that would later become the owners thereof, thereby further worsening the impact
on its financial statements.

The end of this phase, as described above, coincided with the entry into force of Decree Law
90 of 23 May 2008 and Decree Law 107 of 17 June 2008, both converted into Law 123 of 14
July 2008. These provisions, on the one hand, confirmed Fibes obligation to complete the
Acerra incinerator and, on the other, definitively marked the exit of the Impregilo Group from
the waste disposal activities, transferring ownership of the RDF plants to the provincial
authorities of the Campania Region as well as the resources present in each plant including
the staff (other than management) employed at the plants who were hired with temporary
contracts.

Even though it was a major breakthrough, the company was in absolutely critical operating
and financial conditions. The most significant of these include:

increased financial imbalance attributable to the forced continuation of the


construction of the Acerra plant for which no specific procedural or contractual
process concerning its final destination was identified;

Consolidated financial statements at 31 December 2013 80


Salini S.p.A. Group

final exit of FIBE from the management of all the facilities and equipment used by the
company until then to carry out the activities as mere executor on behalf of the
commissioner of the waste disposal activities without any resolution relating to the
repayment of the costs incurred for the construction of the said facilities;

suppression by law of the public administrative structures that had coordinated the
activities in the transitional period without any concrete measure to repay the huge
financial resources that in the course of the disposal activities FIBE had to pay in
advance in the name and on behalf of the administration - with the financial support of
the Group as in previous periods - and for which, once again, there were no
specifically identified debtor or any specific procedures for the related payment by the
public administration.

The already extensive impacts that the situation described above had on both FIBE and the
entire Group was further burdened by the criminal proceedings, involving, on the one hand, a
series of precautionary measures on assets (i.e.: seizures of equivalent amounts) requested by
prosecutors, originally granted by the Court of Naples and subsequently cancelled in the last
instance by the Court of Cassation, and, on the other, the start of new criminal proceedings
against both the Companys directors and public officers and the legal entities related to them
for alleged responsibilities under Law 231.

I.1.4 POST-TRANSITIONAL OR CURRENT PHASE

The start of this phase was mainly characterised by two new scenarios which involved (i) the
completion of the Acerra waste-to-energy plant and the development of the events relating to
it and (ii) the initiation of a new phase of litigation between the company and public
authorities related to the management of plants, storage sites and facilities, which, due to the
aforementioned Law 123/2008, had been taken over by public authorities.

As for the Acerra plant, in the month of December 2008 and in the framework of the
procedure for the awarding of the service to manage the incinerator under construction, a new
service provider was identified. It is a leading Italian company that owns other major waste
disposal facilities and the related energy recovery. At the same time, FIBE, in accordance
with the provisions of the aforementioned Law 123/2008, continued the technical activities
aimed at the completion of the plant and the related testing. The final acceptance tests of the
Acerra plant were carried out in the first two months of 2010 and the relevant certificate was
issued on 16 July 2010 confirming the success of the procedure. In this context, we should
mention the enactment of Decree Law 195/2009, converted with amendments into Law 26 of
26 February 2010, which, inter alia, contains some significant provisions that can be
summarised as follows:

a) the amount for the Acerra waste-to-energy plant was determined to be 355 million and
title to the plant was to be transferred by Impregilo group to the Campania regional
authorities (or to the Prime Minister Office - Civil Protection Department or to a private
body). The transfer was to take place by 31 December 2011 in accordance with the Prime
Ministers new decree and after determining the related financial resources. Until then,
the former service provider would be paid a monthly lease payment of 2.5 million for up
to 15 years. The payments for the 12 months before transfer of title would be deducted
from the consideration to be paid as well as the amounts advanced to the former service
provider, pursuant to article 12 of Decree Law 90/2008, as advances for work in progress
when the plant was being built;
Consolidated financial statements at 31 December 2013 81
Salini S.p.A. Group

b) always in relation to the Acerra plant, (i) the deadline for the execution of the inspection
was set on 28 February 2010, (ii) it was agreed that, until the transfer of property, it
would not have been alienable, amenable to seizure or other provisions nor could
registrations or other acts detrimental to the said plant be carried out, and (iii) the former
service provider was imposed further significant charges in relation to a set of guarantees
of a substantially different nature and significantly more burdensome than existing best
practices in the plant engineering sector. The management of the plant, however, was
awarded to the new service provider starting from 2010, despite the guarantees required
and despite the property still belonged to FIBE.

As for the development of litigation relating to the management of the plants and storage
sites, the first period of the post-transitional phase was marked, inter alia, by two key
administrative disputes and more precisely:

one relating to the final determination of the role played by FIBE vis--vis public
administration after the resolution of the service contracts and,

one relating to the determination of the entity which, after the entry into force of
L.123/2008, would take charge and manage all plants, storage sites and equipment
which, during the contractual phase had been built by FIBE for the conduct of its
activities.

With regard to the determination of the role played by FIBE in the transitional phase, Lazio
Regional Administrative Court ruling No. 7280 of July 2008, which became final due to the
failure to appeal, reconstructed the role and responsibilities attributable to the former service
providers after 15 December 2005 mere executors of the commissioners orders and to
the commissioner who bore the sole responsibility for the waste disposal service and
coordination activities, required to identify the best solutions for waste disposal.

The ruling concurrently established that all obligations imposed on the former service
providers by law ceased to exist on 31 December 2007, also expressing the fact that the
commissioners various measures ordering FIBE to extend its operations up to the entry into
force of Law 123/2008 measures which were all promptly challenged by the company
were found to be unlawful as contrary to the previous regulations governing the conditions
and limitations of the specific emergency.

In relation to the dispute related to the ownership and management of the plants and storage
sites, the litigation stage, which began in the period immediately following the entry into
force of Law 123/2008, ended with the decision of the State Council which, by ruling No.
290/2010, finally confirmed the cancellation of the claims made by the government for the
return of the sites to FIBE in December 2008, thus freeing it from any obligation in relation to
the operation thereof, which, in the administrations opinion, were deemed not suitable for its
activities.

Consolidated financial statements at 31 December 2013 82


Salini S.p.A. Group

Near the end of 2010, therefore, the overall situation of the SUW Campania projects
continued to be somewhat complex, mainly due to the following situations:

a statement of income and financial position, which at the Group consolidated level
showed huge net receivables and claims for damages related mainly to the following
activities:

o construction of the Acerra plant, which, besides being one of the largest and
most modern waste incineration plants with energy recovery in the world, was
already fully functioning and productive without the company that built it
being recognised any compensation;

o repayment of costs not amortized yet of the former RDF plants which,
according to the provisions of the service contracts terminated by law in late
2005, were to be paid by the public authorities, which at that date had not
recognised them

o net receivables arising from the financial imbalance that progressively accrued
during both the contractual and transitional phases as a result, on the one hand,
of the defaults of the debtor public authorities and, on the other, the
impossibility of opposing such defaults in respect of third-party suppliers and
subcontractors of FIBE which was forced to further expose itself in order to
counter actions instrumentally taken by these entities also in bankruptcy
proceedings.

the protracted criminal litigation in which, though proceedings on the merits were
already in progress, the Group was still subject to relevant claims of a precautionary
nature by prosecutors, with all the operational and reputational consequences that this
entailed;

the continuation of both civil and administrative litigation, which, in spite of the
important rulings described above, did not yet allow for the determination of a precise
time-frame in which the legitimate claims made by the company in various capacities
could be met.

As of year-end 2010, however, there were some significant changes with regard to
aforementioned issued. Specifically, these were:

the dispute concerning the legitimate compensation due to FIBE for the construction
of the Acerra incinerator was largely completed at the end of 2011 and the final
payment for said plant, amounting to about 355 million, was received during 2012;

the criminal proceedings initiated in 2004, which had been matched by the concurrent
precautionary procedure that saw the Group subject to significant seizures of financial
resources since financial year 2007, were finally closed in the early part of 2012 with
the final exclusion of the applicability of the said measures, while in November 2013
the Court of Naples acquitted all the defendants involved. To date, the deadlines for an
appeal by the public prosecutor are still pending;

Consolidated financial statements at 31 December 2013 83


Salini S.p.A. Group

the dispute for the legitimate claims of FIBE for the repayment of costs incurred for
the construction of the former RDF plants and not amortized yet at the date of
termination of the service contracts (15 December 2005) was also closed with the
ruling of the Supreme Court in March 2013, which dismissed the appeal of the public
authorities, which were deemed to be the losing party by the State Council in 2012.
Although in this context enforcement proceedings started by FIBE are still pending to
achieve full compliance by the unsuccessful public authorities, during 2013 a total of
240 million were collected, of which about 204 million related to costs not
amortized at December 2005 and legal interest from said date equivalent to 35
million.

At year-end 2013, finally, the Groups financial position related to the SUW Campania
Projects, which are exhaustively discussed further below in the notes to the consolidated
financial statements for the year 2013, is mainly concentrated in net receivables items within
working capital, relating to FIBE claims under the contractual and transitional phases.

The rest of this chapter, in accordance with previous periodic financial disclosures of the
Group, is a description of the main pending disputes in order to complete the complex
operational framework that still characterises the Groups activities in the SUW Campania
Projects. In this context, despite having observed the significant and positive developments
briefly described above, the overall picture is still quite complicated.

This situation, though constituting an important factor for the Group as a consistent support of
the correctness of its actions at all levels of litigation still pending does not make it possible
though to rule out the risks linked to this complex set of proceedings, even though these can
be reasonably deemed overall as possible but not likely.

***

II. Pending disputes relating to the SUW Campania Projects


II.1 Administrative disputes

A) In October 2006, FIBE and FIBE Campania took legal action before the Lazio Regional
Administrative Court objecting to the commissioners failure to comply with its
obligations under Decree Law 245/2005 (converted into Law 21/2006), namely: (i)
recovery of outstanding amounts due by municipalities for waste disposal services 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.

Consolidated financial statements at 31 December 2013 84


Salini S.p.A. Group

After accepting the precautionary motion filed by FIBE and FIBE Campania (in the
ruling of 11 October 2006, confirmed by the State Council on 7 November 2006), in
ruling No. 3790 filed on 27 April 2007, the Regional Administrative Court of Lazio
stated that:
(i) FIBE and FIBE Campania effectively provided the waste disposal service under
the 2000 and 2001 contracts up until 15 December 2005 and had the right to
request completion of the procedure provided for under law for the collection of
outstanding receivables;
(ii) due to the termination by law of the service contracts, FIBE and FIBE Campania
as of 15 December 2005 merely provided the [waste disposal] service on behalf
of the commissioner and had definitively lost title thereto;
(iii) the commissioner was to complete the procedure aimed at meeting the companies
requests within 45 days;
(iv) in the case of ongoing default of the public authorities, an extraordinary
commissioner was appointed who was given an additional 45 days to act in their
lieu.
The commissioner appealed against this ruling with the Council of State, which rejected
the appeal in ruling No. 6057 of 28 November 2007, fully confirming the ruling of the
Lazio Regional Administrative Court.
As a result of the newly introduced regulations, the companies were no longer interested
in completing the procedure aimed at identifying the sites where to send the stabilised
organic fraction (SOF) and stockpiles generated by the RDF plants and preparing and
implementing a plant maintenance plan, given that these were to be transferred to the
relevant municipalities. However, they continue to be interested in completion of the
procedure for the recovery of their outstanding receivables for services provided until
31 December 2005.
The extraordinary commissioner appointed by the Regional Administrative Court to
recover the receivables due from public authorities of the Campania Region for the
waste disposal services provided until 15 December 2005, filed a first report in August
2009 and another one in June 2013 based on a more in-depth investigation into the
receivables by cross-checking the accounting records and documents submitted by the
parties. While recognising the receivables due to FIBE for the services provided under
the contract, the commissioner asked the Regional Administrative Court to evaluate the
claims made by the public authorities and to take the relevant decisions. During the
hearing to discuss these aspects on 4 December 2013, the Regional Administrative
Court adjourned the case to 25 June 2014.
B) The Lazio Regional Administrative Court confirmed the findings of its ruling No.
3790/2007 in ruling No. 7280 of 23 July 2008, reiterated by State Council ruling No.
6057/07, as confirmed and supplemented by the regulations implemented in the
meantime and by the said Decree Laws 90/08 and 107/08, converted into Law no.
123/08 et seq.

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This ruling, which became final due to the failure of the public authorities involved to
appeal, is very important for the companies because it provides an accurate
reconstruction of the role and responsibilities attributable to the former service
providers after 15 December 2005 mere executors of the commissioners orders
and to the commissioner who bore the sole responsibility for the waste disposal
service and coordination activities, required to identify the best solutions for waste
disposal. The ruling also established that all obligations imposed on the former service
providers by law ceased to exist on 31 December 2007, as the challenged extension
measures were in contrast with the previous regulations governing the conditions and
limits of the specific emergency measures. Moreover, the regulations implemented in
the meantime also affected the orders challenged, as such regulations were applicable to
past contractual relationships involving the companies, to which no further activities
are requested except for those to allow the provincial authorities and Armed Forces to
take over the management of the plants, staff and assets as well as transactions with
third parties. Given the above, the Regional Administrative Court concluded It can
logically be deducted that the appointed commissioner is required to meet the
obligations....
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 (so-called technical-operational
chief as per Prime Ministers Order No. 3705/2008 and the extraordinary
commissioners for the provinces) obliged the companies to re-acquire possession of
certain areas and stocking sites - which said parties had taken over in August 2008 - as
these were not deemed functional to running the service, requesting the concurrent
declaration of the non-existence of any obligation to manage the offices, sites and
plants used at any time as part of the integrated waste treatment system in Campania
for the companies in light of the regulations existing in the sector which fully regulated
the previous situations in full compliance with Lazio Regional Administrative Court
ruling No. 3790/2007, confirmed by the Council of State with ruling No. 6057/2007 and
Lazio Regional Administrative Court ruling No. 7280 of 23 July 2008 about the nature
of the relationships between the public authorities, FIBE and FIBE Campania and third
parties, and the obligations of public authorities to comply with the relevant provisions
in the above court ruling No. 3790/2007, confirmed by the Council of State with ruling
No. 6057/2007 and the Lazio Regional Administrative Court ruling no. 7280 of 23 July
2008 about the nature of the relationships between the public authorities, FIBE and
FIBE Campania and third parties.
Following the hearing of 19 January 2009, the Regional Administrative Court
suspended the enforceability of the challenged measures and by ruling No. 2357/09 on
13 March 2009 upheld the appeal made by FIBE and FIBE Campania, cancelling the
challenged measures.
The public authorities involved appealed against this ruling before the State Council on
8 July 2009. The companies appeared in court for the proceeding and lodged a counter-
appeal against the same ruling, requesting that the objections deemed to have been
covered by the first-instance hearing and specifically related to the lack of grounds
concerning the alleged inoperability of the sites for the purposes of the waste
management service, be examined and granted. They also requested that the objections
related to the non-existence of any obligation for them to manage the offices, sites and
plants used at any time for the integrated waste treatment system in Campania in line
with the sector regulations and to the existence of the public authorities obligation to
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comply with rulings of the Lazio Regional Administrative Court No. 3790/07,
confirmed by State Council ruling No. 6057/07 and Lazio Regional Administrative
Court ruling No. 7280 of 23 July 2008 about the nature of the relationships between the
public authorities, FIBE and FIBE Campania and third parties, be examined and granted
as well.
On 22 July 2009, the under-secretary of state notified FIBE and FIBE Campania
through the extraordinary commissioners of new orders to take over the above sites. The
companies appealed to the Regional Administrative Court also with respect to these
orders.
On 26 January 2010, the State Council issued ruling No. 290/2010 definitively
confirming the cancelling of the orders issued in December 2008, freeing FIBE from
any obligation to manage the sites which, according to the local public authorities, were
not suitable for their activities.
Specifically, this ruling analysed Prime Ministers Order No. 3693/2008 deeming that
the challenged orders were unlawful as they breached the relevant legislation due to the
erroneous valuation of the concept of the operability of the assets for the waste
management service.
The State Council based its assessment of the operability of the sites on Article
183.1.D) of Legislative Decree 152/2006, which expressly defines the concept of waste
management as the collection, transportation, recycling and disposal of waste, including
monitoring of these activities as well as of the landfill after it has been closed.
This led to confirmation of the operability of the assets, the return of which had been
ordered, for the waste management service as a whole; the challenged measures were
accordingly declared unlawful.
Despite this outcome, the party engaged under Law 26/2010 to manage the sites in the
Province of Caserta and, subsequently, the parties engaged to manage the sites in the
Provinces of Naples and Benevento commenced new proceedings to order FIBE S.p.A.
to take over the custody and costs for the sites.
The company lodged a motion for the repeal of this action with the relevant judicial
authority which was rejected on 25 October 2010. Following the request for
clarifications about the custody obligations, the Fifth Criminal Chamber of the Naples
Court stated in its order of 24 November 2010 that the official receiver has as its sole
scope and responsibility that of ensuring the integrity of the seals, the property under
seizure and to report any dangers to the judicial authority. This conclusion
corroborates the companys argument, supported by its legal advisors, that the official
receiver is exempt from any responsibility once it diligently and promptly informs the
relevant authority of any events that could in any way compromise the integrity of the
property under seizure and that the persons indicated as official receivers are behaving
in this way.
The civil proceedings before the Court of Naples initiated by S.A.P.NA. S.p.A., a local
company set up by the Naples provincial authorities, are part of this situation.
S.A.P.NA. S.p.A challenged its takeover of title to certain temporary and definitive
areas and stocking sites in roughly 40 proceedings. These areas and sites were the same
already found to be inoperable by the extraordinary commissioners in their measures of
December 2008 challenged by FIBE S.p.A. and which led to Lazio Regional
Administrative Court ruling No. 2357/09 and the State Council ruling No. 290/10.
S.A.P.NA. also requested it be reimbursed and held harmless by FIBE S.p.A. and/or the
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government commissioner from the operating costs incurred in the meantime and yet to
be incurred, including possible site reclamation.
FIBE S.p.A. appeared before court in the various proceedings, which are still ongoing.
D) FIBE and FIBE Campania appealed to the Lazio Regional Administrative Court again
on 30 April 2009 (RG no. 3770/2009) disputing the public authorities slowness in
completing the administrative procedures for the recording and recognition of the costs
incurred by the former service providers for the services provided as required by law
and the work ordered by the local public authorities and carried out by the companies
during the transition period (16 December 2005 - 31 December 2007). They requested
the Court to declare the unlawfulness of this silence and verify the local public
authorities obligation to finalise the procedure in a suitable time-frame, with the
concurrent appointment of an extraordinary commissioner who would take the measures
required of the defaulting public authorities, should the latter fail to act within the set
time-frame. At the conclusion of the hearing of 24 June 2009, the Court stated the
appeal was inadmissible in ruling No. 7070/2009 and that with respect to the checks
into financial claims, even if based on obligations undertaken by law, the companies
should not have followed the special silence procedure, but should have lodged a
specific action for declaration and satisfaction with the Court on an exclusive
jurisdiction basis.
In light of this, the companies filed a new appeal with the Lazio Regional
Administrative Court (RG no. 7338/2009), which had exclusive jurisdiction pursuant to
article 4 of Decree Law No. 90/2008, for the issue of the necessary declaration and
satisfaction orders against the local public authorities, including on an admonitory basis.
The admonitory motion was quashed as the Court did not accept the assumptions for
issue of a court order. The merits hearing is yet to be held. Pending a date for the said
hearing, a preliminary motion was notified and subsequently filed on 8 April 2010 for
the appointment of a court-appointed expert who, after examining the documentation
presented, should identify the amount of:
a) the sum due by the local public authorities for the management activities reported
by the companies from 16 December 2005;
b) the amount already paid by the local public authorities for this service;
c) the amount payable, already checked and acknowledged but not yet paid by the
local public authorities as per the administrative measures already issued and
added to the court records;
d) the amount not yet checked or paid by the local public authorities for the services
reported by the companies;
e) the amount due by public local authorities for the services awarded to the
companies and provided by them since 16 December 2005;
f) the amount already paid by the local public authorities for the services as per
item e);
g) the amount payable, already checked and acknowledged but not yet paid by the
local public authorities as per the administrative measures already issued and
added to the court records;
h) the amount payable not yet checked or paid by local public authorities for the
requested services provided by FIBE S.p.A. and FIBE Campania S.p.A., based on
the documentation added to the court records;
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i) the appointed expert should, based on the verification of the above documents,
identify and specify the amount due by local public authorities for all the activities
imposed on and carried out by FIBE S.p.A. and FIBE Campania S.p.A.in favour
of such pubic authorities, starting from 16 December 2005, net of the amount
already paid for such services and to any other issue that this court will consider.
The companies lodged a specific motion for the timely setting of the related hearing,
after which the Regional Administrative Court issued interim ruling No. 3669 ordering
that the checks of the accounting documentation submitted for reporting purposes be
carried out to ascertain if the claims made in court were grounded. It has reserved to
hand down its decision at the end of procedure. Accordingly, the Court requested that
La Sapienza Rome University carry out the check based on the questions posed in the
ruling. A partial appraisal was filed on 29 January 2013 covering the period from 15
December 2005 to 31 December 2006 and an extension was requested for the filing of
the final appraisal for all the periods considered. The extension was granted until 31
March 2014.
E) With their appeal notified on 18 May 2009 (RG No. 4189/09), the companies
challenged Prime Ministers Order No. 3748/09 before the Lazio Regional
Administrative Court whereby only waste 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. A date for the related hearing is yet to
be set.
While they are convinced that the obligation to dispose of the bales produced and stored
in Campania (regardless of the solution chosen by the local public authorities for which
waste was to be disposed of first) lies solely with the municipalities, the companies have
prudently lodged an appeal against this order with the Lazio Regional Administrative
Court in Rome.
F) The Lazio Regional Administrative Court issued ruling No. 3886 on 5 May 2011 on
FIBEs appeal (RG No. 9942/2009) for the local public authorities non-payment of
FIBEs non-amortised costs at 15 December 2005 for the Campania RDF plants. It
upheld FIBEs appeal and ordered the local public authorities to pay FIBE
204,742,665.00 plus legal and default interest from 15 December 2005 until
settlement. This ruling correctly reconstructs the transactions between the parties as per
the contractual terms and legislation of reference. It confirms that the local public
authorities took over the RDF plants as a result of termination of the service contracts
and are therefore obliged to pay the former service providers the non-amortised costs at
the contract termination date (15 December 2005) as expressly stated by the local public
authorities. The Regional Administrative Court based its quantification of the claim on
FIBEs accounting figures and the considerations set out by the local public authorities
in the previous calls to tender for the service.
The local public authorities lodged an appeal against the ruling, which was filed on 11
July 2011. The appeal (R.G. 6313/11) was heard on 13 December 2011 after which the
State Council rejected it with its ruling No. 868/2012 filed on 20 February 2012 and
ordered that the parties bear their own legal costs.
The public prosecutor lodged an appeal with the Supreme Court against the State
Councils ruling, alleging that the administrative judge lacked jurisdiction. FIBE, in
turn, filed a statement of defence and a counterclaim challenging the public local
authorities arguments and appealing against the State Councils ruling with its
counterclaim in the part in which it holds that it had first to rule about jurisdiction
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(though favourable) rather than acknowledging the tardiness of the appeal and,
therefore, invalidating it. The public prosecutor then presented its statement of defence
to FIBEs counterclaim. The Supreme Court rejected the public prosecutors motion in
the hearing of 6 March 2013. FIBE thus commenced the enforcement action aimed at
the compulsory recovery of the entire amount ordered. The public prosecutor appealed
against enforcement with a suspension request, which was discussed at the hearing of 9
July 2013. The enforcement judge of the Rome Court ordered that FIBE be paid
240,547,560.96 with its orders of 24 July 2013 to cover the receivables for principal
and legal interest. The judge also suspended the enforcement procedure for the
additional interest requested and set a deadline of 30 November 2013 for the merits
ruling about the opposition.
Both parties therefore initiated proceedings on the merits and at the hearing on 3
February 2014 the court declared the absence of the Presidency of the Council of
Ministers, and set a deadline on February 21st for the production of a certificate
attesting the non filing of the summons brought by the Presidency of the Council of
Ministers with the date set (in the summons) on February 10th.
Anyhow, the court stated that if this second appeal were filed, the two cases would be
joined.
G) The Campania Regional Administrative Court handed down order No. 292 of 23
February 2012 rejecting appeal RG No. 301/2012 lodged by S.A.P.NA. S.p.A. for the
suspension of the ministerial measure which requested that the local company submit
the results of the characterisation plan and implementation of urgent safety measures for
the contaminated groundwater at the Settecainati landfill (Municipality of Giugliano)
owned by FIBE S.p.A. The local company sued FIBE for its alleged liability for the
contamination and its obligation to characterise and implement urgent safety measures.
The court order included S.A.P.NA.s obligation to pay the precautionary court costs.
The date for the merits hearing has not yet been set. S.A.P.NA. challenged (appeal No.
RG 3247/2012) Campania Regional Administrative Court order No. 292/2012 before
the State Council, which confirmed first instance ruling No. 1968 of 23 May 2012. Each
party bore its own legal costs.
H) Lazio Regional Administrative Court ruling No. 5831 of 26 June 2012 stated the lack of
its jurisdiction in favour of the Court of Public Waters with respect to the appeal RG no.
7434/2008 and subsequent additional grounds lodged by Fibe s.p.a. in which the latter
requested the annulment of the commissioners and ministerial measures ordering the
communication of the results of the surface and groundwater characterisation plan and
urgent safety measures failing which the substitute powers to address the damage
would be activated -, as well as the recognition of the real cost and the inspection and
repair of the environmental damage at the landfill in Cava Giuliani in the Municipality
of Giugliano. The lack of jurisdiction of the Regional Administrative Court was stated
in favour of the Court of Public Waters, as the measures were considered administrative
measures covering public waters. The ruling was reinstated before the Court of Public
Waters which adjourned the hearing to 9 October 2013. After an agreement with the
government commissioner of 9 September 2013 covering the characterisation of the
Cava Giuliana landfill, the hearing was adjourned to 25 June 2014.

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I) Lazio Regional Administrative Court ruling No. 6033/2012, published on 3 July 2012
and notified on 13 September 2012, joined and rejected appeals Nos. RG 10397/2007,
10398/2007 and 2770/2012 and related additional grounds lodged by FIBE for the
cancellation of the commissioners and ministerial measures requiring the
characterisation plan and urgent safety measures, under penalty that procedures to
address the damage be initiated for the Pontericcio site, the RDF production plant and
stocking site and the Cava Giuliani site and stocking site.
The company appealed against this ruling with the State Council (RG no. 7313/2012) as
it would appear to be tainted by the obvious misrepresentation of the facts as it is based
on contamination at a site other than those referred to in the ruling. Reference is
mistakenly made to contamination at the landfill in Cava Giuliani (as shown in the
court-appointed experts report to the Naples public prosecutor, drawn up for criminal
proceedings RGNR No. 15968/2008), appealed against with motion RG no. 7434/2008
(see letter I) above). On 21 November 2012, the State Council rejected FIBEs
precautionary motion for suspension of the execution of the ruling. A date for the merits
hearing has not been set yet.
Following rejection of the precautionary motion of ruling No. 6033/2012, FIBE decided
to inform the Ministry for the Environment and the other relevant authorities of its
willingness to voluntarily execute this ruling in its communication of 13 December
2012, requesting that a meeting be set to draw up an agreement to stipulate the relevant
terms. It took this decision partly to prevent the possible commission of the crime of
non-reclamation and the companys liability pursuant to Legislative Decree No.
231/2001 and based on the government commissioners communication as per order
No. 3849/2010 and following orders for the agreement in itinere of the contract for the
characterisation of the areas in Pontericcio and Cava Giuliani with Sogesid S.p.A.,
covered by ruling No. 6033/2012 and appeal No. 36/2013 with the Court of Public
Waters. However, it did not admit any liability as the merits hearing has yet to be held
and it also reserved the right to recover the costs of executing the ruling. This agreement
was signed by FIBE and the government commissioner on 9 September 2013, whereby
FIBE accepted the government commissioners requests about the characterisation and
environmental surveys, excluding any liability about possible issues that may arise
during such surveys. FIBE confirms that it is proceeding in this sense solely to comply
with Regional Administrative Court ruling No. 6033/2012 referred to above.

***
II.2 CIVIL LITIGATION
The government commissioner served a writ in May 2005 requesting compensation from
FIBE, FIBE Campania and FISIA Italimpianti for alleged damages of approximately 43
million. During the hearing, the commissioner raised its claims to over 700 million, further
to the additional claim for damage to its reputation, calculated to be 1 billion.

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The companies appeared before court to challenge 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 more than 650 million, plus another
claim for damage to their reputation of 1.5 billion. They also complained about the
significant delay (compared to that provided for in the 2000 and 2001 contracts) in the issue
of the authorisations required to build the waste-to-energy plants and the related delay in the
construction thereof. These delays led to both the lengthening of the temporary stocking
periods of the produced eco-bales and an increase in the stocked ecobales with the related
need to find bigger stocking areas, thereby forcing FIBE and FIBE Campania to incur greater
costs.
In the same proceeding, the banks that issued FIBE and FIBE Campanias performance bonds
in favour of the government commissioner also requested that the commissioners claim be
rejected. In addition, they requested to be held harmless by Impregilo from the
commissioners claims. Impregilo appeared before the court and challenged the banks
requests.
The hearing was finalised with ruling No. 4253 of 11 April 2011 confirming the
administrative courts jurisdiction rather than that of the ordinary court. The public prosecutor
appealed against this ruling and FIBE appeared accordingly before the court in the related
case (RG No. 686/12). The specification hearing before the Appeal Court of Naples is set for
11 December 2014.
With the resumption statement of 1 August 2012, the Ministry for Justice and Cassa delle
Ammende resumed proceedings for enforcement of the sureties totalling 13,000,000.00
before the Court of Milan. These sureties had been given by certain major banks to guarantee
execution of the measures imposed by the Public prosecutor of Naples as part of the seizure of
the RDF plants.
The group companies appeared before the Court of Milan (RG No. 57109/2012) challenging
the grounds of the claims, alleging, inter alia, the invalidity of the policy as it was activated
after its expiry date and the lack of grounds for its enforcement. In turn, they summoned the
government commissioner.
At the first hearing of 17 January 2013, the proceeding was deferred to 5 December 2013 for
the specification hearing, during which the final judgement was further delayed.
Finally, at civil law level, the public authorities have recently commenced proceedings
challenging FIBEs operations with respect to the complex situation of receivables and
payables arising from the contractual phase. Although these are separate from the other
proceedings described above, they refer to the same claims filed by FIBE in the administrative
courts for which the extraordinary commissioner is still taking action (see item II.1.A above).
Accordingly and assisted by the groups legal advisors, FIBEs fully compliant conduct
during the contractual phase can be reasonably confirmed and the risk of a negative outcome
in these proceedings is a mere possibility.
The companys legal advisors hold that the local public authorities claims can reasonably be
challenged considering the counterclaims and, moreover, the admissibility of legal
compensation given the circumstances.

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Finally, FS Logistica (formerly Ecolog) has a pending payment order opposition proceeding
vis--vis the Office of the President of the Council of Ministers for the payment of the fees for
the 2001-2008 assignment made by the then government commissioner to transport waste
abroad. FS Logistica motion for payment was addressed to the Office of the President of the
Council of Ministers, which, in turn, filed action in warranty against FIBE. The latter, inter
alia, firstly objected to the correspondence of the action in warranty with that already part of
the case commenced by the Office of the President of the Council of Ministers/government
commissioner before the Court of Naples and settled with ruling No. 4253/11, finding lack of
jurisdiction (see above) and, with respect to the counterclaims made by the Office of the
President of the Council of Ministers, noted both their inadmissibility due to their complete
inconsistency with the claims originally made by FS Logistica and the fact that these claims
had already been filed by the Office of the President of the Council of Ministers in many other
pending disputes.
The judge, following the hearing on 11 July 2013, adjourned the proceedings to the hearing
on 24 January 2014 where he admitted court-appointed experts only in relation to the claims
of FS Logistica vis--vis Office of the President of the Council of Ministers and forming the
subject of the injunction.

***
II.3 CRIMINAL 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 legal entities related to
the alleged administrative crime pursuant to Article 24 of Legislative Decree 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 Criminal 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 indictment made by the public prosecutor.
The Court accepted the objections proposed by the companies defence and declared the
unlawfulness of the civil parties claims against the bodies involved pursuant to Legislative
Decree 231/2001. Therefore, all their claims made in the preliminary hearing were found to
be inadmissible.
Moreover, the public prosecutors Messrs. Noviello and Sirleo presented an additional charge
pursuant to Article 517 of the Italian Code of Criminal Procedure in the hearing of 15 June
2011, against individuals only, for the crime as per Article 110 of the Criminal Code, article
81, second paragraph of the Criminal Code and Article 53-bis of Legislative Decree 22/97,
now Article 260 of Legislative Decree 152/06.
The public prosecutor requested the following precautionary measures relating to:
assets, pursuant to article 19 of Legislative Decree 231/2001 (seizure of: RDF
production plants; Acerra waste-to-energy plant; approximately 43 million belonging
to Impregilo group companies; receivables of about 109 million due to FIBE and FIBE
Campania from municipalities in the Campania Region); and

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interdiction, pursuant to Article 9 of Legislative Decree 231/2001 (or: ban on


negotiating with public bodies; exclusion from subsidies, loans and similar aid; ban on
advertising goods and services).
In its ruling of 26 June 2007, the Judge for the Preliminary Investigation ordered the
precautionary seizure of the profit from the alleged crime, estimated to amount to about 750
million; specifically, the Judge ordered the precautionary seizure of:
A) 53,000,000.00, equal to the amount paid in advance by the commissioner to build the
plants in provinces other than Naples;
B) the total amount of 301,641,238.98 for the regularly collected waste tariffs;
C) certain, liquid and due receivables amounting to 141,701,456.56 due from the
municipalities and not yet collected;
D) the expenses incurred by the commissioner for the disposal of the SUW and related
processing downstream of the RDF plants amounting to 99,092,457.23;
E) 51,645,689.90 equivalent to the missing guarantee deposit, payment of which had been
agreed to guarantee proper compliance with contractual obligations;
F) amounts received as premiums for the collection service performed on behalf of the
commissioner and municipalities to be determined upon enforcement;
G) 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 precautionary proceedings, commenced with the above orders, lasted nearly five years
and have finally been settled with no consequences for the Group in May 2012 when the final
ruling taken by the Supreme Court (Sixth Criminal Chamber) denied the existence of new
evidence that would overturn the final judgement passed down by the same Supreme Court
(Second Chamber) on 16 April 2009 about the public prosecutors precautionary requests
related to the tariffs.
On 4 November 2013, the Court of Naples issued an order by which all the defendants were
acquitted in the broadest terms, the seizure of the storage sites was repealed, and these were
returned to the provincial authorities having territorial jurisdiction. On 1 February 2014, the
articulated acquittal ruling (consisting of 265 pages) was filed and the deadline for any appeal
by the Public Prosecutor is expected to expire on 21 March 2014.

***

During 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 termination by law 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 commissioners office.

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As part of this inquiry, the former service providers and FISIA Italimpianti were once again
charged with the administrative liability of legal entities under Legislative Decree 231/01. The
related acts describe how this is both a continuation of the previous investigations and a
separate proceeding based on new allegations.
The preliminary hearing was concluded on 29 January 2009 with all the defendants being
arraigned for trial. In the pre-trial hearing, the civil actions brought against the legal entities
were found to be inadmissible. Moreover, on 16 December 2009, the Court of Naples
declined its jurisdiction and ordered that the documents be transferred to the Rome public
prosecutor. The Court of Rome set the date for the preliminary hearing on 27 October 2010
when it was adjourned by the Judge for the Preliminary Hearing to 13 December 2010 due to
the erroneous service of the writ about the hearing to legal counsel of FIBE S.p.A. At the next
hearing of 10 January 2011, the Judge for the Preliminary Hearing at the Court of Rome
cancelled certain charges filed against the chief executive officer in office when the events
took place and adjourned the hearing to 23 March 2011, which was adjourned again to 21
September 2011, then to 14 December 2011 and finally to 28 March 2012. The Judge deferred
the decision about the conflict in jurisdiction and the other individual positions and other
charges to the Supreme Court, holding the Court of Naples competent to decide on these
positions. The related hearing before the First Chamber of the Supreme Court was held on 6
July 2011. However, the First Chamber deferred the case, awaiting to know the opinion of the
Joint Chambers of the Court of Cassation. However, following the decision of the Chief
Justice of the Supreme Court, the similar issue related though to another matter was not
heard by the Joint Chambers and, therefore, the Second Chamber of the Supreme Court
handed down its judgement and ruled that the Judge for the Preliminary Hearing at the Court
of Rome was competent to judge on all the charges for all the defendants on 2 March 2012.
Therefore, the proceeding was to be recommenced with a preliminary hearing before the
Judge in Rome on 16 May 2012, which was then adjourned to 26 September 2012 as the case
was assigned to another Judge for the Preliminary Hearing replacing Mr. Mancinetti who had
been transferred to another position.
On 26 September 2012, the new Judge, Mr. Saulino, took over the different parts of the
proceeding and set the dates for the extraordinary hearings on 10 and 31 January 2013 and 14
March 2013.
Following these hearings, during which certain defendants made voluntary statements, the
Judge for the Preliminary Hearing stated the inadmissibility of the sole party that had brought
a civil action in the criminal proceeding. The public prosecutor requested that all the
defendants and legal entities involved be arraigned for trial pursuant to Legislative Decree
231/2011.
The hearings of 14 and 21 March 2013 were held to hear the defence counsels statement and
to hand down a ruling, respectively.
Following this hearing, the Judge for the Preliminary Hearing ordered that all the defendants
and legal entities involved pursuant to Legislative Decree 231/2001 be arraigned for trial for
all charges before the Court of Rome on 16 July 2013.

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During this hearing, the Court of Rome noted that many defendants had not received the
summons and accordingly adjourned the hearing to 1 April 2014.
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 21/2006
but were carried out merely on behalf of the commissioner (see the rulings of the Lazio
Regional Administrative Court and State Council in paragraph II.A.).
In January 2011, FIBE joined proceeding No. 61604/10 RGNR as an injured party against MP
Nicola Cosentino at the Court of Santa Maria Capua Vetere. The allegation to be examined
during the trial, which legitimises FIBEs position as an injured party is that Mr. Cosentino
contributed significantly to the planning and implementation of the project aimed -
especially through the consortium company [], the consortium [] and other consortia in
the Province of Caserta controlled by him - at setting up a competitive integrated cycle in
Campania to compete with that lawfully managed by FIBE-FISIA Italimpianti, thus
boycotting the latter two companies in order to take over the entire management of the
related financial cycle and create an unlawful independent management at provincial level
(i.e., local management of the waste disposal cycle, directly managing the landfills, where the
waste is stored, taking action to build and manage a waste-to-energy plant and manipulating
the activities of the government commissioner for the waste emergency).
On 27 January 2011, an order for immediate judgement was issued against the defendant and
FIBE was specifically identified as an injured party. As already disclosed, this proceeding is
at the trial stage.
On 23 December 2011, as the party involved pursuant to Legislative Decree 231/01, FIBE
S.p.A. was notified of the completion of the preliminary investigations related to another
investigation by the Naples public prosecutor. The allegation relates to charges under Article
24 of Legislative Decree 231/01 relating to the committing of the crime covered and punished
by Article 81, paragraph 2, and articles 110 and 640, para. 1 and 2, of the Criminal Code
committed jointly and with the prior agreement of the defendants (individuals) and other
parties to be identified with respect to management of the urban waste water purification
service using purification systems.
Specifically, certain individuals working in the commissioners organisation and for FIBE
S.p.A. allegedly actively encouraged and induced other accomplices to implement stratagems
and tricks to
hide and conceal the extremely poor management of the above purification systems.
FIBE S.p.A. is accused as it has allegedly presented documents reporting among the other
items related to the elimination of SUW the cost of transferring leachate, while not
mentioning why the leachate had been transferred to plants that did not have the necessary
legal authorisation, technical qualifications and residual purification capacity.
The public prosecutor will probably request that the Judge for the Preliminary Hearing at the
Court of Naples hear the case. However, as it relates to events challenged in the period after
the contracts were terminated, when the companies activities were not solely specifically
covered by Law 21/2006 but also carried out on behalf of the commissioner, FIBE is fully
convinced that it acted in accordance with the law.

***

Consolidated financial statements at 31 December 2013 96


Salini S.p.A. Group

III. DIRECTORS CONSIDERATIONS ABOUT THE SITUATION AT 31 DECEMBER 2013


The Groups overall situation with respect to the SUW Campania projects at 31 December
2013 continues to be extremely complex and uncertain (as can be seen from the wealth of the
above information).
The rulings of the administrative courts on the claims about the costs of the RDF plants not
yet depreciated at the termination date of the service contract (15 December 2005), which
have become final following the Supreme Courts ruling as illustrated above, are positive and
important, as they support the Groups argument that it has acted correctly and its related
assessments made to date. In this context, the impairments which in previous years had been
made to the total value of claims for damages relating RDF plants totalling 91.1 million were
issued and the resulting positive economic effects, together with the interest component
recognised by the enforcing Judge with the decision of July 24th, net of related tax effects,
were recorded in the results of discontinued operations.
The conclusion of the first degree of the criminal proceedings at the Court of Naples with a
full acquittal of both the natural and legal persons involved because the fact does not
subsist, and the articulated reasons filed on 1 February 2014 in which the judges state: The
disastrous attempt to dispose of waste in Campania was not a result of unlawful conduct of
the defendants, of technical competence, or of disorganization in the management of the
plants and again what did not work were not the plants but the fact that the waste cycle, as
had been organically and effectively conceived, was not fully in place being stunted both in
the initial phase, i.e., waste sorting, and especially in the final one, since the incinerators at
Acerra and Santa Maria La Fossa had not been built reinforce the belief, supported by the
opinions of the companys legal advisors, which the various proceedings still pending in
several courts of law (administrative, criminal and civil) will show the correctness of the
activities carried out. Considering the recent decisions handed down by the administrative
courts concerning the areas in the Municipality of Giugliano are still pending with respect to
their merits, and for which the assessment of the risk of being the losing party, with the
support of FIBEs legal advisors in the relevant disputes, is deemed as merely possible, the
exact timing of when the various proceedings will be closed cannot yet be established
precisely.
Given the complexity and range of the different litigation proceedings disclosed in the
previous sections, the Group cannot exclude that events may arise in the future that cannot
currently be foreseen, which might require changes to these assessments.

Consolidated financial statements at 31 December 2013 97


Salini S.p.A. Group

Salini S.p.A.
Introduction

A brief analysis follows below of the separate financial statements at 31 December 2013 of
the parent company Salini SpA prepared in accordance with International Financial
Reporting Standards adopted by the European Union. In accordance with the provisions of
IFRS 1, data for financial year 2012 were restated pursuant to the provisions of the
International Accounting Standards.

Summary of financial information and other information concerning operations

Salini S.p.A.s separate financial statements for financial year 2013, which are submitted for
the approval of the Shareholders Meeting, show pre-tax profit of 415.6 million and net
profit of 419.1 million, with a value of production of 769 million.
Pre-tax profit was greatly affected by financial activities, which, as well as reflecting the costs
sustained in supporting production activities and investments and the results of foreign
exchange losses, shows the positive effect, equal to 534 million, of the dividend distribution
made by the subsidiary Impregilo S.p.A.
Profit margins, though in the presence of significant non-recurring costs incurred for the
completion of the public tender offer and calculated in an amount of about 35 million,
represent levels of excellence, with EBITDA of 55 million, equivalent to 7. 2% of total
revenues.
The net financial position amounted to (726) million after making significant investments for
the control of Impregilo S.p.A. and covering the ordinary operations of the Group, and was in
line with the managements forecasts.

Reclassified income statement

(Values in /000) December 2013 December 2012


Revenues 757,429 98.5% 686,054 92.0%
Other revenues 11,574 1.5% 59,715 8.0%
Total Revenues 769,003 100.0% 745,769 100.0%
Costs of production (608,210) 79.1% (578,184) 77.5%
Value added 160,793 20.9% 167,585 22.5%
Personnel costs (97,914) 12.7% (82,157) 11.0%
Other operating costs (7,848) 1.0% (8,021) 1.1%
EBITDA 55,031 7.2% 77,407 10.4%
Depreciation and amortisation (60,322) 7.8% (47,998) 6.4%
Allocation to provisions 0 0.0% 0 0.0%
Write-downs (6,436) 0.8% (1,174) 0.2%
(Capitalised costs) 0 0.0% 0 0.0%
EBIT (11,728) 1.5% 28,235 3.8%
Total net financial and investment income 427,364 55.6% 22,890 3.1%
Pre-tax profit/(loss) 415,637 54.0% 51,125 6.9%
Taxes 3,488 0.5% (16,791) 2.3%
Net Profit 419,125 54.5% 34,334 4.6%

Consolidated financial statements at 31 December 2013 98


Salini S.p.A. Group

Economic and operating performance

Key consolidated income figures /000 31-Dec-13 31-Dec-12


Total Revenues 769,003 745,769
EBITDA 55,031 77,407
EBIT (11,728) 28,235
EBT 415,637 51,125
Net Profit 419,125 34,334
Net profit/Total Revenues 54.5% 4.6%

Production

At 31 December 2013 the total revenues of Salini S.p.A. stood at 769 million, with foreign
projects accounting for 93%.
Operating revenues amounted to 757.4 million, accounting for 98.5% of turnover.
The Ethiopian hydroelectric projects, Gibe III and Grand Ethiopian Renaissance Dam, as well
as the Kyzilorda road project in Kazakhstan, provided a significant contribution to this result.

Operating revenues by geographical area


(/000) 31-Dec-13 % 31-Dec-12 %
Italy 54,989 7% 95,402 14%
EU (excluding Italy) 648 0% - 0%
Non-EU 448 0% - 0%
Asia 92,370 12% 158,941 23%
Africa 608,338 80% 431,711 63%
America 636 0% - 0%
TOTAL OPERATING REVENUES 757,429 100% 686,054 100%

The dams and hydroelectric plants sector was the most significant, where, with the substantial
contribution from the above-mentioned Gibe III and Grand Ethiopian Renaissance Dam
projects, revenues accrued represented 78% of the annual total.

The performance of the roads and motorways segment was also extremely significant, mainly
due to the full operation of the lots for the reconstruction of the Western Europe - Western
China International Transit Corridor in Kazakhstan and the works on the construction of the
section of motorway R881 Comprehensive Improvements of the Parallel Roads in Dubai.

Other non-operating revenues, amounting to 11.6 million, relate essentially to the provision
of goods and services which, by their very nature, are not part of the core business and to
services provided to the Group (e.g. technical and administrative services, transfers of
materials and insurance reimbursements).

Consolidated financial statements at 31 December 2013 99


Salini S.p.A. Group

Costs

Direct production costs stand at 608.2 million and account for 79.1% of total revenues.
Service costs, which represent the direct cost with a greater weighting, refer mainly to
expenses incurred to support production volumes and, net of the ancillary costs (amounting to
about 35 million) incurred for the public tender offer for Impregilo, are proportional to the
growth in turnover.
Personnel costs, equivalent to 97.9 million, absorbed 12.7% of the value of production and
were essentially in line with the figures at Group level.

Results of operations

Results of operations reflected the comments made in the previous paragraphs.


In particular, the profit margins were significantly affected by the costs incurred for the
acquisition of control of the subsidiary Impregilo SpA, whose benefits became visible only in
EBT through the receipt of dividends amounting to approximately 534 million.

Total net financial and investment income

The net financial and investment income, equivalent to 427.4 million, was mainly impacted
by:
distribution of dividends by the subsidiary Impregilo S.p.A. totalling approximately
534 million;
impairment test conducted by the subsidiary Todini Costruzioni Generali S.p.A. to
assess its current ability to generate cash flows in accordance with IFRS 36. The
comparison between the value in use and the overall investment of the Company in
Todini Costruzioni Generali S.p.A. resulted in an impairment loss of 69 million,
resulting in a write-down of the carrying amount of the investment (35.2 million) and
recognition in the provision for risks of investment losses of an additional amount of
33.8 million. For more details on the impairment tests criteria and calculation
methods, refer to the relevant section of the notes to the financial statements;
financial expenses incurred to obtain the cash necessary to carry out the takeover bid
for Impregilo equivalent to about 35 million.

Result for the period

EBT (pre-tax profit) amounted to 415.6 million, or 54% of total revenues.


The provision for taxes for the year includes a current portion of (8.9) million and a portion
for deferred taxes of 12.4 million.
For additional information on the calculation of taxes, please see the details in the dedicated
section Income taxes E22 of the explanatory notes to the financial statements.

Consolidated financial statements at 31 December 2013 100


Salini S.p.A. Group

Reclassified statement of financial position

(Values in /000) December 2013 December 2012 Change % Change

Intangible fixed assets 161 255 (93) -36.6%


Tangible fixed assets 224,636 208,488 16,148 7.7%
Equity investments 1,295,909 357,114 938,795 n.s.
Other fixed assets 4,427 4,402 25 0.6%
Total fixed assets (A) 1,525,133 570,259 954,874 n.s.
Inventories 132,133 111,446 20,687 18.6%
Amounts due from clients 251,391 227,617 23,774 10.4%
Amounts due to clients (557,598) (549,236) (8,362) 1.5%
Trade receivables 306,527 193,945 112,582 58.0%
Other assets 71,510 80,875 (9,365) -11.6%
Tax assets (liabilities) 25,952 (141) 26,093 n.s.
Subtotal 229,916 64,506 165,410 n.s.
Trade payables (280,712) (264,423) (16,289) 6.2%
Other liabilities (32,938) (42,346) 9,408 n.s.
Subtotal (313,649) (306,769) (6,881) 4.8%
Operating working capital (B) (83,734) (242,263) 158,529 n.s.
Non-current assets held for sale (C) 0
Non-current liabilities held for sale (D) 0
Employee benefits (1,856) (1,861) 5 -0.2%
Provisions for risks and charges (41,512) (8,852) (32,659) 368.9%
Total reserves (C) (43,368) (10,713) (32,655) 305%
Total uses (D=A+B+C) 1,398,032 317,283 1,080,748 n.s.
Cash and cash equivalents 49,904 71,632 (21,729) -30.3%
Current financial assets 447,929 241,848 206,082 85.2%
Non-current financial assets 4,350 4,358 (8) -0.2%
Current financial liabilities (222,835) (101,885) (120,951) n.s.
Non-current financial liabilities (1,005,374) (272,034) (733,340) n.s.
Net financial payables/receivables (726,026) (56,080) (669,946) n.s.
Shareholders equity 672,006 261,203 410,803 n.s.
Minority interests 0 n.s.
Shareholders Equity 672,006 261,203 410,803 n.s.
Total Sources 1,398,032 317,283 1,080,748 n.s.

Fixed assets stood at 1,525.1 million and mainly comprised the value of the equity
investment in Impregilo S.p.A. of approximately 1,253.3 million and the technical
equipment at work sites, representing 15% of total fixed assets.

Net invested capital, amounting to 1,398 million, in addition to the strategic investment in
the subsidiary Impregilo, reflected the evolving trend in production revenues, whose growing
importance impacted cash flow uses and, more in general, the Companys capital structure in
a balanced manner.

Consolidated financial statements at 31 December 2013 101


Salini S.p.A. Group

Net financial position

31-Dec-13 31-Dec-12 Change


Cash and cash equivalents 49,904 71,632 (21,729)
Current financial assets 447,929 241,848 206,082
Current financial liabilities (222,835) (101,885) (120,951)
Total current position 274,998 211,596 63,402
Non-current financial assets 4,350 4,358 (8)
Non-current financial liabilities (1,005,374) (272,034) (733,340)
Total non-current position (1,001,024) (267,676) (733,348)
Net financial position (726,026) (56,080) (669,946)

The net financial position at 31 December 2013 stood at (726) million and included the
result of investments planned to support the growth in contract production volumes and to
continue with the Campione Nazionale, project completed through the acquisition of control
of Impregilo S.p.A.

Specifically, the balance of non-current financial liabilities was mainly composed of an


unsecured term loan facility of approximately 354 million with a three-year maturity, signed
on 10 December 2013 to refinance the remaining portion of the debt incurred for the public
tender offer for the subsidiary Impregilo S.p.A. and the liabilities related to the issue of the
bond in July for a nominal amount of 400 million maturing in 2018.
These transactions, together with the signing of a revolving unsecured line amounting to 100
million with a 3-year maturity and not yet used at the balance sheet date, shifted the mix of
maturities toward the long term, increasing the cash flow elasticity and financial flexibility.

Consolidated financial statements at 31 December 2013 102


Salini S.p.A. Group

OTHER INFORMATION

Consolidated financial statements at 31 December 2013 103


Salini S.p.A. Group

Treasury shares
The Company held no treasury shares at 31 December 2013.

Management and coordination


Salini S.p.A. is managed and coordinated by its sole shareholder, Salini Costruttori S.p.A.
Relations with the parent company and with other companies subject to the same management
and coordination activities, including Todini Costruzioni Generali, Co.Ge.Ma S.p.A., Metro
B1 S.c.a.r.l. and Rimati S.c.a.r.l., are part of the companys ordinary business and have been
conducted at arms length conditions.

The management and coordination activities of Salini Costruttori S.p.A. did not have any
significant effect on the results for the year.
Relations established refer almost exclusively to the centralised cash management conducted
by Salini S.p.A. for the Salini Costruttori Group in order to optimise financial resources. This
service generated financial income in the Companys income statement of approximately 6.3
million.

For details of the nature and value of more significant transactions with other companies
subject to the same management and coordination activities, refer to the section in the notes to
the financial statements on related parties, with the exception of relations with subsidiary
Todini Costruzioni Generali, which are summarised below:

REVENUES

Financial revenues for centralised cash management, equal to 8.9 million;


Coordination activities for services such as engineering and procurement, legal
services, overseeing human resources and general and administrative services, equal to
7.0 million.

EXPENSES

Administrative and technical service activities amounting to 2.0 million

Statutory audit
The Independent Auditors, Reconta Ernst & Young S.p.A., were appointed to perform the
statutory audit and verification activities, as set forth in Article 14 of Legislative Decree
39/2010.

Consolidated financial statements at 31 December 2013 104


Salini S.p.A. Group

Judicial proceedings concerning the subsidiary Impregilo S.p.A.


Judicial investigations - Court of Milan (proceedings commenced at the Court of
Monza)
Following the proceedings initiated by the public prosecutor at the Court of Monza for crimes
under Articles 81 and 110 of the Criminal Code and Articles 2621 and 2637 of the Italian
Civil Code, in which the chairperson of the Board of Directors and the CEO of Impregilo at
the time of the alleged crimes are under investigation, Impregilo S.p.A. and Imprepar S.p.A.
were subjected to a preliminary investigation relating to an alleged administrative violation in
relation to the crimes under Article 25-ter, letters a) and r), Articles 5 and 44 of Legislative
Decree 231/2001.
The public prosecutor notified the company of the allegations against the defendants on 13
October 2005.
The allegation is that Impregilo prepared and implemented an organisational model not
suitable to prevent the crimes that the directors under investigation allegedly committed and
from which it benefited.
The proceedings have been long and torturous and, finally, at the hearing of 12 July 2007,
accepting the related objections that the defence counsel of the defendants and companies
involved in the case had raised since the preliminary hearing, the Court of Milan ruled on a
preliminary basis 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 and that the acts were to be returned to the public prosecutors
office of Milan.
The public prosecutor of Milan re-opened the proceeding and presented the Judge for the
Preliminary Investigation of Milan with a request for dismissal of the case in November 2007.
On 13 February 2009, the Judge for the Preliminary Investigation accepted the public
prosecutors request for a part of the charges and ordered them to be dismissed. As a result,
Imprepar S.p.A. was excluded from the proceedings. The Judge referred the case files to the
public prosecutor for the formulation of the charges for the part of the request which was not
accepted. With respect to the part of the charges that the Judge for the Preliminary Hearing
did not dismiss, the company submitted a request for summary proceedings. The public
prosecutor requested that a ruling of dismissal be handed down for the remaining charges in
the hearing of 21 September 2009.
At the hearing of 17 November 2009, Impregilo was acquitted for the first charge due to the
lack of an element of the cause of action and of the second as it is not punishable under article
6 of Legislative Decree 231/01, as it has a suitable organisational model.
On 21 March 2012, the Court of Appeal of Milan rejected the public prosecutors appeal
against the first-instance ruling that had cleared Impregilo from the liability as per Law
231/01 and fully confirmed this ruling which, inter alia, found the companys organisational
model to be appropriate. The Public Prosecutor appealed against the said decision with the
Court of Cassation, which, with ruling No. 4677/14 of 18 December 2013, quashed the ruling
of the Court of Appeal of Milan referring the case to another division of the same Court for
reconsideration on the merits in relation to three issues: (i) Ruling on the pre-emptive
effectiveness of the organization and management model in force at the time of the offence
Consolidated financial statements at 31 December 2013 105
Salini S.p.A. Group

and its effective implementation; (ii) Subsistence of an elusive conduct of a fraudulent nature
on the part of the authors of the alleged offence of insider trading; (iii) Assessment of the
predicate offence (insider trading).

Judicial investigations - Court of Naples


Reference should be made to the section on Non-current assets held for sale - SUW
Campania Project for details on the events that have taken place with respect to the SUW
Campania projects.
Other proceedings - Court of Milan
With respect to ruling No. 57720/12 in which IGLOO S.p.A. challenged the shareholders
resolutions to remove from office and elect directors of Impregilo S.p.A., the Court of Milan
rejected the motion to suspend the effectiveness of the resolutions in both the first and second
instance. At the hearing of 19 February 2013, the judge assigned the terms as per Article 183
of the Code of Civil Procedure and set a date for the hearing to discuss the evidence on 1
October 2013. Following the settlement reached and formalised by the parties to the dispute,
the proceeding was cancelled pursuant to Article 309 of the Code of Civil Procedure.
On 17 October 2012, the Anti-trust Authority commenced an investigation pursuant to Article
14 of Law no. 287/90 into the agreements covering future commercial projects entered into by
Impregilo with the Salini Group to determine whether Article 101 of the TFUE (Treaty on the
Functioning of the European Union) had been violated. On 29 January 2013, the Authority
notified the results of its investigation to Impregilo: it did not find violations of the anti-trust
regulations. The Authority authorised the business combination between Impregilo and Salini
on 20 February 2013. The Anti-trust closed the investigation without identifying any
violations at its meeting on 3 July 2013.

Other proceedings - Court of Florence


With respect to the criminal proceedings commenced against the C.A.V.E.T. consortium and
certain individuals, including several former managers of the consortium, the appeal hearing
was closed in June 2011 and the related ruling handed down on 27 June 2011 reversed the
first instance decision in full, thus quashing the measures and fully acquitting both the
consortium and the individuals of the charges made against them. Following the appeal to the
Supreme Court by the public prosecutor of Florence, the Supreme Court cancelled part of the
ruling issued by the Court of Appeal of Florence on 18 March 2013, referring the case to the
latter court. The proceeding at the Court of Appeal of Florence was opened on 30 January
2014 and is currently in progress.

Alternative performance indicators


The Companys management assesses the financial and operating performance of the Group
and business lines based on certain indicators not covered by IFRS. Below is a description, as
required by the CESR/05-178b recommendation, of the components of each of these
indicators.
EBITDA: this is obtained by adding the following elements to EBIT, as defined below: (i)
depreciation and amortisation of tangible and intangible fixed assets, (ii) write-downs and
provisions, and (iii) costs capitalised for internal work.

Consolidated financial statements at 31 December 2013 106


Salini S.p.A. Group

EBIT (net operating profit): means earnings before interest and taxes, unadjusted. EBIT also
excludes income and expenses deriving from the management of non-consolidated equity
investments and securities, in addition to the proceeds from any disposals of consolidated
shareholdings, classified in the financial statements under financial income and expenses or,
for the profit (loss) of equity-accounted investments, under the heading Effects of measuring
equity investments according to the equity method.
EBT (pre-tax profit): is calculated as EBIT net of financial income and expenses, in addition
to the effects of measuring equity investments according to the equity method.
Net debt/equity ratio: this is obtained from the ratio of net financial position according to
the CESR (Committee of European Securities Regulators) to net equity excluding treasury
shares.
Net fixed assets: means total non-current assets; specifically it refers to tangible fixed assets,
intangible assets, the valuation of equity investments and other non-current items.
Operating working capital: is obtained from the algebraic sum of receivables and payables
from the core business (trade receivables and payables, inventories, work in progress, tax
credits, advances from clients, residual components of current assets and liabilities).
Net invested capital: is the sum of total fixed assets, operating working capital, provisions
for risks and provisions for employee benefits.
ROS (Return on Sales): this indicator is calculated as the ratio between EBIT and total
revenues.
ROE (Return on Equity): this is calculated as the ratio between earnings for the period and
Group shareholders equity.
ROI (Return on Investment): this is calculated as the ratio between EBIT and net invested
capital.
Current asset ratio: this is calculated as the ratio between current assets and current
liabilities.
Invested capital turnover: this indicator is calculated as the ratio between sales revenues and
net invested capital.

Information on related-party transactions

Please see the relevant section of the notes to the financial statements for details of
transactions with related parties.
These transactions essentially concern the exchange of goods, the provision of services,
funding and the use of financial resources with the Companys subsidiaries, associate
companies and other investee companies, in addition to optimising the Groups centralised
cash management activities.
The aforementioned transactions are part of the Companys ordinary business and are
conducted under normal market conditions, that is, at arms length.

Research and development


In accordance with the requirements of Article 2428 of the Civil Code, it is hereby stated that
no research and development activities were carried out during financial year 2013.

Consolidated financial statements at 31 December 2013 107


Salini S.p.A. Group

Secondary offices

Country Name Address

P.O. Box 925885, 11196 Amman -


Jordan
Salcost Giordania Jordan

50 Raffles Place, #32-01 Singapore Land


Singapore
Salini S.P.A. Singapore Branch Tower, Singapore (048623).

Plot 22, Lower Naguru East Road, P.O


Uganda
Salini Costruttori Uganda Branch Box 70393 - Kampala Uganda

560 Secteur B Cite Guich Des Oudayas -


Morocco Salini Costruttori S.p.A, Succursale Temara / Rabat
du Maroc Maroc

Salini S.p.A. Middle East


Office TPOFCB0431
Dubai Salini S.p.A. Middle East PLOT S50904A
Jebel Ali Free Zone
Dubai UAE

P.O. Box 213676, Office 401, Tameem


Dubai House, Tecom C, Dubai United Arab
Salini S.p.A. Dubai Branch
Emirates
Sleyman Seba Cad.
Salini SpA , Merkezi talya , stanbul
Turkey Saatiolu Merkezi, Kat 5-6,
Merkez ubesi
34357 Beikta - stanbul
Sleyman Seba Cad.
Turkey Salini Costruttori S.p.A. Turkey Saatiolu Merkezi, Kat 5-6,
Branch 34357 Beikta - stanbul
P.O. Box 32594
Al Murorr Area 179-st. 2/19 Saif Ali
Abu Dhabi Salini S.p.A. Abu Dhabi Branch
Mirz Ali Al Rumathi Building
Abu Dhabi United Arab Emirates

Salini Costruttori SpA (Kurdistan Gulan Street, Vital Village, Vila # 30,
Iraq
Branch) Erbil, Kurdistan Region, Iraq.

P.O. Box 191, Freetown


Sierra Leone
Salcost Sierra Leone Sierra Leone

44A Ridgeway North, Highlands -


Zimbabwe
Salcost Zimbabwe Harare Zimbabwe

Kirkos Kifle Ketema


Kebele 17
Ethiopia Salini Costruttori Ethiopia Branch
House No. 626
P.O. BOX 101463 Addis Ababa
Bucuresti Sectorul 2, Strada
Salini S.P.A. Roma Sucursala
Romania FIERARILOR, Nr. 1, PARTER,
Bucaresti
CAMERA NR.2

Consolidated financial statements at 31 December 2013 108


Salini S.p.A. Group

b/n Muratbayeva str.


Kazakhstan Salini Costruttori Kazakhstan Branch Business centre Samal 3 piano
12000 Kyzylorda, kazakhstan

Registered office address:


Sredets District, 19B Patriarh Evtimii
Blvd, floor 4
Salini Costruttori Bulgaria Branch 1142 Sofia Bulgaria
Bulgaria
Registered correspondence address:
Triaditsa District, 180 Vitosha Blvd., 2nd
floor - 4th apartment
1408 Sofia Bulgaria

Hammamet Street Gargaresh,


Libya Salini S.p.A. Libya P.O. Box 3346 Maidan -Aljazaira,
Tripoli - Libya

Official address:
c/o Aleman Cordero Galindo Lee Torre
MMG 2nd floorCalle 53 Este , Marbella
Apartado postal 0819-09132 Panama,
Panama Salini S.p.A. - Sucursal Panam
Republica de Panama
Operations office:
San Francisco Bay, Torre 200 -
appartamento 29-c. Panama City
Salini Chile
Avenida Nueva Providencia 2134 ( piso
9 oficina 901 )
Chile Salini S.p.A. Agencia Chile Comuna de Providencia
Santiago 7510118
Region Metropolitana
Chile

Exercise of the tax consolidation option for IRES (corporate


income tax)
The Company has exercised the tax consolidation option for IRES pursuant to Article 117 et
seq. of the Consolidated Law on Income Tax (TUIR) and to the Ministerial Decree of 9 June
2004.
The exercise of this option enables the Companys IRES-taxable income to be charged to the
parent company Salini Costruttori S.p.A.
The legal, economic and financial implications of joining the group taxation regime are
governed by special agreement signed by the parties.

Tax litigation
The parents dispute with Italian tax authorities, concerning the tax treatment of impairment
losses and losses reported by the company in 2003, is currently before the Supreme Court
following the tax authorities appeal. Specifically, the most significant issue related to the
parents sale of its investment in the Chilean operator Costanera Norte S.A. to Impregilo
International Infrastructures N.V. was cancelled by the Milan Regional Tax Commission.

Consolidated financial statements at 31 December 2013 109


Salini S.p.A. Group

The group is involved in another two first-instance disputes related to 2005 mainly
concerning: (i) the costs of a joint venture set up in Venezuela; and (ii) the method used to
realign the carrying amount of equity investments as per Article 128 of Presidential Decree
917/86. A dispute concerning 2006 covers: (a) the costs of a joint venture set up in Venezuela;
(b) a loss on the sale of equity investments; and (c) costs for services not provided in that
year. The Milan Provincial Tax Commission decreased the initially claimed amount to
roughly 20% and the related second-instance hearing is still pending. After consulting its legal
advisors, the company believes that it has acted correctly and consistently deems that the risk
of an adverse ruling is not probable though it is not remote.

Risk management at Group level


The structures of the Group are particularly careful with regard to identifying and monitoring
typical risks of core activities, with the dual purpose of providing management with suitable
tools for adequate management and maximising the protection of company assets.
The main types of risks to which the Company could be exposed to are:

Interest rate risk, related to the fluctuations in the cost of various sources of external
financing and the related breakdown of fixed rate and variable rate loans.
Exchange rate risk, resulting from fluctuations in the exchange rate between the Euro
and other currencies with which the Group operates.
Liquidity risk, represented by the possibility that resources generated by operating
activity are not capable of meeting obligations under the terms and due dates
established.
Credit risk, caused by possible potential losses resulting from the failure of clients to
meet obligations undertaken towards the Group.
Country risk, referred to the international activities and consisting in possible defaults
due to macroeconomic variables of the relevant country.

For details of the actions undertaken by the Company for effective management of the above-
mentioned risks, please see the explanation in the notes to the financial statements.

Subsequent events

This section shows the key events that have occurred after year-end 2013 if these have not
been expressly illustrated in previous sections of the Annual Report at 31 December 2013.
On 3 January 2014, the Salini Impregilo Group acquired the project for the design and
construction of a lot of the Sebes - Turda motorway in Romania. The customer is the
National Company of Motorways and National Roads Romania (CNADNR) and the project
is worth approximately 121 million. The Sebes - Turda motorway is located in the centre of
Transylvania, in territories of the provinces of Cluj and Alba. The works to be carried out at
the Sebes-Turda Lot.1 work site will consist of 17 kilometres of motorway with two lanes
in each direction and an emergency lane, and include about 81 thousand square metres of
bridges and viaducts in addition to three motorway junctions.

Consolidated financial statements at 31 December 2013 110


Salini S.p.A. Group

On 13 March 2014 the agreement was signed with the Autoridad por el Canal de Panama
(ACP) for the resumption of work on the project to expand the canal, of which Impregilo is
contractor with Sacyr Vallehermoso (Spain) and Jan De Nul (Belgium). More extensive
information in this regard is provided in the section Risk Areas in the Construction sector in
the previous parts of this Annual Report.

With regard to the events to have occurred after 31 December 2013 concerning the SUW
Campania Projects, reference should be made to the section of this Annual Report on Non-
current assets held for sale - SUW Campania Projects.

Taking into account the results of the financial year ended on 31 December 2013, the
subsidiary Todini Costruzioni Generali S.p.A., which reported a net loss of (70.6) million
and an equity loss of (31.1) million, on 12 March 2014, the Board of Directors of Salini
Impregilo, resolved its willingness to convert a portion amounting to 71 million of the credit
balance in its favour for the transfer current account held with subsidiary into a reserve for
payment for future capital increase. This will allow preventing the applicability of the
provisions of Article 2447 of the Civil Code to Todini.

There have been no other significant events after year-end 2013 in addition to those illustrated
in the notes to the consolidated and separate financial statements.

Business outlook
The key events that have characterized Group governance during the current financial year
will further consolidate its strategic and competitive standing in its respective markets in the
medium term, in keeping with the strategic guidelines and objectives set forth in the 2013 -
2016 Business Plan that Impregilo and its parent company Salini jointly approved in June,
also for the purposes of the merger (the Merger) by incorporation of both companies approved
by the Extraordinary Shareholders Meetings of both companies on 12 September 2013.

The Merger became fully effective 1 January 2014, the date from which the parent company
resulting from the Merger changed its name to Salini Impregilo S.p.A. In this context,
therefore, the operational and corporate structures of the two companies now merged will be
involved in the progressive organisational integration that will cover a significant part of
financial year 2014.

At year-end 2013, the excellent situation of the order backlog resulting from the merger of the
two Groups both in terms of quantity and quality, and the balanced financial situation
continue to be important factors growth such that support the new Groups view that the
expected results for periods subsequent to the current financial year will follow the trends
recently disclosed to the market.

Please be noted that the Group is currently in a complex operating and judicial situation
within the framework of the criminal and civil proceedings relating to the SUW Campania
projects. Due to the particularly complex nature of the described proceedings involving
Consolidated financial statements at 31 December 2013 111
Salini S.p.A. Group

government, regional, and provincial institutions and municipalities of the Campania Region
and to the complexity of the related proceedings, it cannot be excluded that in the future
currently unforeseeable events requiring the modification of the above assessments may
occur.

Consolidated financial statements at 31 December 2013 112


Salini S.p.A. Group

Conclusions
Dear Shareholders,

The 2013 annual financial statements of Salini S.p.A. that have been submitted for
your approval reported pre-tax profit of 415.6 million and net profit of 419.1 million, with a
value of production of 769.0 million.

In thanking you for your trust, we ask you to approve the financial statements as presented
herein.

RESOLUTION ON THE ALLOCATION OF THE NET PROFIT OF SALINI S.P.A.

Net profit amounts to 419,124,512.


Given the completion of the merger by incorporation of Salini S.p.A. into Salini Impregilo
S.p.A. with effect from 1 January 2014 as per the deed of merger drawn up by Mr. Marchetti,
notary public, of 26 November 2013, file No. 10520, folder No. 5396, which merged the
Equity of the acquiree into acquirer, the following motion for resolution is submitted:

a) considering the merger by incorporation of Salini S.p.A. into Salini Impregilo S.p.A.,
allocation of the net profit for the year amounting to 419,124,512 to retained
earnings;

Accordingly, we submit the 2013 financial statements as set out in the statement of financial
position and statement of income, as well as in the Notes for your consideration and approval
and recommend the adoption of the related resolutions.

The Board of Directors

Consolidated financial statements at 31 December 2013 113


Salini S.p.A. Group

CONSOLIDATED FINANCIAL
STATEMENTS AT 31 D ECEMBER 2013

Consolidated financial statements at 31 December 2013 114


Salini S.p.A. Group

CONSOLIDATED STATEMENT OF INCOME


(Values in /000) December 2013 December 2012*

REVENUES 3,333,820 1,174,185


OTHER REVENUES AND EARNINGS 91,841 40,695
TOTAL REVENUES 3,425,661 1,214,880

COST OF SALES (615,067) (184,475)


SERVICE COSTS (1,971,341) (754,684)
PERSONNEL COSTS (459,443) (138,001)
AMORTISATION, DEPRECIATION AND WRITE-DOWNS (168,844) (63,964)
OTHER OPERATING COSTS (63,313) (8,940)
TOTAL COSTS (3,278,009) (1,150,064)
Costs capitalised for internal work 0 0
OPERATING PROFIT (LOSS) 147,652 64,816

TOTAL FINANCIAL INCOME 271,923 115,659


TOTAL INTEREST AND OTHER FIN. EXPENSES (334,236) (105,465)
Income/(expenses) from equity-accounted investments 203,736 274,171
PRE-TAX PROFIT (LOSS) 289,075 349,181

INCOME TAX FOR THE YEAR (43,234) (28,781)


PROFIT (LOSS) FROM CONTINUING OPERATIONS 245,841 320,401
PROFIT (LOSS) FROM DISCONTINUED OPERATIONS (88,140) 13,081

NET PROFIT (LOSS) 157,701 333,481


attributable to:
Profit/(loss) attributable to the Group 166,944 324,959
Profit/(loss) attributable to minorities (9,244) 8,522

*Restated according to IFRS 5

Earnings (loss) per share:


From continuing and discontinued operations
Basic 2.68 5.20
Diluted 2.68 5.20
From continuing operations
Basic 3.94 5.47
Diluted 3.94 5.47

Consolidated financial statements at 31 December 2013 115


Salini S.p.A. Group

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(Values in /000) 31-Dec-2013 31-Dec-2012

Net profit (loss) 157,701 333,481


Items that may be reclassified to the income statement in subsequent periods:
Cumulative translation adjustment (2,962) (572)
Valuation of equity investments 0 0
Cash flow hedge 2,458 0
Total items that may be reclassified to the income statement in
(504) (572)
subsequent periods before tax:
Taxes 0 0
Total items that may be reclassified to the income statement in
(504) (572)
subsequent periods after tax:

Items that cannot be reclassified to the income statement in subsequent periods:


Actuarial gains/(losses) on employee benefits (1,080) (608)
Total items that cannot be reclassified to the income statement in
(1,080) (608)
subsequent periods before tax:
Taxes 0 167
Total items that cannot be reclassified to the income statement in
(1,080) (441)
subsequent periods after tax:

Total statement of comprehensive income profit/(loss) before tax (1,585) (1,180)


Taxes 0 167
Total statement of comprehensive income profit/(loss) after tax (1,585) (1,013)

Total profit/(loss) after tax 156,116 332,468

Attributable to:
Owners of the parent 165,246 324,959
Minority interests (9,130) 7,509

Consolidated financial statements at 31 December 2013 116


Salini S.p.A. Group

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

(Values in /000) 31 December 2013 31 December 2012

ASSETS

Property, plant and equipment 519,021 330,247

Investment property 0 55

Intangible assets 165,234 2,594

Investments in associates, subsidiaries and joint ventures 54,940 580,307

Other equity investments 6,321 1,365

Non-current financial assets 48,928 28,525

Other non-current assets 31,621 31,532

Deferred tax assets 121,190 19,838

Total non-current assets 947,255 994,464

Inventories 244,016 168,088

Amounts due from clients 1,282,410 624,705

Trade receivables 1,634,515 490,685

Current financial assets 232,529 64,220

Tax receivables 222,166 95,614

Other current assets 381,814 181,889

Cash and cash equivalents 1,132,420 411,703

Total current assets 5,129,870 2,036,903

Non-current assets held for sale 653,604 0

TOTAL ASSETS 6,730,730 3,031,367

Consolidated financial statements at 31 December 2013 117


Salini S.p.A. Group

(Values in /000) 31 December 2013 31 December 2012

SHAREHOLDERS EQUITY

Total Share capital 62,400 62,400

(Treasury shares) 0 0

Legal reserve 2,252 0

Retained earnings (losses) 309,442 2,094

Other reserves 155,294 167,318

Other components of comprehensive income 2,826 2,808

Total capital and reserves 532,214 234,619

Net result 166,944 324,959

Total Group equity 699,158 559,579

Shareholders equity and minority interests 193,125 28,761

Total Group equity and minority interests 892,283 588,340

LIABILITIES

Non-current financial liabilities 1,303,740 300,125

Provisions for risks and charges 103,629 14,247

Other non-current liabilities 7,354 14,850

Employee benefits 22,059 4,506

Deferred tax liabilities 74,001 22,920

Amounts due to clients after 12 months 634,666 679,819

Total non-current liabilities 2,145,449 1,036,467

Amounts due to clients within 12 months 1,249,417 418,536

Trade payables 1,177,283 569,842

Current financial liabilities 441,846 299,377

Tax payables 164,101 83,983

Other current liabilities 242,291 34,822

Total current liabilities 3,274,937 1,406,560

Non-current liabilities held for sale 418,061 0

Total liabilities 5,838,447 2,443,027

Total shareholders equity and liabilities 6,730,730 3,031,367

Consolidated financial statements at 31 December 2013 118


Salini S.p.A. Group

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY


Provisions Shareholders
Cash Group
for actuarial Retained equity and
Share Legal Other Translation flow Net Group equity and
(Values in /000) gains/losses earnings non-
capital reserve reserves reserve hedge profit/(loss) equity minority
on employee (losses) controlling
reserve interests
benefits interests

Balance at 1
January 2012 62,400 0 158,219 6,051 0 (513) 9,787 0 235,944 17,008 252,952

Translation
differences on foreign
assets (572) (572) (572)

Cash flow hedge 0 0


Actuarial
gains/(losses) on
employee benefits (441) (441) (441)

Total gains/(losses)
recognised in equity 0 0 0 (572) 0 (441) 0 0 (1,013) 0 (1,013)

Profit/(loss) 324,959 324,959 8,513 333,472


Consolidation
changes 0 2,350 2,350

Other changes (306) (6) (312) 891 579


Balance at 31
December 2012 62,400 0 157,913 5,478 0 (954) 9,781 324,959 559,578 28,761 588,339

Provisions Shareholders
Cash Group
for actuarial Retained equity and
Share Legal Other Translation flow Net Group equity and
(Values in /000) gains/losses earnings non-
capital reserve reserves reserve hedge profit/(loss) equity minority
on employee (losses) controlling
reserve interests
benefits interests

Balance at 1
January 2013 62,400 0 157,913 5,478 0 (954) 9,781 324,959 559,579 28,761 588,340
Translation
differences on foreign
assets 0 0 0 (2,893) 0 0 0 0 (2,893) (69) (2,962)

Cash flow hedge 0 0 0 0 2,151 0 0 0 2,151 307 2,458


Actuarial
gains/(losses) on
employee benefits 0 0 0 0 0 (957) 0 0 (957) (123) (1,080)

Total gains/(losses)
recognised in equity 0 0 0 (2,893) 2,151 (957) 0 0 (1,698) 114 (1,585)

Profit/(loss) 0 0 0 0 0 0 0 166,944 166,944 (9,244) 157,701


Consolidation
changes (Impregilo
acquisition) 0 0 0 0 0 0 0 0 0 172,237 172,237
Consolidation
changes (CMT Shares
acquisition) 0 0 0 0 0 0 (9,195) 0 (9,195) 0 (9,195)
Consolidation
changes (diff.
between consol. and
statutory profits) 0 0 0 0 0 0 279,915 (279,915) 0 0 0

Dividends 0 0 0 0 0 0 0 (12,979) (12,979) 0 (12,979)


Allocation of
Profit/(Loss) 0 2,252 19,614 0 0 0 10,199 (32,065) 0 0 0
Release of Reserve ex
art. 2426.4 Civil Code 0 0 (18,620) 0 0 0 18,620 0 0 0 0

Other changes 0 0 (3,613) 0 0 0 120 0 (3,493) 1,256 (2,237)


Balance at 31
December 2013 62,400 2,252 155,294 2,585 2,151 (1,911) 309,442 166,944 699,158 193,125 892,283

Consolidated financial statements at 31 December 2013 119


Salini S.p.A. Group

CONSOLIDATED STATEMENT OF CASH FLOWS

(/000) December 2013 December 2012


Net profit/(loss) 157,701 332,925
Depreciation and amortisation 152,514 81,800
Provision for risks and charges 1,895 5,972
Effects of valuation of investee companies (203,736) (275,450)
Change in deferred taxes (15,689) 12,436
Change in inventories (16,149) (22,189)
Change in amounts due from/to clients (59,057) (248,916)
Change in trade receivables (253,977) 16,894
Change in trade payables 43,556 82,933
Change in employee benefits 466 605
Change in tax receivables (34,349) (16,774)
Change in tax payables 27,019 2,442
Other current and non-current assets/liabilities 21,784 11,130
Non-current assets held for sale 85,403 0
Net cash flow from operating activity (92,619) (16,192)

Net investment in tangible assets (151,376) (165,229)


Net investment in intangible assets (18,142) (537)
Acquisition of equity investments* 267,942 (175,539)

Loans to associate companies and other Group companies (155,352) (91)

Disposal of fixed assets 66,034 2,841

Impairment loss on tangible fixed assets 0 0

Receivables arising from concessions 0 (655)

Other changes 36,984 3,565

Net cash flow generated/(absorbed) by investing activity 46,090 (335,645)


Net dividends paid (12,979) 0

Change in financial payables (leasing + factoring) 27,521 30,213


Change in payables to banks 720,971 205,952

Other changes (10,966) 419

Net cash flow generated/(absorbed) by financing activity 724,547 236,584


TOTAL CASH FLOW 678,018 (115,253)

Net cash and cash equivalents at the beginning of the period 321,811 437,064

Net cash and cash equivalents at the end of the period 999,829 321,811
*Net of the consolidation change

Consolidated financial statements at 31 December 2013 120


Salini S.p.A. Group

NOTES TO THE CONSOLIDATED


FINANCIAL STATEMENTS

Consolidated financial statements at 31 December 2013 121


Salini S.p.A. Group

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. Form, content and other general information

Company information

Salini S.p.A. is a leader in the civil engineering sector and mainly in the construction of roads,
motorways, railways, dams, hydroelectric plants, tunnels, aqueducts, and civil and
commercial construction in general, both in Italy and abroad.
At present much of the Groups work is carried out abroad, particularly in Ethiopia, Nigeria,
Denmark, Dubai, Sierra Leone, Turkey, Zimbabwe, Malaysia, Libya, Kazakhstan and
Romania. In Italy, the main project consists of building the metro B1 line in Rome.
The parent company, Salini S.p.A., is a public limited company with its registered office at
Via della Dataria 22, Rome.
In the first half of 2013, with the completion of the voluntary public tender offer for all
ordinary shares of Impregilo S.p.A. and with the approval of the resulting merger of Salini
S.p.A. into Impregilo S.p.A., in the respective Shareholders Meetings of 12 September 2013,
effective from 1 January 2014, a key step was taken to implement the Campione Nazionale
project, which is fully described in the Directors Report, with the aim of creating a global
leader with the know-how, expertise, track record and size necessary to compete in the global
construction sector through more efficient and effective business management.

The merger transaction is an essential phase in the industrial and strategic plan launched by
the Group to create a Campione Nazionale in the sector of the construction of complex
works and infrastructures, consisting of a major Italian player with shares listed on the
electronic stock market and capable of becoming one of the largest worldwide operators in
this sector.

The publication of these consolidated financial statements for the year ended 31 December
2013 was authorised by the Board of Directors on 19 March 2014.

Form and content of the consolidated financial statements

At its meeting on 30 November 2011, the Board of Directors of Salini Costruttori S.p.A.
resolved to establish Salini S.p.A., the purpose of which would be to design and build
infrastructural works.
The same meeting also approved the contribution in kind by the sole shareholder Salini
Costruttori S.p.A. effective as of 1 January 2012 and pursuant to Article 2342 et seq. of the
Italian Civil Code to the aforementioned Salini S.p.A. of the infrastructure construction
business unit, inclusive of all associated contracts undertaken directly or indirectly in Italy
and abroad at 30 September 2011. As a result of this contribution in kind, Salini Costruttori
S.p.A. controls 100% of Salini S.p.A.s share capital.

Consolidated financial statements at 31 December 2013 122


Salini S.p.A. Group

That transaction, to be considered an essential component of the parent companys corporate


reorganisation project, was completed through the establishment of Salini S.p.A. on 6
December 2011 and the subsequent contribution of the business unit, including its equity,
assets and liabilities, examined in the report of the independent expert, appointed pursuant to
the procedure set forth in Article 2343-ter, paragraph 2, letter b) of the Italian Civil Code.
This transaction, which can be configured as a business combination under common control,
does not come under the application scope of IFRS 3; therefore for the purpose of this
consolidated financial report, the assets and liabilities transferred are reported at IFRS values.

The Group has decided to prepare these consolidated financial statements in accordance with
the International Financial Reporting Standards published by the International Accounting
Standards Board (IASB) and adopted by the European Union and in accordance with the
regulations issued in implementation of Article 9 of Legislative Decree 38/2005. IFRS means
all revised international accounting standards (IAS) and all interpretations of the
International Financial Reporting Interpretations Committee (IFRIC), including those
previously issued by the Standing Interpretations Committee (SIC).

Specifically, the Salini Costruttori Group started the conversion project to IAS/IFRS
international accounting standards in 2008. Therefore, from the year ended 31 December
2008, Salini Costruttori has prepared the consolidated financial statements on a voluntary
basis, in accordance with the International Financial Reporting Standards adopted by the
European Union for the sole purpose of presenting them in accordance with the uniform
standards which prevail in the sector of construction companies, also with regard to the access
procedures for international tenders. Therefore the First-Time Adoption (FTA) date was 1
January 2007;

As a result of the circumstances described above, 2013 is the first year in which the Salini
Group has a complete set of consolidated financial statements that can be compared with the
previous year (2012), for both the statement of financial position and the income statement.
In particular, the figures for 2012 have been restated with respect to the consolidated financial
statements for 2012. This restatement did not result in significant impacts on the statement of
financial position, income statement and statement of comprehensive income.
In implementing its management and accounting systems, from 2013 the Company has
unified chart of accounts of its branches and entities that fall within the consolidated financial
statements. This has resulted in a number of reclassifications of balances on the financial
statements of the companies mentioned above, which have consequently changed the
comparative figures of the consolidated financial statements. In addition, in the IFRS first-
time adoption separate financial statements of the parent company Salini S.p.A. (the date of
FTA was 1 January 2012), differences emerged from the calculation of the tax effects of the
adjustments arising from the first time adoption of IAS/IFRS differences, that were not
significant in terms of impact on equity at 1 January 2012 and on the income statement and
equity at 31 December 2012. For the most significant impacts, details are provided in the
notes of the effects of this restatement on the comparative figures at 31 December 2012.

The consolidated financial statements at 31 December 2013 comprise the following


statements:
A consolidated statement of income, which contains a classification of costs according to
their nature, in addition to EBIT;
A statement of comprehensive income;
Consolidated financial statements at 31 December 2013 123
Salini S.p.A. Group

A statement of financial position, which is prepared by classifying assets and liabilities


according to the current/non-current criterion. Minority interests are represented in the
consolidated statement of financial position, in shareholders equity and separately from
shareholders equity attributable to the Group;
A consolidated statement of cash flows, which is prepared by reporting financial flows
generated by operating, investing and financing activities according to the indirect
method, as permitted by IAS 7 (Statement of Cash Flows);
Statement of changes in equity;
Explanatory notes.
The consolidated financial statements were prepared based on the historical cost principle,
except for items which in accordance with IFRS are measured at fair value as indicated in the
measurement criteria below.
To improve the presentation of the financial statements and for a better reflection of the
contractual nature of some contractual advances received from clients, the Group has decided
to report these amounts under liabilities in Amounts due to clients, distinguishing between
the non-current and current portion.
The consolidated financial statements are presented in Euros and all figures are rounded to the
nearest thousand, unless otherwise indicated.
Compared to 31 December 2012, the scope of consolidation has changed due to:

- acquisition of control of Impregilo S.p.A.; see section 5 for more details;


- incorporation of Salini USA Inc. (100% Salini S.p.A.);
- incorporation of Salini Namibia Pty Ltd (100% Salini S.p.A.) for the construction of
the Neckartal dam;
- incorporation of Empresa Constructora Metro 6 Ltd (51% Salini S.p.A. and 49%
Impregilo S.p.A.), for the completion of lots 1 and 2 of line 6 of the Santiago metro
line in Chile;
- incorporation of Impregilo Salini (Panama) (50% Salini S.p.A. and 50% Impregilo
S.p.A.);
- Salini naat Taahht Sanayi ve Ticaret Anonim irketi (Turkey) (100% Salini
S.p.A.).
Regarding the former IFRS 8 segment information, the Group has provided details by
geographical area; the content of this information is determined by applying the same
accounting standards used to prepare the consolidated financial statements. See Note 6 for the
segment information tables.

2. Accounting standards adopted


Standards and scope of consolidation
The consolidated financial statements of the Salini Group include the statement of financial
position, statement of income and financial position of the parent company, Salini S.p.A., and
the Italian and foreign operating companies in which Salini S.p.A. has a direct or indirect
controlling interest. The financial statements at 31 December 2013, approved by the corporate
bodies of the entities included in the scope of consolidation, were used for the consolidation.
The financial statements included in the consolidation process were prepared by adopting, for
each entity, the same accounting standards as the parent company and making any
consolidation adjustments necessary to harmonise items affected by the adoption of different
Consolidated financial statements at 31 December 2013 124
Salini S.p.A. Group

accounting standards; intercompany balances, transactions, revenues and costs were all
eliminated. Minority interests are reported in the consolidated statement of financial position,
in shareholders equity and separately from shareholders equity attributable to the Group; the
share of consolidated Group profit attributable to minority interests is also reported separately.
All assets and liabilities of foreign companies within the scope of consolidation and in a
currency other than the Euro are converted using the exchange rates prevailing on the
reporting date (current exchange rate method), while the corresponding revenues and costs are
converted at the average exchange rates for the period. The different conversion rates
resulting from the application of this method are classified under shareholders equity until
disposal of the investment.
Non-operating subsidiaries, or those that do not report amounts material for the purposes of
the consolidated financial statements, are excluded from the scope of consolidation and are
measured according to the equity method, since they are not relevant for the true and fair
representation of the operating, financial and cash position of the Group.
Investments in associate companies and joint ventures in which Salini S.p.A. directly or
indirectly has a significant influence and holds between 20% and 50% of the capital are
measured according to the equity method as defined in IAS 28 and IAS 31 respectively,
recognising the share of profits or losses accrued during the period in the statement of income.
The risk arising from any losses exceeding the carrying amount of the equity investment is set
aside in a special reserve under liabilities insofar as the investor is committed to fulfilling
legal or constructive obligations towards the investee company or otherwise covering its
losses.
Other equity investments are measured at fair value with the effects recognised in
shareholders equity; when the fair value can no longer be reliably estimated, equity
investments are measured at cost. This value is adjusted where there is evidence of an
impairment loss. If the reasons for the write-downs no longer apply, the value of equity
investments are reinstated commensurate with the write-downs made and the corresponding
effect carried in the statement of income.
The list of Group companies can be found in section on Related Parties.

Regarding the Impregilo Group, which was included in the Groups consolidated financial
statements effective 1 April 2013 (see section 5 for additional details), it consolidates the
companies or businesses over which it exercises joint control using the proportional method
as a function of the ownership interest or specific contractual provisions on the basis of IAS
31. On the other hand, on the basis of the option provided in IAS 31, the standards adopted by
the Group for the preparation of the financial statements as at 31 December 2012 specify that
these companies must be measured using the equity method. In light of (i) the need to
harmonise standards adopted by the parent company and its subsidiaries and (ii) the existence
of companies or businesses over which joint control is exercised as a function of the
ownership interests or specific contractual provisions only within the Impregilo Group (at 31
December 2012 there were cases of this in the Groups consolidated financial statements, but
they were not significant), for the purposes of preparing these financial statements,
management decided to adopt the option specified by IAS 31 which calls for proportional
consolidation.

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Business combinations

Business combinations are recognised using the acquisition method set out in IFRS 3 (revised
in 2008). Accordingly, the consideration for a business combination is measured at fair value,
being the sum of the fair value of the assets acquired and liabilities assumed or incurred by the
group at the acquisition date and the equity instruments issued in exchange for control of the
acquired entity. Transaction costs are recognised in profit or loss when incurred.

The contingent consideration, included as part of the transfer price, is measured at acquisition-
date fair value. Any subsequent changes in fair value are recognised in profit or loss.

The identifiable assets acquired and the liabilities assumed are recognised at fair value at their
acquisition date.

Goodwill is measured as the difference between the aggregate of the consideration


transferred, the amount of any non-controlling interests (NCI) and the acquisition-date fair
value of the acquirers previously-held equity interest in the acquiree and the net fair value of
the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If
the value of the net assets acquired and liabilities assumed at the acquisition date exceeds the
aggregate of the consideration transferred, the amount of any non-controlling interests (NCI)
and the acquisition-date fair value of the acquirers previously-held equity interest in the
acquiree, this excess is immediately recognised through profit or loss as income from the
transaction completed.

NCI can be measured at fair value or at their proportionate share of the fair value of the net
assets of the acquiree at the acquisition date. The measurement method is decided on a
transaction by transaction basis.

Business combination achieved in stages (step acquisition)

In the case of step acquisitions, the groups existing investment in the acquiree is measured at
fair value on the date that control is obtained. Any resulting adjustments to previously
recognised assets and liabilities are recognised in profit or loss. Therefore, the previously held
investment is treated as if it had been sold and reacquired on the date that control is obtained.

Transactions involving NCI

Changes to the investment percentage of a subsidiary that does not entail loss of control are
treated as equity transactions. Therefore, any differences between the acquisition price and the
related share of equity in subsequent acquisitions of investments in entities already controlled
by the group are recognised directly in equity. With respect to partial disposals of an
investment in a subsidiary while control is retained, any gain or loss is recognised in equity.

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Property, plant and equipment


Property, plant and equipment are measured at historical cost, including any directly related
ancillary expenses, in addition to financial expenses incurred during the period of construction
of the assets. Assets acquired through business combinations prior to 1 January 2007 have
been recognised at their carrying amount, determined based on the previous accounting
standards used for these combinations, as a substitute for the cost.
The cost, as determined above, of assets used only during a certain period, is systematically
depreciated on a straight-line basis each financial year based on their estimated technical and
economic life, using depreciation rates intended to represent the estimated useful life of the
assets. If material components of these assets have a different useful life, these components
are recognised separately. The useful life estimated by the Group for the various asset classes
is as follows:

Years
Buildings 15-33
Plant and machinery 5-7
Equipment 3-9
Land, whether undeveloped or developed for civil or commercial buildings, is not depreciated
since it has an indefinite useful life.
As previously mentioned, capital assets acquired under finance leases are recognised as
tangible fixed assets and offset by the corresponding payable. The lease payment is broken
down into its components of interest expense, recognised in the statement of income, and
capital repayment, deducted from financial debt.
When the asset is sold or when there are no longer any expected future economic benefits
from its use, it is derecognised from the statement of financial position and any profit or loss
(calculated as the difference between the disposal value and carrying amount) is recognised in
the statement of income in the year in which it is derecognised.

Intangible assets
Intangible assets acquired separately are initially recognised in assets at historical cost,
determined according to the same procedures as those indicated for tangible assets. Intangible
assets acquired through business combinations are recognised at fair value at the acquisition
date, if this value can be determined reliably.
Intangible assets produced internally, excluding development costs, are not capitalised and are
recorded in the statement of income for the period in which they are incurred.
Intangible fixed assets may have a finite or indefinite useful life. Within the Group, the
following types of intangible assets are currently present:

Years
Intellectual property rights 3
Concessions and licences 9
Other 9

The Group has no assets with an indefinite useful life other than goodwill .

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Salini S.p.A. Group

Following initial recognition, intangible assets with a finite useful life are recognised at cost,
net of depreciation and any accumulated impairment losses. The period and method of
depreciation are reviewed at the end of each financial year, or more frequently if necessary.
Intangible assets with a finite useful life are amortised, from the point at which the asset is
available for use, on the basis of their residual possibility of use, in relation to the useful life
of the asset. The period and method of depreciation applied is reviewed at the end of each
financial year, or more frequently if necessary.
Gains and losses arising from the disposal of an intangible asset are determined as the
difference between the disposal value and the carrying amount of the asset and are recognised
in the statement of income on disposal.
The excess of the purchase cost compared to the groups share of the net fair value of the high
capacity business units acquired in the past is classified as other intangible assets and mainly
refers to acquisition costs of the business units purchased. The related amortisation is
calculated in line with the stage of completion and duration of the work.

Rights to infrastructure under concession

These rights are covered by IFRIC 12 - Service concession arrangements, issued by the
International Financial Reporting Interpretations Committee (IFRIC), which regulates the
recognition and measurement of concession arrangements between public sector entities and
private sector operators. It was endorsed by the European Commission with EC regulation
254/2009 dated 25 March 2009 and its application is mandatory for financial statements
drawn up under IFRS beginning from the year after which it was endorsed. Therefore,
Impregilo group has applied IFRIC 12 since 2010.

The criteria adopted by the group to apply the interpretation to its concessions are set out
below.

Scope and measurement

Scope: IFRIC 12 is applicable to service concession arrangements when the grantor is a


public body and the operator is a private entity, when the following conditions are met:

(a) the grantor controls or regulates what services the operator must provide with the
infrastructure, to whom it must provide them, and at what price; and

(b) the grantor controls through ownership, beneficial entitlement or otherwise - any
significant residual interest in the infrastructure at the end of the term of the
arrangement.

Measurement of the revenues arising from the concession arrangement: the operator acts as
the service provider (construction and management of the work) and recognises the revenues
for the construction and upgrade services in accordance with IAS 11 - Construction contracts
and the revenues from management of the infrastructure in line with IAS 18 - Revenue.

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Salini S.p.A. Group

The grantor pays the operator a consideration for the construction/upgrade services, to be
recognised at fair value, which may consist of rights to:

(a) a financial asset (financial asset model);


(b) an intangible asset (intangible asset model).

The first model is applicable when the operator has an unconditional contractual right to
receive a specified or determinable amount of cash. The second is applicable when the
operator acquires the right to charge for use of a public sector asset that it constructs or
upgrades. The amounts are contingent on the extent to which the public uses the service
(demand risk).

The concession arrangements to which Impregilo group is party, thanks to the operators
consolidated on a line-by-line or proportionate basis, fall under the intangible asset model.
The financial asset model is applicable to certain associates, measured at equity.

Recognition of the intangible asset: the intangible asset is recognised during construction of
the infrastructure. The main identified cases are as follows:

a. arrangements that cover the construction of a new infrastructure; the operator recognises
the intangible asset in line with the stage of completion of the construction project. During
construction, the operator recognises revenues and costs in line with IAS 11 - Construction
contracts.
b. arrangements that cover management of an existing infrastructure and its extension or
upgrading against which the operator acquires specific additional financial benefits; the
operator recognises an increase in the intangible asset as the construction services are
provided for these construction and/or upgrade services to be recognised under IAS 11 -
Construction contracts.
c. arrangements that cover management of an existing infrastructure and specific
obligations to extend or upgrade it against which the operator does not acquire specific
additional financial benefits; at initial recognition, the operator recognises a liability equal to
the present value of the forecast outlay for the construction services to be provided in the
future with, as a balancing item, an additional component of the intangible asset for the
contract consideration, which begins to be amortised.

Contractual obligations for the infrastructures efficiency levels: given that the operator does
not meet the requirements for recognition of the infrastructure as Property, plant and
equipment, the accounting treatment differs depending on the nature of the work carried out
and can be split into two categories: (i) work related to normal maintenance of the
infrastructure; (ii) replacement and scheduled maintenance at a future date.

The first category relates to normal ordinary maintenance of the infrastructure, the cost of
which is recognised in profit or loss when incurred, also under IFRIC 12. Given that the
interpretation does not provide for the recognition of the physical asset but of a right, the
second category is recognised in line with IAS 37 - Provisions, contingent liabilities and
contingent assets, which requires: (i) recognition of an accrual to a provision in profit or loss;
and (ii) recognition of a provision for charges in the statement of financial position.

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Salini S.p.A. Group

Amortisation of the intangible asset: amortisation of the intangible asset recognised for the
rights acquired under the concession arrangement is calculated in line with paragraph 97 of
IAS 38 - Intangible assets: The amortisation method used shall reflect the pattern in which
the assets future economic benefits are expected to be consumed by the entity. If that pattern
cannot be determined reliably, the straight-line method shall be used.

Financial expenses
Financial expenses relating directly to the acquisition, construction or production of an asset
that requires a fairly long period of time before being available for use are capitalised as part
of the cost of the asset itself. All other financial expenses are recognised as a cost for the
period in which they are incurred.

Assets held under finance or operating leases


Finance leases, which substantially transfer to the Group all risks and rewards incidental to
ownership of the leased asset, are capitalised under tangible fixed assets on inception of the
lease at the fair value of the leased asset, or at the present value of the lease payments,
whichever is lower. This will be offset by a payable for an equal amount, which is gradually
reduced based on the lease repayment plan.
Lease payments are divided between the principal and interest, so as to obtain the application
of a constant interest rate on the residual balance (principal amount). Interest is charged to the
statement of income. Assets are depreciated by applying the criterion and rates indicated in
the previous paragraph on tangible fixed assets.
Contracts in which the lessor substantially retains all risks and rewards incidental to
ownership are classified as operating leases. Operating lease payments are charged to the
statement of income over the term of the lease.
Any sale and leaseback transactions to repurchase under a lease an asset previously held
are recognised as a financing transaction. The assets involved in the transaction remain
classified in the Groups statement of financial position assets with consistent accounting
treatment, and a liability is recognised to offset the financial flows arising from the sale. Any
capital gain that should arise from the disposal is recognised in the statement of income on an
accrual basis. This entails an entry under accrued liabilities and the gradual allocation to
income in the statement of income, based on the term of the lease.

Impairment losses on non-financial assets


At the end of each reporting period, the Group assesses whether there is any evidence that the
value of assets may have been subjected to impairment. If so, or if an annual impairment test
is required, the Group estimates the value. The recoverable value is the fair value of the asset
or cash-generating unit, less costs to sell, or, if higher, its value in use. Recoverable value is
determined for each individual asset, unless its cash flows are not broadly independent of
those generated by other assets or groups of assets. Impairment is recognised if the carrying
amount of an asset exceeds its recoverable value and, accordingly, this amount is written
down to its recoverable value. When establishing value in use, the Group discounts estimated
future cash flows to present value using a pre-tax discounting rate that reflects market
assessments of the time value of money and the specific risks associated with the asset. When
establishing fair value less costs to sell, a suitable valuation model is used. These calculations
have been made using suitable valuation multipliers, prices of listed equity securities for

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Salini S.p.A. Group

equity investments in which securities are traded publicly and other fair value indicators
available.
Impairment losses on operating assets are recognised in the statement of income in the cost
category that best reflects the purpose of the asset affected by the impairment loss. This does
not apply to assets that have previously been revalued, where the revaluation has been
recognised in shareholders equity. In this case the impairment loss is recognised in
shareholders equity for an amount equal to the previous revaluation.
At each reporting date, the Group assesses whether there is any evidence that the impairment
loss previously recognised has ceased to apply (or has been reduced) and, if so, estimates the
recoverable value. The value of an asset previously written down may be reversed only where
there have been changes in the estimates on which the calculation of the recoverable value
determined after the recognition of the last impairment loss was based. The reversal may not
exceed the carrying amount that would have been recorded, net of depreciation and
amortisation, had an impairment loss not been recognised in prior periods. This reversal is
recognised in the statement of income unless the asset is not recognised at the revalued
amount, in which case the reversal is treated as a revaluation increase.

Contract Works in progress


Construction agreements in the course of completion are measured based on the contractual
payments accrued with reasonable certainty in relation to the progress of the works, according
to the percentage of completion method, so as to allocate the revenues and net profit from the
contract to the relevant period, in proportion to the progress of the works.Contract Works in
progress are reported net of any provisions for impairment losses and amounts invoiced at
specific stages of the work (prepayments). The corresponding comparison is carried out for
each contract and, if the differential is positive due to works in progress exceeding the amount
of the prepayments, the difference is classified under assets in the Amounts due from clients
item. If, on the other hand, this differential is negative, the difference is classified under
statement of financial position liabilities in the Amounts due to clients item.
Conversely, invoicing for advances constitutes a financial transaction and does not count
towards revenues recognition. Therefore, since they represent a financial transaction,
advances are always recognised as a liability since they are not received in respect of works
carried out. These advances are however gradually reduced, usually based on contractual
agreements, to offset the invoices raised under the contract.
Contractual revenues, in addition to contractual payments, include variants, price revisions
and any claims insofar as it is likely that these represent revenues that can be estimated
reliably.
In the event that a loss is expected from the performance of a contract, the full amount of the
loss is recognised at the point at which it occurs, irrespective of the stage of completion of the
contract.

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Salini S.p.A. Group

Inventories
Inventories are carried at the lower of cost or net estimated realisable value. Cost is
determined by applying the weighted average cost method. The item in question also includes
buildings and assets under construction and held for sale.

Cash and cash equivalents


Cash and cash equivalents are recognised at nominal value and include cash instruments, i.e.
are available on demand or in the very short term, have cleared and are free of redemption
charges.
For the purposes of the consolidated statement of cash flows, cash and cash equivalents are
represented by cash funds as defined above net of bank overdrafts repayable on demand.

Non-current assets held for sale


Non-current assets, and groups of assets awaiting disposal, are classified as held for sale when
it is expected that their carrying amount will be recovered through disposal rather than
through continued use. These assets are recognised at their previous carrying amount and fair
value net of costs attributable to the sale, whichever is lower. Revenues from discontinued
operations, or in the course of disposal, is reported separately in the statement of income. In
accordance with paragraph 34 of IFRS 5 Non-current Assets Held for Sale and Discontinued
Operations, the comparative statement of income is restated based on the same assumptions.

Financial assets
IAS 39 makes provision for the following types of financial instruments: financial assets at
fair value in the statement of income, loans and receivables, investments held to maturity and
available-for-sale assets. All financial assets are initially recognised at fair value, plus, in the
case of assets other than those at fair value in the statement of income, ancillary expenses.
The Group determines the classification of its financial assets after initial recognition and,
where appropriate and permitted, reviews this classification at the end of each financial year.
All regular-way purchases and sales of financial assets are recognised on the trade date, or on
the date on which the Group enters into a commitment to purchase the asset. Regular-way
purchases and sales mean all transactions in financial assets involving the delivery of assets
during the period envisaged by the regulations and by standard practice in the market in which
the trade takes place.
Financial assets at fair value through Profit and Loss.
This category includes assets held for trading and assets designated on initial recognition as
financial assets at fair value in the statement of income.
Assets held for trading are all assets purchased with a view to their immediate sale.
Derivatives, including separate derivatives, are classified as financial instruments held for
trading unless they are designated as effective hedging instruments. Gains or losses on assets
held for trading are recognised in the statement of income.
Where a contract contains one or more embedded derivatives, the Group assesses whether the
derivative could be separated from the host contract when it becomes a party to the contract.

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Salini S.p.A. Group

The revaluation is carried out only if there are changes in the contractual terms that
significantly alter the cash flows that would be otherwise required.
Investments held to maturity
Financial assets that are not derivatives and that are characterised by fixed or determinable
payments at maturity are classified as investments held to maturity when the Group plans
and is able to hold them until maturity.
Following initial recognition, financial investments held to maturity are measured on the basis
of amortised cost, using the effective interest rate method. Gains and losses are recognised in
the statement of income once the investment is derecognised or following an impairment loss,
as well as through amortisation.
Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments
that are not listed on an active market. Following initial recognition, these assets are measured
on an amortised cost basis using the effective discount rate method net of any provisions for
impairment losses. Gains and losses are recognised in the statement of income when the loans
and receivables are derecognised or following an impairment loss, as well as through
amortisation.

Available-for-sale financial assets


Available-for-sale financial assets are financial assets, other than derivative financial
instruments, which are designated as such or are not classified in any of the three previous
categories. Following initial recognition, financial assets held for sale are measured at fair
value and unrealised gains and losses are recognised as part of comprehensive income in the
available-for-sale assets reserve until elimination of the investment, when the accumulated
gains or losses are reclassified in the statement of income.
Fair value
For securities widely traded on regulated markets, fair value is determined with reference to
the stock market price at the close of trading on the reporting date. For investments without an
active market, fair value is determined using measurement techniques based on: recent
transaction prices between independent parties; the present market value of a substantially
similar instrument; the analysis of discounted financial flows or option pricing models.
Amortised cost
Financial assets held to maturity and loans and receivables are measured at amortised cost.
Amortised cost is calculated using the effective interest rate method net of any provisions for
impairment losses. The calculation takes into account any premium or discount on the
purchase and includes the transaction costs and commission that are an integral part of the
effective interest rate.

Impairment loss on financial assets


The Group verifies at each reporting date whether a financial asset or a group of financial
assets has been subjected to an impairment loss.

Assets measured according to the amortised cost method

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Salini S.p.A. Group

If there is objective evidence that a loan or receivable recognised at amortised cost has been
impaired, the amount of the impairment loss is measured as the difference between the
carrying amount and the present value of the estimated future cash flows (excluding future
losses not yet incurred) discounted at the original effective interest rate of the financial asset
(i.e. the effective interest rate calculated at the initial recognition date). The carrying amount
of the asset will be reduced through the use of a provision. The amount of the loss will be
recognised in the statement of income.
If the amount of the impairment loss is subsequently reduced and this reduction can
objectively be traced to an event occurring after the impairment was recognised, this value
may be reinstated. Any subsequent reversals are recognised in the statement of income,
provided that the carrying amount of the asset does not exceed the amortised cost at the
reversal date.
For trade receivables, provisions for impairment losses are established when there is objective
evidence (such as the probability of the debtor becoming insolvent or having serious financial
difficulties) that the Group will be unable to recover the entire amount due according to the
original terms of the invoice. The carrying amount of the receivable is reduced through
recourse to a special reserve. Receivables subjected to impairment are cancelled once these
are confirmed as irrecoverable.
Available-for-sale financial assets
At each reporting date, the Group assesses whether there are any impairment losses on
available-for-sale financial assets. In the case of equity instruments, this consists of a material
and prolonged reduction in the fair value of the instrument to less than its cost. In the event of
impairment of an available-for-sale financial asset, a value equal to the difference between its
cost (net of the repayment of principal and amortisation) and its present fair value, net of any
previous impairment losses recognised in the statement of income, will be reversed from other
components of comprehensive income to the statement of income. Reversals relating to equity
instruments classified as available for sale are not recognised in the statement of income.
Reversals relating to debt instruments are recognised in other components of comprehensive
income. If the increase in the fair value of the instrument can be objectively attributed to an
event occurring after the loss had been recognised in the statement of income.

Financial liabilities
Loans and interest-bearing finance
Financial liabilities, other than derivative financial instruments, are initially recognised at the
fair value of the payment received, net of the transaction costs that are directly attributable to
the issuance of the financial liability itself; these are subsequently measured at amortised cost,
in other words at the initial value, net of the capital repayments already made, adjusted (up or
down) by the amortisation (using the effective interest rate method) of any differences
between initial value and value at maturity.
Financial liabilities at fair value thought Profit and Loss
Financial liabilities at fair value in the statement of income include liabilities held for trading
and financial liabilities designated at fair value with changes carried in the statement of
income at the time of initial recognition.
Liabilities held for trading are all those acquired with a view to their immediate sale.
Derivatives, including separate derivatives, are classified as financial instruments held for

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Salini S.p.A. Group

trading unless they are designated as effective hedging instruments. Gains or losses on
liabilities held for trading are recognised in the statement of income.
Financial guarantees given
Financial guarantees given by the Group are contracts that require an outflow to reimburse the
holder for a loss incurred following a default by a debtor on a payment due at maturity based
on the contractual terms of the debt instrument. Financial guarantee contracts are initially
recognised as liabilities at fair value, plus transaction costs that are directly attributable to the
issuance of the guarantee. Liabilities are subsequently measured at the best estimate of the
outflow required to meet the effective obligation at the reporting date, or, if higher, the
amount initially recognised.

Derivative financial instruments and hedge accounting


Initial recognition and subsequent measurement.
The Group only uses derivative financial instruments for some interest rate swaps to hedge
the risks arising mainly from interest rate fluctuations. These derivative financial instruments
are initially recognised at fair value on the date on which the contract is signed and are
subsequently measured at fair value. They are recognised as assets when the fair value is
positive and as liabilities when the fair value is negative.
Any gains or losses arising from changes in fair value on derivatives are recognised directly in
the statement of income, except for the effective part of cash flow hedges, which is recognised
in shareholders equity.
For the purposes of hedge accounting, hedges are classified as:
fair value hedges, if they hedge the risk of a change in fair value of the underlying
asset or liability or an irrevocable commitment not recognised (except for foreign
exchange risk);
cash flow hedges, if they hedge exposure to changes in cash flows attributable to a
specific risk associated with an asset or liability recognised or a transaction that is
extremely likely to take place, or a foreign exchange risk linked to an irrevocable
commitment that has not been recognised;
hedges of a net investment in a foreign operation.
On establishing a hedge, the Group designates and formally documents the hedge to which it
intends to apply hedge accounting, its risk management objectives and the strategy pursued.
The documentation includes identifying the hedging instrument, the item or transaction to be
hedged, the nature of the risk and the procedures whereby the company intends to measure the
effectiveness of the hedge in offsetting exposure to changes in fair value of the hedged item or
cash flows linked to the hedged risk. These hedges are expected to be highly effective in
offsetting exposure of the hedged item to changes in fair value or financial flows attributable
to the hedged risk; the assessment of whether these hedges are in fact highly effective is
carried out on a continuous basis during the periods for which they were designated.
Transactions that satisfy the hedge accounting criteria are recognised as follows:
Fair value hedges
The change in fair value of interest rate hedges is recognised in the statement of income under
financial expenses. The change in fair value of hedging instruments attributable to the hedged

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Salini S.p.A. Group

item is recognised as part of the carrying amount of the hedged item and is also recognised in
the statement of income under financial expenses.
With regard to fair value hedges for items recognised according to the amortised cost method,
the adjustment of the carrying amount is amortised in the statement of income over the
remaining period to maturity. The amortisation may begin as soon as an adjustment is made,
but no later than the date on which the hedged item ceases to be adjusted by the changes in its
fair value attributable to the hedged risk.
If the hedged item is cancelled, the unamortised fair value is recognised immediately in the
statement of income.
The Group has no fair value hedges.
Cash flow hedges
The portion of profit or loss on the hedged instrument relating to the effective hedge is
recognised under other comprehensive income in the cash flow hedge reserve, while the
ineffective portion is recognised directly in the statement of income under financial expenses.
Amounts recognised as other comprehensive income are transferred to the statement of
income during the period in which the hedged transaction influences the statement of income,
for example when the financial income or expense is recognised or when a planned sale takes
place. When the hedged item is the cost of a non-financial asset or liability, the amounts
recognised under other comprehensive income are transferred at the initial carrying amount of
the asset or liability.
If the proposed transaction or irrevocable commitment is no longer expected to take place, the
accumulated gains or losses recognised in the cash flow hedge reserve are transferred to the
statement of income. If the hedging instrument reaches maturity or is sold, cancelled or
exercised without being replaced, or if its designation as a hedge is revoked, amounts
previously recognised in the cash flow hedge reserve remain there until the proposed
transaction or irrevocable commitment have an impact on the statement of income.
At the reporting date, the Group had 10 cash flow hedge derivatives outstanding. See Note 39
for more information.
Hedging a net investment in a foreign operation
The hedging of a net investment in a foreign operation, including the hedging of a monetary
item recognised as part of a net investment, are recognised in the same way as cash flow
hedges. Gains or losses on the hedging instrument are recognised under other comprehensive
income for the effective part of the hedge, while the remainder (ineffective) are recognised in
the statement of income. On the disposal of the foreign asset, the accumulated value of such
comprehensive gains or losses is transferred to the statement of income.
The Group does not have any hedges of net investments in foreign operations.

Derecognition of financial assets and liabilities


Financial assets
A financial asset (or, where applicable, part of a financial asset or part of a group of similar
financial assets) is derecognised when:
the rights to receive financial flows from the asset are extinguished;
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Salini S.p.A. Group

the Group retains the right to receive financial flows from the asset, but has assumed a
contractual obligation to pay them immediately and in full to a third party;
the Group has transferred the right to receive financial flows from the asset and (a) has
substantially transferred all risks and rewards incidental to ownership of the financial asset,
or (b) has neither transferred nor substantially retained all risks and rewards incidental to
ownership, but has transferred control of the asset.
In cases where the Group has transferred the right to receive financial flows from an asset
and has neither transferred nor substantially retained all risks and rewards and has not lost
control over the asset, the asset is recognised by the Group to the extent of its residual
interest therein. The residual interest, which takes the form of a guarantee on the transferred
asset, is measured at the lower of the initial carrying amount of the asset and the maximum
value of the consideration that the Group could be required to pay.
In cases where the residual interest takes the form of an option issued and/or acquired on the
transferred asset (including options settled in cash or similar), the measurement of the
Groups interest corresponds to the amount of the transferred asset that the Group could
repurchase; however, in the case of a put option issued on an asset measured at fair value
(including options settled in cash or using similar instruments), the measurement of the
Groups residual interest is limited to the fair value of the asset transferred or the exercise
price of the option, whichever is lower.
Financial liabilities
A financial liability is derecognised when the underlying obligation is extinguished,
cancelled or fulfilled.
In cases where an existing financial liability is replaced by another from the same provider,
under substantially different conditions, or the conditions of an existing liability are
substantially modified, such exchange or modification is treated as a derecognition of the
original liability and the recognition of a new liability, with any differences between the
carrying amounts recognised in the statement of income.

Employee benefits
The liability relating to short-term benefits guaranteed to employees, paid during the period of
employment, is recognised based on the amount accrued at the end of the reporting period.
Liabilities relating to employment benefits paid during or after the period of employment
under defined benefit plans, represented by the employee termination benefits plan and the
loyalty bonus scheme provided by Article 66 of the national collective agreement of 5 July
1995 for the building industry, are recognised during the vesting period, net of any assets used
to service the plan and advances paid, and are determined based on actuarial assumptions and
recognised on an accrual basis in line with the period of service necessary to qualify for
benefits; the liabilities are measured by independent actuaries.
The method used to measure defined benefit plans is the Projected Unit Credit Method
(PUCM).
With regard to termination benefits, this method consists of calculating the average present
value of obligations under the plan, accrued based on the employees length of service prior to
the measurement date, taking into account the employees future contributions. The
calculation method, applied on an individual basis for the population measured, can be
divided into the following stages: 1) projection of the fund already set aside and future
Consolidated financial statements at 31 December 2013 137
Salini S.p.A. Group

contributions, which will accrue whenever payment takes place; 2) calculation of the probable
payments that will have to be made if the employee leaves the company due to dismissal,
resignation, disability, death or retirement, or in the event of taxes or an advance payment
request; 3) discounting, at the measurement date, of each probable payment; and 4)
recalculation of the probable benefits discounted based on the length of service at the
measurement date, compared with the total length of service whenever settlement takes place.
The same method is used to measure the loyalty bonus, the calculation of which does not
include future contributions from the employee, nor the possibility of advances.
Note that from the 2007 financial year, the Group absorbed the effects of changes introduced
by the 2007 Finance Act and subsequent decrees and regulations relating to the allocation of
termination benefits accrued from 1 January 2007, applicable for companies with an average
of more than 50 employees in 2006. It follows from this that, for Group companies affected
by the changes:
the termination benefits accrued at 31 December 2006 remain a defined benefit plan;
the termination benefits allocated to a supplementary pension from the date of this
option (or at the end of the six-month statutory period, unless otherwise indicated)
represent a defined contribution plan;
the termination benefits allocated after 1 January 2007 to the treasury fund represent a
defined contribution plan.
For termination benefits accrued at 31 December 2006, while maintaining the status of a
defined benefit plan, the calculation method has changed due to the absence of future
contributions; in fact, the liability linked to accrued termination benefits is measured for
actuarial purposes at 1 January 2007 (or the date on which the decision was made to allocate
these to a supplementary pension) without using the Projected Unit Credit Method (PUCM),
since the employee benefits accrued prior to 31 December 2006 (or the date on which the
decision was made to allocate these to a supplementary pension) could be considered almost
entirely vested (with the sole exception of the revaluation) in accordance with paragraph 67(b)
of IAS 19.
Conversely, the accounting treatment of amounts accrued from 1 January 2007 is similar to
that for other contribution payments, both in the case of the supplementary pension option,
and in the event of allocation to the INPS treasury fund.
In addition, in accordance with IAS 19, these changes entail the recalculation of the
termination benefits accrued at 31 December 2006; this recalculation (curtailment, as
defined in paragraph 109 of IAS 19) is essentially based on the exclusion of future payments
and the related assumed increases from the actuarial calculation.
Gains and losses arising from the actuarial calculation for both defined benefit plans are
recognised in comprehensive income during the period in which they occur. These actuarial
gains and losses are classified immediately under retained earnings and are not reclassified in
the statement of income in subsequent periods.

Provisions for risks and charges


Provisions for risks and charges are recognised when there is a present (legal or constructive)
obligation towards third parties arising from a prior event, if an outflow of resources is
probable to satisfy the obligation and the amount of the obligation can be reliably estimated.

Consolidated financial statements at 31 December 2013 138


Salini S.p.A. Group

Provisions are recognised at the value representing the best estimate of the amount that the
company would pay to extinguish the obligation or to transfer it to third parties at the
reporting date. If the impact of discounting the value of money is significant, the provisions
are determined by discounting expected future financial flows at a discount rate that reflects
the current market valuation of the time value of money. When the discounting is carried out,
the increase in the provision due to the passage of time is recorded as a financial expense.

Revenues
Revenues other than from work in progress under contract are recognised insofar as it is
possible to determine their fair value reliably and it is probable that the related economic
benefits will materialise. Depending on the type of transaction, revenues are recognised on the
basis of the following specific criteria:
- revenues from sales of goods are recognised when the material risks and rewards of
ownership of the assets are transferred to the buyer;
- revenues from the provision of services are recognised with reference to the stage of
completion of the assets based on the same criteria as for work in progress under contract.
If it is not possible to determine the amount of revenues reliably, this is recognised based
on the costs incurred which are expected to be recovered;
- revenues from lease payments and royalties are recognised during the accrual period,
based on the contractual agreements signed.
Interest revenues (and interest expenses) are recognised based on interest accrued on the value
of the corresponding financial assets and liabilities, using the effective interest rate method.
Dividends received from companies other than subsidiaries, associate companies or joint
ventures are recognised on the vesting of the shareholders right to receive them, following a
resolution by shareholders of investee companies to distribute dividends.

Income tax
This is recognised based on a realistic estimate of the tax expenses due, in accordance with
the prevailing regulations, taking into account any applicable exemptions. The tax rates and
legislation used to calculate the amount are those issued or substantially in force at the
reporting date in countries where the Group operates and generates its taxable income.
The liability for regional income tax (IRAP) and corporate income tax (IRES) to be paid
directly to the tax administration is reported in the statement of financial position under
current liabilities in the Current tax liabilities item, net of payments on account made. Any
positive difference is recognised under current assets in the Current tax assets item.
Deferred and prepaid taxes are calculated using the liability method on temporary differences
between assets recognised in the financial statements and the corresponding values recognised
for tax purposes. Prepaid tax assets are also recognised on tax losses carried forward by the
company.
Deferred tax liabilities are recognised against all taxable temporary differences, except for:
a) when deferred tax liabilities arise from the initial recognition of goodwill or of an asset or
liability in a transaction which is not a business combination and which, at the time of the
transaction itself, has no impact either on net profit calculated for the purposes of the
financial statements, or on profit or loss calculated for tax purposes;

Consolidated financial statements at 31 December 2013 139


Salini S.p.A. Group

b) with reference to taxable temporary differences associated with equity investments in


subsidiaries, associate companies and joint ventures, in the event that the reversal of
temporary differences can be verified and it is likely that this will not occur in the
foreseeable future.

Deferred tax assets are recognised for all deductible temporary differences and for tax assets
and liabilities carried forward, insofar as it is probable that there will be adequate future
taxable income to justify the use of deductible temporary differences and of tax assets and
liabilities carried forward, except for cases where:

- the deferred tax asset associated with the deductible temporary differences derives from
the initial recognition of an asset or liability in a transaction which is not a business
combination and which, at the time of the transaction, has no influence either on net profit
calculated for the purposes of the financial statements, or on profit or loss calculated for
tax purposes;
- with reference to taxable temporary differences associated with equity investments in
subsidiaries, associate companies and joint ventures, deferred tax assets are recognised
only to the extent that it is probable that the deductible temporary differences will be
reversed in future and there is adequate taxable income against which the temporary
differences could be used.

Prepaid tax assets are recognised when their recovery is deemed probable, based on the
estimated future availability of sufficient taxable income for the realisation of the prepaid
taxes themselves. The recoverable nature of the prepaid tax assets is reviewed at each
reporting date.
Deferred tax assets and liabilities are measured based on the tax rates expected to apply to the
financial year in which such assets are realised or liabilities extinguished, considering the
prevailing rates and those already published or substantially published at the reporting date.
Current taxes relating to items recognised outside profit and loss are recognised in
shareholders equity or in the statement of comprehensive income in line with the recognition
of the item to which they relate. Deferred tax assets and liabilities are offset, when there is a
legal right to offset current tax assets against current tax liabilities and the deferred taxes
relate to the same fiscal entity and the same tax authority.

Conversion of items and translation of financial statements in foreign currency


The consolidated financial statements are presented in Euros, which is the functional and
presentation currency of the parent company.
Balances included in the financial statements of each Group company are entered in the
currency of the primary economic environment in which the entity operates (functional
currency). Items expressed in a different currency from the functional currency, whether
monetary (cash, assets and liabilities to be collected or paid with fixed or determinable
amounts, etc.) or non-monetary (inventories, work in progress, advances to suppliers of goods
and/or services, goodwill, intangible assets, etc.) are initially recognised at the exchange rate
in force on the date on which the transaction takes place. Thereafter the monetary elements
are converted into the functional currency based on the prevailing exchange rate at the
reporting date and differences arising from the conversion are recognised in the statement of
income. Non-monetary items are maintained at the conversion rate on the transaction date,
except in the event of a persistent unfavourable trend in the reference exchange rate.

Consolidated financial statements at 31 December 2013 140


Salini S.p.A. Group

Exchange rate differences relating to non-monetary items receive the accounting treatment
(statement of income or shareholders equity) provided for changes in value of such items.
The rules for the translation of financial statements expressed in foreign currency are as
follows:
- assets and liabilities included in the financial statements, even if only for comparison
purposes, are translated at the exchange rate in force on the reporting date;
- costs and revenues and income and expenses included in the financial statements, even if
only for comparison purposes, are translated at the average exchange rate for the reporting
period, or at the exchange rate on the date of the transaction, if this differs significantly
from the average rate;
- components of shareholders equity, excluding net profit, are converted at historical
exchange rates;
- the translation reserve contains both exchange rate differences generated by the
conversion of amounts at a different rate from the closing rate, and those generated from
the translation of shareholders equity at a different exchange rate from the rate used at
year-end;
- exchange rate differences arising from conversion are recognised in the statement of
comprehensive income.

Consolidated financial statements at 31 December 2013 141


Salini S.p.A. Group

The exchange rates in use at 31 December 2013 were as follows (source: Bank of Italy):

Currency Period end rate Average rate


AED - UNITED ARAB EMIRATES DIRHAM 5.07 4.88
ALL - ALBANIAN LEK 140.53 140.30
ARS - ARGENTINE PESO 8.99 7.28
AZN - AZERBAIJANI MANAT 1.08 1.04
BGN - NEW BULGARIAN LEV 1.96 1.96
DZD - ALGERIAN DINAR 107.79 105.61
ETB - ETHIOPIAN BIRR 26.40 24.86
GEL - GEORGIAN LARI 2.39 2.21
GNF - GUINEAN FRANC 9695.07 9175.70
JOS - JORDANIAN DINAR 0.98 0.94
KZT - KAZAKHSTANI TENGE 212.44 202.14
LYD - LIBYAN DINAR 1.70 1.68
MAD - MOROCCAN DIRHAM 11.25 11.17
MDL - MOLDOVAN LEU 18.01 16.72
MYR - MALAYSIAN RINGGIT 4.52 4.19
NGN - NIGERIAN NAIRA 220.89 211.55
RON - NEW ROMANIAN LEU 4.47 4.42
SLL - SIERRA LEONE LEONE 5944.51 5744.48
TND - TUNISIAN DINAR 2.27 2.16
TRY - NEW TURKISH LIRA 2.96 2.53
UAH - UKRAINIAN HRYVNIA 11.33 10.79
UGX - UGANDAN SHILLING 3484.63 3434.87
PLN - POLISH ZLOTY 4.15 4.20
USD - US DOLLAR 1.38 1.33
PES - CHILEAN PESO 724.77 658.32
INR - INDIAN RUPEE 85.37 77.93
SAR - SAUDI RIYAL 5.17 4.98
SGD - SINGAPORE DOLLAR 1.74 1.66
RUB - RUSSIAN RUBLE 45.32 42.34
AUD - AUSTRALIAN DOLLAR 1.54 1.38
PAB - PANAMANIAN BALBOA 1.38 1.33
IQD - IRAQI DINAR 1606.65 1547.26
NAM - NAMIBIAN DOLLAR 14.57 12.83

Consolidated financial statements at 31 December 2013 142


Salini S.p.A. Group

3. Newly issued and approved accounting standards and interpretations


Standards and interpretations with effect from 1 January 2013

IAS 1 Presentation of Financial Statements Presentation of items in other components of


comprehensive income in the financial statements
The amendment to IAS 1 introduces the grouping of items presented in other components of
comprehensive income. The items, which in the future could be reclassified (or recycled) in
the income statement (e.g., net profit on hedging net investments, translation differences on
foreign financial statements, net profit on cash flow hedges and the net profit/loss from
available-for-sale financial assets) must now be presented separately from items that will
never be reclassified (e.g., actuarial gains/losses on defined benefit plans and the revaluation
of land and buildings). The amendment only concerned the method of presentation and had no
impact on the Groups financial position or results.

IAS 1 Presentation of Financial Statements Clarification of requirements for


comparative information
This amendment to IAS 1 clarifies that when an entity presents comparative information in
addition to the minimum comparative statements required by IFRS, the entity must present
the related comparative information in the notes to financial statements in accordance with
IFRS. The presentation of this voluntary comparative information does not involve a
complete disclosure of financial statements including all tables.

IAS 32 Tax effect of distributions to equity holders


The amendment to IAS 32 Financial Instruments: Presentation in Financial Statements,
clarifies that taxes tied to distributions to equity holders must be recorded in accordance with
IAS 12 Income Taxes. The amendment removes requirements from IAS 32 concerning taxes,
and asks the entity to apply IAS 12 to any tax tied to distributions to equity holders. The
amendment had no impact on the Groups condensed consolidated interim financial
statements since there was no tax impact tied to monetary and non-monetary distributions.

IAS 19 (2011) Employee Benefits (IAS 19R)


IAS 19R includes numerous changes in the recording of defined benefit plans, including:
actuarial gains and losses that are now recorded among other components of comprehensive
income and permanently excluded from the income statement; the returns expected from plan
assets that are no longer recorded in the income statement, while it is necessary to record in
the income statement the interest on the plans net liability (asset) balance, and such interest
must be calculated using the same interest rate used to discount the obligation; and costs
related to past work performed that are now recognised in the income statement on the first to
occur between i) a change or reduction of the plan, or ii) the recognition of related
restructuring or employment termination costs. Other changes include new information, such
as information on qualitative sensitivity.
In the case of the Group, the transition to IAS 19R had an impact on the net obligation of the
defined benefit plan due to the difference in recording interest on the plans assets and costs
related to past work performed.

Consolidated financial statements at 31 December 2013 143


Salini S.p.A. Group

IFRS 7 Supplemental Information Offsetting of Financial Assets and Liabilities


Amendments to IFRS 7
These amendments require the entity to provide information on offsetting rights and related
agreements (e.g. guarantees). The information will provide useful information to the reader of
financial statements to assess the effect of offsetting agreements on the entitys financial
position. The new information is required for all financial instruments recorded that are being
offset according to IAS 32. The information is also required for financial instruments covered
by framework offsetting agreements (or similar agreements), regardless of whether such
instruments are offset according to IAS 32. Since the Group does not offset financial
instruments in accordance with IAS 32 and has not signed significant offsetting agreements,
these amendments have no impact on its financial position or results.

IFRS 13 Fair Value Measurement


IFRS 13 introduces an unambiguous guide line for all fair value measurements under IFRS.
IFRS 13 does not modify the cases when it is required to use fair value, but it provides a guide
on how to measure fair value under IFRS when the application of fair value is required or
permitted by international accounting standards. The application of IFRS 13 had no material
impact on the Groups fair value measurements.
IFRS 13 also requests specific information on fair value, a part of which replaces disclosure
requirements currently specified by other standards, including IFRS 7 Financial Instruments:
Supplemental Information. Some of this information is specifically required for financial
instruments by IAS 34.16A(j), and thus it has an effect on the consolidated financial
statements. The Group has provided this information in Note 11.
In addition to the amendments and new standards summarised above, an amendment was also
made to IFRS 1 First-Time Adoption of International Financial Reporting Standards which
applies to annual periods beginning on or after 1 January 2013. This amendment is not
relevant for the Group since it is not a new user of IFRS.

IAS 12 Deferred taxes: recovery of underlying assets


This amendment provides clarification regarding the measurement of deferred taxes on
investment property measured at fair value. This amendment introduces the refutable
assumption that the carrying amount of an investment property, measured using the fair value
model specified by IAS 40, will be recovered through its sale, and that, as a result, the related
deferred tax should be measured on a sale basis. This assumption is refuted if the investment
property can be depreciated and is held with the intent of using over time substantially all the
benefits deriving from the investment property instead of realising these benefits from its sale.
The amendment had no impact on the Groups financial position, results or disclosure.

IFRIC 20 Stripping costs in the production phase of a surface mine


This interpretation applies to stripping costs in mining activities during the production phase
of a surface mine. The interpretation addresses accounting of the benefits arising from the
stripping activity. The new interpretation has had no effect on the Group.

Consolidated financial statements at 31 December 2013 144


Salini S.p.A. Group

Standards and interpretations approved during 2013 not adopted in advance by the
Group

Regulation (EU) No 1254/2012 of the Commission of 11 December 2012, published in


Official Journal L 360 of 29 December 2012 concerning the adoption of international
accounting standards IFRS 10 Consolidated financial statements, IFRS 11 Joint
arrangements, IFRS 12 Disclosure of interests in other entities, amendments to IAS 27
Separate financial statements and IAS 28 Investments in associates and joint
ventures.

IFRS 10 aims to provide a single guiding standard to follow for the preparation of
consolidated financial statements, stipulating control as the basis for the consolidation of all
types of entities. In effect, IFRS 10 replaces IAS 27 Consolidated and separate financial
statements and SIC Interpretation 12 Special purpose vehicles.
IFRS 11 establishes the accounting standards for entities which are part of joint control
agreements and replaces IAS 31 Interests in joint ventures and SIC 13 Jointly Controlled
Entities Non-Monetary Contributions by Venturers.
IFRS 12 combines, reinforces and replaces the disclosure obligations of subsidiaries,
agreements for joint control, associate companies and non-consolidated structured entities.
Following these new IFRS, the IASB also issued an amended IAS 27, which will only involve
the separate financial statements and an amended IAS 28 in order to incorporate the
introductions of IFRS 11 on the subject of joint venture entities.
The new standards will be applied from the start date of the first financial year beginning after
1 January 2014.
In light of the pronouncements expected from the relative authorities and technical bodies,
assessments of the possible economic and financial effects on the consolidated accounts of the
new standards are being conducted, with special reference to IFRS 11.

IAS 32 Offsetting of Financial Assets and Liabilities Amendments to IAS 32


The amendments clarify the meaning of currently has a legally enforceable right to offset.
The amendments also clarify the application of IAS 32s offsetting principle in the case of
settlement systems (such as central clearing houses ) which adopt non-simultaneous gross
settlement mechanisms. These changes should not result in impacts on Groups financial
position or results and will be effective for annual reporting periods beginning on or after 1
January 2014.

4. Seasonality of business
The Groups business is not subject to seasonality, and thus the supplemental financial
disclosure required by IAS 34.21 is not provided for performance in the twelve months
ending on the date that these condensed consolidated interim financial statements were
presented.

Consolidated financial statements at 31 December 2013 145


Salini S.p.A. Group

5. Discretionary measurements and significant accounting estimates

The preparation of the consolidated financial statements and accompanying explanatory notes
in accordance with IFRS requires the management to make estimates and assumptions based
on subjective opinions, past experience and reasonable and realistic assumptions in view of
the information known at the time of the estimate. These estimates have an impact on the
values of the assets and liabilities and information relating to contingent assets and liabilities
at the reporting date, as well as on the amount of revenues and costs for the period under
review. The actual amounts could be significantly different, following possible changes in the
factors used to determine such estimates. Estimates are periodically reviewed.
The estimates and assumptions used in the preparation of these consolidated financial
statements are set out below:

Accounting area Accounting estimates

Provision for The recoverability of receivables is measured by taking into account the risk of non-payment, ageing and
impairment losses bad debts recognised in the past for similar types of receivables.
on receivables

Intangible assets The recoverability of the amount recognised in the statement of financial position is evaluated through
and Equity impairment tests to detect if there are any indicators of impairment. See Note 19 and 20 for details on the
investments assumptions used.

Provisions, Provisions linked to legal disputes, arbitration and tax disputes are the result of a complex estimation
contingent liabilities process which is partly based on the probability of losing the case. Provisions linked to employee
and employee benefits, particularly termination benefits, are determined based on actuarial assumptions; changes in
benefits these assumptions could have a material impact on these provisions.

Revenues from A significant part of the Groups activities is typically carried out on the basis of contracts that involve a
work in progress payment determined when the contract is awarded. This means that the margins on contracts of this type
could change compared with the original estimates, depending on the recoverability or otherwise of the
additional expenses and/or costs that the Group could incur during the performance of the contracts.

Income tax Income tax (current and deferred) is calculated in each country in which the Group operates based on a
prudent interpretation of the prevailing tax legislation. This process at times involves complex estimates
to determine taxable income and deductible and taxable temporary differences between carrying
amounts and taxable amounts. In particular, prepaid tax assets are recognised insofar as it is probable
that a future taxable income will be available against which they can be recovered. The measurement of
the recoverability of prepaid tax assets, recognised in relation both to tax losses that can be used in
subsequent periods and deductible temporary differences, takes into account the estimate of future
taxable income and is based on conservative tax planning.

Derivatives and The fair value of derivatives and equity instruments is determined both on the basis of values recognised
equity instruments on regulated markets or quotations supplied by financial counterparties, and based on valuation models
that also take into account subjective valuations such as estimated cash flows, expected price volatility,
etc.

Goodwill See Note 6 for details of the estimates used to measure the recoverability of goodwill and any evidence
of impairment.

In the absence of a standard or interpretation specifically applicable to a certain transaction,


the management defines, through subjective weighted assessments, the accounting policies to
be adopted with a view to providing a set of financial statements that give a true and fair view
of the financial position, results from operations and cash flows of the Group; reflect the
Consolidated financial statements at 31 December 2013 146
Salini S.p.A. Group

economic substance of the transactions; and are neutral, prepared on a prudent basis and
complete in all material respects.

6. Business combinations

Impregilo Group Consolidation


In 2011 a 15% stake was acquired in Impregilo S.p.A. by Salini Costruttori S.p.A. for
122,739, which was transferred during the period to Salini S.p.A.
In the period January-July 2012 the Company acquired a further 14.75% for 173,346,
increasing the ownership stake to 29.75%. As shown in the Directors report, on 17 July 2012
the Impregilo Shareholders Meeting, at the proposal of the shareholder Salini S.p.A.,
approved the following measures by a majority vote with the attendance of shareholders
holding over 80% of capital: the termination of the directors in office and the appointment of
a new Board of Directors comprising 15 directors, 14 of whom will be taken from the list
presented by Salini. On this date, the equity investment in Impregilo recorded under the
Other companies item and valued according to IAS 39 was reclassified under equity
investments in associate companies, having verified the prerequisites which identify the
existence of significant influence on the investee company, included in IAS 28, paragraph 7,
the first of these being representation on the board of directors, or on the equivalent body, of
the investee company.
In October 2012, the Company acquired further equity investments, equal to approximately
0.1%, increasing its shareholding to 29.84% of the ordinary share capital.
The value of the equity investment at 31 December 2012, following the transactions described
above, recorded under equity investments in associate companies, was 570,459.
Also note that, as reported in the Directors report, Salini S.p.A. through a dedicated
announcement pursuant to Article 102, paragraph I, of Legislative Decree 58/98 (TUF) and
Article 37 of Consob Regulation 11971/99 (Issuers Regulation), made its decision to
promote a voluntary public tender offer known, pursuant to Article 106, paragraph 4 of the
TUF, concerning all Impregilo S.p.A ordinary shares not held by Salini S.p.A., at a price of
4.00 per share.
As a result, the Offer Document was published on 16 March 2013, accompanied by the
supporting documentation, specifically the (Impregilo) Issuer Statement, prepared pursuant to
Article 103 of the TUF and Article 39 of the Issuers Regulation.
Taking into account the shares tendered during the subscription period (from 18 March to 18
April 2013) and the subsequent reopening of terms period (from 18 to 24 April 2013), by 2
May 2013 Salini held a total of 370,575,589 ordinary shares, equal to approximately 92.08%
of total Impregilo S.p.A. ordinary shares. The success of the operation was also due to the
support of the banking sector and advisors.
In light of the outcome of the offer, as it was not aimed at the delisting of Impregilo shares,
Salini S.p.A. announced that it would restore floating capital sufficient to ensure regular
trading of said shares. The transactions were completed by 16 May 2013 with the Company
holding an equity investment of less than 90% of the ordinary share capital (89.7%).
At 31 December 2013, Salini S.p.A. 88.83% of the share capital.
Consolidated financial statements at 31 December 2013 147
Salini S.p.A. Group

The acquisition was recognised according to the acquisition method.


In accordance with IFRS 3, the acquisition date was 18 April 2013 whereas the accounting
date was identified as 1 April 2013 as there were no significant changes in the period.
Consolidated financial position figures of the Salini Group at 31 December 2013 include the
full consolidation of the Issuer, while the consolidated income statement figures of the Salini
Group at 31 December 2013 fully consolidate the issuer from 1 April 2013, and they only
consolidate the Issuer using the equity method for the third quarter of 2013, prior to the
acquisition of control through the voluntary public tender offer.
In compliance with the provisions of IFRS 3 for business combinations achieved in stages, at
the date of acquisition of control, as a preliminary activity to the identification and valuation
of assets acquired and liabilities assumed as part of the business combination, the Company
adjusted the value of the equity interest held in Impregilo immediately before the acquisition
date, amounting to 570,459 at Fair value at that date, corresponding to 4 per share (equal to
the value of the voluntary public tender offer), for a total value of 480,304, recognising a
loss in the income statement 90,155, under the item Effect of measuring equity investments
according to the equity method.
The valuation of assets acquired and liabilities assumed as part of the business combination
for purchase price allocation was completed within the one year period required by IFRS 3.
In particular, with respect to the disclosure provided in the Interim Financial Report of the
Salini Group at 30 June 2013, in view of the additional information acquired as a result of in-
depth, detailed verifications, additions and/or adjustments have been made to the values
established, with reference to the items included in property, plant and equipment and
intangible assets, equity investments, available-for-sale financial assets, other current and
non-current assets/liabilities, in contract work in progress, advances from customers, and net
financial indebtedness, with consequent adjustments of the related tax effects. All the final
values been recorded as if the initial recognition of the business combination had been
completed on the acquisition, as required by IFRS 3.49.
The table below provides details of the allocated final value, with reference to the acquisition
date, of the identifiable assets acquired and the liabilities assumed, compared with the initial
values stated in the provisional accounting for the business combination shown in the Interim
Financial Report of the Salini Group at 30 June 2013.

Consolidated financial statements at 31 December 2013 148


Salini S.p.A. Group

Difference
Initial
Final between fin. rec.
provisional
(Values in /000) recognition at at 31/12/2013 and
recognition at
31/12/2013 prov. rec. at
01/04/2013
01/04/2013

Intangible Fixed Assets 76,550 112,001 35,452


Tangible Fixed Assets 281,320 281,320 0
Equity investments 88,790 103,336 14,546
Other fixed assets 33,688 39,590 5,902
Total non-current assets 480,347 536,247 55,900
Inventories 90,374 90,374 0
Amounts due from clients 898,657 929,997 31,340
Amounts due to clients (870,038) (855,739) 14,299
Trade receivables 1,037,326 1,032,799 (4,527)
Other assets 282,471 282,471 0
Tax assets (liabilities) 113,785 89,550 (24,235)
Subtotal 1,552,576 1,569,453 16,877
Trade payables (786,113) (786,113) 0
Other liabilities (241,282) (241,282) 0
Subtotal (1,027,395) (1,027,395) 0
Operating Working Capital 525,181 542,058 16,877
Non-current assets held for sale 212,256 248,056 35,800
Non-current liabilities held for sale (D) 0 0 0
Employee benefits (18,340) (18,159) 181
Provisions for risks and charges (100,459) (100,459) 0
Total provisions (118,799) (118,618) 181
Net invested capital 1,098,985 1,207,743 108,758
Cash and cash equivalents 1,399,538 1,399,538 0
Current financial assets 29,207 29,207 0
Non-current financial assets 42,758 29,730 (13,029)
Current financial liabilities (387,453) (384,658) 2,795
Non-current financial liabilities (316,280) (326,245) (9,965)
Net financial payables/receivables 767,770 747,571 (20,199)

TOTAL NET IDENTIFIABLE ASSETS


1,866,755 1,955,314 88,559

(Values in /000) 01/04/2013 31/12/2013 Difference

Price paid at the acquisition date a 1,632,844 1,632,844 0


Net value of the identifiable assets and liabilities b 1,866,755 1,955,314 88,559

Value of goodwill (badwill) (c=a+b) c (233,911) (322,470) (88,559)


Consolidated financial statements at 31 December 2013 149
Salini S.p.A. Group

Value of badwill pro rata (90.78%) (212,345) (292,739) (80,394)

Analysis of cash flows for the acquisition:


(/000)

Net cash acquired with the subsidiary (included in cash flows from investment
activities) 1,321,498
Consideration paid for the acquisition (1,299,139)
Net cash flow for the acquisition 22,359

The value of the badwill has been calculated solely for the portion attributable to the Salini
Group on the basis of the net assets acquired after elimination of goodwill stated in the
consolidation of Impregilo, taking into account the related tax effects. This amount, of
292,739 (of which 212,345 already recognised in the Interim Financial Report at 30 June
2013), was recognised in the income statement under financial income (loss).
The main changes in value compared to the amounts stated in the Interim Financial Report of
the Salini Group at 30 June 2013 are shown below by item:
The 35,452 increase in intangible assets is attributable to:
o The elimination of goodwill relating to Shanghai Pucheng, amounting to 18,515,
as it did not constitute an identifiable asset on the basis of IFRS 3 .11;
o The positive difference of 12,029 between the fair value of the Parking
Glasgow concession and the book value of the operator IGL Parking Glasgow;
o The valuation of portfolio of work in hand at 31 March 2013, calculated by
discounting the expected margins (solely for the contracts with positive margin at
the measurement date), adjusted according to the specific remaining project risk.
The specific remaining risk has been assumed on the basis of the historical
volatility of the project margin correlated against the remaining progress; this
effect is a positive 41,938
Equity investments increased by 14,546, due to the net effect of
o the fair value adjustment, with a negative effect of (2,386), of the OCHRE
Solutions sub loan vs Impregilo International (OCHRE is measured according to
the equity method)
o the difference between the book value (equity) and the fair value of the
concessions held by Ochre and IGL Wolverhampton with a positive effect
totalling 16,932
the amounts due to clientsincreased by 45,639 due to the valuation of the adjusting
events occurring during the period after 1 April 2013
other current assets, net of the reclassification of 4,527 to trade receivables, increased by
1,375 due to the overall measurement of the fair value of the receivable due from
Puentes de Litoral with a negative adjustment of (1,013), and the measurement of
the fair value of the Sub Loan of Impregilo International vs OCHRE Solutions with a
positive effect of 2,388

Consolidated financial statements at 31 December 2013 150


Salini S.p.A. Group

non-current assets held for sale increased by 35,800, equal to the recognition at 1 April
of the update of the value of the compensation claims relating to costs not depreciated at
15 December 2005 for the former RDF plants and for the component relating to legal
interest
post-employment benefits decreased by 181 due to the measurement of fair value
net financial indebtedness deteriorated by (20,199), due to the measurement at fair value
on the outstanding financial payables and receivables
net tax liabilities decreased by (24,235) as a result of the different values allocated to the
other assets and liabilities identified, as listed above.
As reported above, some values have been recognised, such as amounts due from clients,
amounts due to clients and non-current assets held for sale, to reflect new information
obtained about facts and circumstances that existed at the acquisition date. These values have
been included in the financial statements of the subsidiary Impregilo during 2013. Therefore,
in these consolidated financial statements at 31 December 2013, appropriate adjustments have
been made in order to correctly state the income statement and statement of financial position
items.

The tables below show the impacts on profit or loss and equity of the changes in value
resulting on the completion of the purchase price allocation (column Profit from PPA) and
reversal of the values included in the financial statements of the subsidiary Impregilo from 1
April to 31 December 2013, relating to those circumstances (PPA deduction) column:

Reclassified Income Statement Purchase Price Allocation


(Values in /000) Profit from PPA PPA deduction Net effect PPA

Revenues (45,639) (45,639)


Other revenues 16,248 16,248
Total Revenues 0 (29,391) (29,391)
Costs of production 0
Value added 0 (29,391) (29,391)
Personnel costs (181) (181)
Other operating costs 2,267 2,267
EBITDA 0 (27,305) (27,305)
Depreciation and amortisation (547) (547)
Allocation to provisions 0
Write-downs 0
(Capitalised costs) 0
EBIT 0 (27,852) (27,852)
Total of Financial Area and of Equity investments 80,395 (2,932) 77,462
Pre-tax profit/(loss) 80,395 (30,784) 49,611
Taxes 14,520 14,520
Profit/(loss) from continuing operations 80,395 (16,263) 64,131
Profit (loss) from discontinued operations (35,800) (35,800)
Net Profit 80,395 (52,063) 28,331
Profit/(loss) attributable to minorities (6,480) (6,480)
Profit/(loss) attributable to the Group 80,395 (45,583) 34,811

Consolidated financial statements at 31 December 2013 151


Salini S.p.A. Group

Reclassified Statement of Financial Position Purchase Price Allocation


(Values in /000) Profit from PPA PPA deduction Net effect PPA

Intangible Fixed Assets 35,452 17,968 53,420


Tangible Fixed Assets 0
Equity investments 14,546 (717) 13,829
Other fixed assets 5,902 5,902
Total fixed assets (A) 55,900 17,251 73,151
Inventories 0
Amounts due from clients 31,340 (31,340) 0
Amounts due to clients 14,299 (14,299) 0
Trade receivables (4,527) (4,527)
Other assets 0
Net tax assets (liabilities) (24,235) 14,520 (9,714)
Subtotal 16,877 (31,119) (14,241)
Trade payables 0
Other liabilities 0
Subtotal 0 0 0
Operating Working Capital (B) 16,877 (31,119) (14,241)
Non-current assets held for sale (C) 35,800 (35,800) 0
Non-current liabilities held for sale (D) 0
Employee benefits 181 (181) 0
Provisions for risks and charges 0
Total reserves (E) 181 (181) 0
Net Invested Capital (F=A+B+C+D+E) 108,758 (49,848) 58,910

(Values in /000) Profit from PPA PPA deduction Net effect PPA
Cash and cash equivalents 0
Current financial assets 0
Non-current financial assets (13,029) (13,029)
Current financial liabilities 2,795 (2,786) 9
Non-current financial liabilities (9,965) 571 (9,395)
Net financial payables/receivables (G) (20,199) (2,215) (22,414)
Shareholders Equity 80,395 (45,583) 34,811
Minority interests 8,165 (6,480) 1,684
Shareholders Equity (H) 88,559 (52,063) 36,496
Total Sources (I=G+H) 108,758 (49,848) 58,910

As shown in the table above, the purchase price allocation had a net positive effect on Group
shareholders equity of 34,811. As a result the total effect, which includes the recognition of
the profit resulting from the provisional purchase price allocation, of 212,345, recognised at
30 June 2013, amounts to 247,156.

Since the acquisition date, Impregilo S.p.A. has contributed 1,808,626 to Group revenues
(1,779,235 after the effects described above) and 146,532 to the pre-tax profit (loss) from
continuing operations (115,748 after the effects described above). If the business
combination had been effective from 1 January 2013, the revenues from continuing operations
would have been 2,328,277 and the pre-tax profit (loss) from continuing operations would
have amounted to 161,159.

Acquisition of control of Autostrada Broni-Mortara S.p.A.


On 27 May 2013, the subsidiary Impregilo entered into a private agreement with the
consortium Cooperative Costruzioni and the consortium Societ Cooperativa Muratori e
Braccianti di Carpi for the purchase of 19.8% of the shares held by them in the company
Autostrada Broni-Mortara.
Consolidated financial statements at 31 December 2013 152
Salini S.p.A. Group

The purchase price was a total of 4.9 million, paid in full upon signature of the agreement.
The table below show the value of Impregilos share in the balance sheet of S.A.BRO.M. at
the time of acquisition and the corresponding fair value set preliminarily at the acquisition
date for the Purchase Price Allocation (PPA) process:

(Values in /000) Carrying amounts Fair value

Non-current assets 7,886 7,886


of which:
- Intangible assets 7,886 7,886
Cash and cash equivalents 23 23
Other current assets 1,090 1,090

Total assets 8,998 8,998

Bank loans and borrowings due within one year (3,960) (3,960)
Trade payables (1,245) (1,245)
Other current liabilities (1) (1)

Total liabilities (5,206) (5,206)

Net assets acquired 3,793 3,793

Costs of the business combination 4,950

Goodwill (1,157)

The cash used for the acquisition, net of cash acquired,


is set out below:

(Values in /000)

Cash and cash equivalents 23


Property, plant and equipment and intangible assets 7,886
Other assets 1,090
Payables to banks (3,960)
Other liabilities (1,246)

Total 3,793

Net of cash acquired (23)

Cash net of cash used for the acquisition 3,770

7. Segment reporting

The operating segments subject to reporting have been determined based on the reporting
used by senior management to take decisions on the allocation of resources and performance
evaluation. Segment performance is measured based on profit or loss. This reporting is based
specifically on the different geographical areas in which the Group operates and is determined
using the same accounting standards used for preparing the consolidated financial statements.

Consolidated financial statements at 31 December 2013 153


Salini S.p.A. Group

The geographical areas identified are:


Italy
European Union (excluding Italy)
European countries outside of the European Union
Asia
Africa
America
Oceania
Transfer prices between operating segments are defined under the same conditions as those
applied to arms length transactions.
The tables below contain economic segment information in relation to the disclosure
obligations pursuant to IFRS 8.

SEGMENT INFORMATION DECEMBER 2013

Salini Group S.p.A. - IFRS 8 EU Total


Consolidated
Italy (excluding Non-EU Asia Africa America Oceania elimination
total
Italy) of entries

(Values in /000)

Revenues 627,339 574,691 156,844 390,987 850,382 866,063 3,063 (135,549) 3,333,820

Other revenues 33,876 6,771 333 7,197 10,886 18,381 4,579 9,818 91,841

Total Revenues 661,215 581,462 157,178 398,184 861,268 884,444 7,642 (125,731) 3,425,661

Costs of production (522,833) (529,774) (129,214) (325,814) (548,462) (608,317) (9,233) 87,240 (2,586,409)

Value added 138,382 51,688 27,964 72,370 312,806 276,126 (1,591) (38,492) 839,253

Personnel costs (109,385) (45,771) (22,245) (53,354) (87,878) (147,806) (806) 7,803 (459,443)

Other operating costs (35,252) (3,222) (584) (2,308) (6,119) (18,073) (22) 2,269 (63,313)

EBITDA (6,256) 2,694 5,134 16,709 218,809 110,247 (2,420) (28,420) 316,497

Depreciation and amortisation (12,962) (2,248) (727) (24,633) (62,543) (51,060) (14) 1,674 (152,514)

Allocation to Provisions 0

Write-downs 1,600 (1,574) 0 (6,383) (236) (9,737) 0 0 (16,330)

Costs capitalised for internal work 0 0 0 0 0 0 0 0 0

EBIT (17,619) (1,128) 4,407 (14,308) 156,030 49,450 (2,434) (26,746) 147,653
Total of Financial Area and of Equity
investments 476,983 16,478 (610) (15,003) (8,896) (35,147) (772) (291,609) 141,422

Pre-tax profit/(loss) 459,364 15,350 3,797 (29,311) 147,134 14,303 (3,206) (318,355) 289,075

Taxes (37,342) (4,574) (1,611) (2,381) (10,299) (2,036) 488 14,521 (43,234)

Profit/(loss) from continuing operations 422,022 10,776 2,186 (31,692) 136,835 12,267 (2,719) (303,834) 245,841

Profit/(loss) from discontinued operations (65,555) 0 0 0 0 0 0 (22,585) (88,140)


Intercompany profit or loss elimination
difference 0 0 0 0 0 0 0 0 0

Net Profit 356,467 10,776 2,186 (31,692) 136,835 12,267 (2,719) (326,419) 157,701

Profit/(loss) attributable to minority interests (5,403) 0 0 18 308 200 0 (4,366) (9,244)

Profit/(loss) attributable to the Group 361,871 10,776 2,186 (31,710) 136,527 12,067 (2,719) (322,053) 166,944

Consolidated financial statements at 31 December 2013 154


Salini S.p.A. Group

SEGMENT INFORMATION DECEMBER 2013

Reclassified statement of financial position EU


Adjustments
Italy (excluding Non-EU Asia Africa America Oceania Total
and
Italy)
eliminations

(Values in /000)

Intangible assets 86,912 (84,046) 0 26 174 3,557 0 158,609 165,234

Property, plant and equipment and Investment property 47,331 12,439 4,425 67,295 234,575 160,437 36 (7,516) 519,021

Equity investments 1,527,260 (13,084) 0 0 0 21 0 (1,452,936) 61,261

Other non-current assets 19,487 955 1,285 140 3,469 5,382 0 902 31,621

Total fixed assets (A) 1,680,990 (83,736) 5,710 67,461 238,219 169,397 36 (1,300,940) 777,137

Inventories 19,346 444 0 12,244 152,528 59,454 0 0 244,016

Amounts due from clients 325,933 72,014 3,698 98,546 333,275 448,944 0 0 1,282,410

Amounts due to clients (111,448) (238,235) (2,716) (152,761) (1,001,225) (377,696) 0 0 (1,884,083)

Trade receivables 863,582 178,108 27,479 94,402 501,534 530,521 3,408 (564,518) 1,634,515

Other current assets 38,161 54,699 9,080 (75,329) 237,107 112,296 102 5,698 381,814

Net tax assets (liabilities) 108,477 (25,677) (1,748) 1,812 (24,934) 48,396 741 (1,812) 105,254

Subtotal 1,244,051 41,352 35,792 (21,087) 198,284 821,915 4,251 (560,632) 1,763,927

Trade payables (133,739) (267,516) (18,333) (128,813) (249,981) (859,264) (3,905) 484,268 (1,177,283)

Other liabilities (199,640) (3,764) (2,838) (9,090) (15,592) (74,860) (140) 56,280 (249,644)

Subtotal (333,379) (271,281) (21,171) (137,903) (265,572) (934,124) (4,045) 540,548 (1,426,927)

Operating Working Capital (B) 910,672 (229,928) 14,622 (158,989) (67,289) (112,209) 206 (20,084) 337,000

Non-current assets held for sale (C) 655,288 0 0 0 0 0 0 (1,685) 653,604

Non-current liabilities held for sale (D) (681,218) 0 0 0 0 0 0 263,157 (418,061)

Employee benefits (13,294) (646) 0 (717) (650) (6,753) 0 0 (22,059)

Provisions for risks and charges (276,638) (2,048) (554) (1,393) (5,899) (5,687) 0 188,589 (103,629)

Total provisions (E) (289,932) (2,693) (554) (2,111) (6,548) (12,439) 0 188,589 (125,688)

Net Invested Capital (E=A+B+C+D+E) 2,275,801 (316,358) 19,778 (93,639) 164,382 44,749 242 (870,963) 1,223,991

(Values in /000)

Cash and cash equivalents 411,599 387,236 9,190 123,729 97,834 102,330 490 11 1,132,419

Current financial assets 457,255 131,939 0 1,465 69,665 2,022 0 (429,817) 232,529

Non-current financial assets 30,829 30,750 11 1,630 391 0 4 (14,687) 48,928

Current financial liabilities (251,671) (8,458) (600) (60,983) (115,068) (196,148) (1,028) 192,109 (441,846)

Non-current financial liabilities (1,017,937) (167,875) 0 (1,867) (69,983) (43,341) 0 (2,737) (1,303,740)

Net financial payables/receivables (F) (369,924) 373,591 8,601 63,974 (17,161) (135,136) (534) (255,120) (331,708)

Shareholders Equity 1,894,522 57,234 28,379 (29,665) 146,808 (93,586) (291) (1,304,243) 699,157

Minority interests 11,353 0 0 0 413 3,199 0 178,160 193,124

Shareholders Equity (G) 1,905,875 57,234 28,379 (29,665) 147,221 (90,388) (291) (1,126,083) 892,282

Total Sources (H=F+G) 2,275,799 (316,358) 19,778 (93,639) 164,382 44,749 242 (870,963) 1,223,990

Consolidated financial statements at 31 December 2013 155


Salini S.p.A. Group

8. Revenues

Revenues for the year came to a total of 3,425,661, up 2,210,781 over the previous year:

31-Dec 31-Dec Change


(Values in /000) 2013 2012

Revenues 3,333,820 1,174,185 2,159,635


Other revenues and earnings 91,841 40,695 51,146

Total Revenues 3,425,661 1,214,880 2,210,781

Operating revenues may be broken down as follows:

Year Year Change


(Values in /000) 2013 2012

Works invoiced to clients 2,892,324 1,152,574 1,739,750


Sales revenues 340,768 21,611 319,157
Services 100,728 0 100,728

Total operating revenues 3,333,820 1,174,185 2,159,635

Work invoiced to clients includes contractual revenues deriving from production carried out
during the year, measured using the stage of completion method. The contribution of the main
contracts is disclosed in the notes on amounts due from/to clients .

The change of 2,159,635 was mainly attributable to the contribution of the Impregilo Group
of 1,808,626. The increase in the volume of revenues relates to the Construction segment
relating to the progress on the motorway work in Italy particularly regarding the work for the
Pedemontana Lombarda motorway and the Milan outer east by-pass and the work for the
construction of the High-speed/capacity Milan-Genoa Railway. This increase for the
Construction segment was offset in the reduction in the revenues in the domestic area due to
the substantial completion of contracts underway.

For activities abroad there was an increase in production in South America (Panama,
Colombia) and also in Ukraine and Belarus (the latter recorded new acquisitions that will
only come into full operation during 2014) which offset the reduction in turnover on the
Venezuela, South Africa, United Arab Emirates and Romania contracts.

Other revenues and earnings came to a total of 91,841, as shown in the table below:

Consolidated financial statements at 31 December 2013 156


Salini S.p.A. Group

31 December %
(Values in /000) 2013 of Revenues

Property income 464 0.0%


Release of provision for legal dispute risks 4,034 0.1%
Insurance reimbursements 2,476 0.1%
Gains on the disposal of property, plant and equipment 1,598 0.0%
Gains on disposals 16,248 0.5%
Revenues from national tax consolidation 81 0.0%
Other extraordinary third-party income 525 0.0%
Third party personnel services 877 0.0%
Other 65,538 1.9%
Total other revenues and earnings 91,841

The Company realised a gain for the year of 17,846, consisting of about 1,598 from
disposal of assets and 16,248 from the impact of the business combination with the
Impregilo Group described in Section 6 Business Combinations.
Under the item Other Revenues the Company entered the amount 4,551, representing the
amount awarded to it by the Council of State, which, in a ruling issued on 10 December 2013,
filed on 20 February 2014, upheld the grounds for the appeal brought by ATI Salini S.p.A.
(former Salini Costruttori S.p.A.) Todini S.p.A, regarding the failure to award the planning
and execution of the Itinerario E 78 Grosseto-Fano - Tratta Grosseto-Siena (SS 223 di
Paganico), dal km. 30+040 al km. 41+600 contract, for a tender amount of 217,783. The
entry of this income item, supported by an appraisal by an external legal counsel that has
assisted in the dispute, complies with the provisions of IAS 10 Events after the reporting
period - 3 and IAS 37 Provisions, contingent liabilities and contingent assets 35, as the
Company considered the asset and the consequent income resulting from the above ruling
to be certain. The contribution of the Impregilo Group at 31 December 2013 was 52,812 and
there was an increase in the items recovery of costs and prior year income mainly relating to
the Construction segment, linked to the increase in activities carried out.

9. Cost of sales
The cost of sales amounts to 615,068 and is composed of:

Chan
Year Year
ge
(Values in /000) 2013 2012

639,19 214,14 425,0


COSTS FOR RAW MATERIALS, ANCILLARY MATERIALS, CONSUMABLES AND SUPPLIES
1 9 42
CHANGE IN INVENTORIES OF RAW MATERIALS, ANCILLARY MATERIALS, CONSUMABLES AND (24,12 (29,67
5,552
SUPPLIES 3) 4)
615,06 184,47 430,5
Total Cost of Sales
8 5 93

Consolidated financial statements at 31 December 2013 157


Salini S.p.A. Group

Consolidated financial statements at 31 December 2013 158


Salini S.p.A. Group

The increase in the cost of sales for raw materials of 430,593 was mainly attributable to the
contribution of the Impregilo Group, which at 31 December 2013 came to 276,968.

10. Service costs


Service costs were equal to 1,971,341 as illustrated in the table below:
Year Year Change
(Values in /000) 2013 2012

Service costs 1,884,180 716,844 1,167,339


Lease and rental expenses 87,829 39,928 47,901
Increase of fixed assets for internal works (668) (2,088) 1,420

Total Cost of Services 1,971,341 754,684 1,216,657

Cost of services increased by 1,167,339 and the Impregilo Group contributed 922,363. The
breakdown of the item cost of services at 31 December 2013 is provided below:
2013 % of revenues

Reversal of consortia costs 77,327 2.3%

Subcontracts 1,034,471 30.2%

Technical, administrative and legal consulting 240,713 7.0%

Maintenance 19,316 0.6%

Transport and customs 120,666 3.5%

Employee travel expenses and refunds 12,461 0.4%

Insurance 54,141 1.6%

Directors, statutory auditors and independent auditors fees 8,928 0.3%

Charge backs 111,208 3.2%

Other 204,283 6.0%

Total cost of services 1,884,180

Subcontracts represented 30.2% of revenues and mainly related to the contribution of the
Group.

Consolidated financial statements at 31 December 2013 159


Salini S.p.A. Group

11. Personnel costs

Personnel costs were equal to 459,443 as illustrated in the table below:

Year
%
(Values in /000) 2013 of Revenues

Wages and salaries 346,088 10.1%


Payroll costs 58,684 1.7%
Termination benefits 13,897 0.4%
Pensions and similar expenses 3,091 0.1%
Other costs 37,684 1.1%

Total personnel costs 459,443

The geographical breakdown of personnel costs is as follows:

(Values in /) 2013 %

Italy 109,385 24%


EU excluding Italy 45,771 10%
Non-EU 22,245 5%
Asia 53,354 12%
Africa 87,878 19%
America 147,806 32%
Oceania 806 0%
Total Eliminations (7,803) (0)

Salini SpA Group - Geographical Area 459,443

12. Amortisation, depreciation and write-downs


The cost of depreciation, amortisation and write-downs totals 168,844 and is composed of:
December December
(Values in /000) 2013 2012 Change

Amortisation of intangible assets 4,514 241 4,273


Depreciation of tangible assets 148,000 62,549 85,451
Write-down of current receivables and cash equivalents 16,091 1,174 14,917
Other write-downs of non-current assets 239 0 239

Total depreciation, amortisation and write-downs 168,844 63,964 104,880

Consolidated financial statements at 31 December 2013 160


Salini S.p.A. Group

The write-down of receivables at 31 December 2013, of 16,091, mainly relates to the


contribution from the Impregilo Group of 9,655 and from the Kazakhstan branch of 6,383,
the latter relating to prudent provisions made for receivables for advances to subcontractors.

13. Other operating costs


Other operating costs total 63,313 and are composed of:
December December
(Values in /000) 2013 2012 Change

Allocation to Provisions 5,760 5,280 481


Other operating costs 57,552 3,660 53,892

Total Other Operating Costs 63,313 8,940 54,373

The allocation to provisions increased by around 481 compared to 31 December 2012,


including 5 million relating to entries of the Impregilo Group partially offset by the
reduction in provisions made by other companies of the Salini Group.
Other operating costs, amounting to 57,552, increase by around 54 million compared to 31
December 2012, including around 51 million relating to the entries of the Impregilo Group.
The majority of the balance of this item is made up of prior year expenses, capital losses and
other operating expenses.

14. Financial income and expenses


Financial income and expenses decreased by 72,508 during 2013, as shown in the table
below:

December December Change


(Values in /000) 2013 2012

FINANCIAL INCOME 42,268 22,463 19,805


FINANCIAL EXPENSES (128,942) (23,333) (105,609)
EXCHANGE GAINS/LOSSES 24,360 11,064 13,296
TOTAL FINANCIAL INCOME (EXPENSE) (62,314) 10,194 (72,508)

Financial income
% of Total
(Values in /000) 2013
Revenues
Contributions/interest on financing 705 0.0%
Bank interest receivable 10,529 0.3%
Leases 278 0.0%
Income from equity investments 8,030 0.2%
Other revenues and earnings 22,726 0.7%
TOTAL FINANCIAL INCOME 42,268 1.2%

Consolidated financial statements at 31 December 2013 161


Salini S.p.A. Group

Financial expenses
% of
(Values in /000) 2013
Total Revenues

Bank overdrafts and finance 49,716 1.5%


Bank loans 29,843 0.9%
Charges on bonds 839 0.0%
Bank fees 1,602 0.0%
Leases 8,586 0.3%
Factoring 2,441 0.1%
Other financial expenses 35,913 1.0%

TOTAL INTEREST AND OTHER FIN. EXPENSES 128,942 3.8%

Exchange rate gains (losses)

% of Total
(Values in /000) 2013
Revenues
Realised exchange gains 210,292 6.1%
Unrealised exchange gains 19,362 0.6%
Realised exchange losses (154,843) -4.5%
Unrealised exchange losses (50,451) -1.5%
TOTAL EXCHANGE RATE GAINS (LOSSES) 24,360 0.7%

Financial expenses increased by around 20 million compared to 31 December 2012, of


which 23 million relating to entries of the Impregilo Group. In particular, we note the
reduction in income from equity investments of around 10 million due to the Impregilo
dividend for the year 2012; the increase in interest receivable, of around 4 million, on
correspondent current accounts with group companies and the increase in penalty interest, of
around 7 million.
Financial expenses increased by around 106 million compared to 31 December 2012, of
which 54 million relating to entries of the Impregilo Group. The remainder was due to
greater interest payable to banks of around 34 million; greater lease interest payable of
around 3 million and other financial expenses.
Exchange gains and losses increased by 13 million compared to 31 December 2012. The
Impregilo Group contributed 38 million.

Exchange gains and losses from currency translation differences (unrealised) show the
adjustment of foreign currency receivables and payables to year-end exchange rates.

Consolidated financial statements at 31 December 2013 162


Salini S.p.A. Group

15. Income/(expenses) from equity investments

(Values in /000) December 2013 % of Total Revenues

Revaluations of equity investments 294,025 8.6%


Write-downs of equity investments (90,289) -2.6%

Total Equity Investments 203,736 5.9%

For more information see the note on equity investments and the section on business
combination.

16. Income tax


Income taxes are determined using the tax rate projected to be applicable to annual profits on
the basis of an updated estimate on the reporting date.
At 31 December 2013 deferred taxes totalled 121,190, while payables for deferred tax
liabilities totalled 74,001 with a net balance of 47,189, of which the impact for the year
2013 amounted to (16,654).

Details of the current, deferred and prepaid taxes are provided below:

December December
Change
(Values in /000) 2013 2012

Current regional income tax (IRAP) for the period 7,910 2,077 5,833
Current corporate income tax (IRES) for the period 48,554 6,792 41,752
Foreign current taxes 1,316 9,612 (8,296)
Prior period taxes 2,108 5,775 (3,667)

Current taxes 59,888 24,256 35,632

Deferred tax (income) expense (16,654) 11,725 (28,379)

Total taxes 43,234 35,981 7,253

The following table contains a reconciliation of theoretical tax:


(Values in /000) 31 December 2013
Pre-tax profit (loss) 289,075
Theoretical taxes (79,496) 27.5%
Taxes on net permanent differences 30,942
Effective corporate income tax (IRES) (A) (48,554) 16.8%
Regional income tax (IRAP) and other taxes (B) (11,334) 3.9%

Actual income tax for the period (A+B) (59,888) 20.7%

Deferred tax balance 16,654


Net profit/(loss) 245,841

Consolidated financial statements at 31 December 2013 163


Salini S.p.A. Group

The following table contains a breakdown of deferred tax assets and liabilities:
A) Recalculation of taxes upon reversal of deductible temporary differences (positive temporary differences)

31 DEC INCOME STATEMENT BALANCE SHEET 31 DEC


ITEMS 2012 CHANGE CHANGE 2013

Expenses for other years


FTA 0 (881) 1,015 134
Statutory depreciation/amortisation higher than the
admissible tax rate 973 6,201 1,309 8,482
Provisions for risks and write-downs 8,804 (3,814) 42,826 47,816
Goodwill 1,231 0 (1,231) 0
Maintenance exceeding ceiling 6,813 4,009 (4,449) 6,373
Unrealised exchange losses 2,007 720 (2,086) 640
Consolidation adjustments 0 10,932 6,634 17,566
Other 2,186 1,751 782 4,718

TOTAL A 22,015 18,917 44,799 85,730

B) Recalculation of taxes upon reversal of taxable temporary differences (negative temporary differences)

31 DEC INCOME STATEMENT BALANCE SHEET 31 DEC


ITEMS 2012 CHANGE CHANGE 2013

Revenues from other years


FTA 0 (569) 10,451 9,882
Capital gains instalments 990 (153) (377) 459
Uncollected late-payment interest 523 0 5,530 6,053
Financial leasing 5,537 0 (5,537) 0
Tax on deferred revenues from contracts 19,810 2,413 (272) 21,952
Other 662 574 (1,041) 195

TOTAL B 27,521 2,266 8,754 38,541

PREPAID TAX (A - B) (5,507) 16,651 36,045 47,189

17. Notes on the statement of comprehensive income

As shown in the statement, comprehensive income for the period differs from net income for
the period by (1,585), of which 140 attributable to non-controlling interests; this is due to:

translation differences of foreign assets totalling (2,962) (these mainly relate to


differences on translation into Euros of the financial statements of the subsidiaries of
Impregilo and of the Parent, the functional currency of which is different from the
Groups functional currency);
actuarial gains/(losses) on employee benefits of (1,080).
recognition of a change in fair value of derivatives designated as cash flow hedges,
limited to the effective portion of 2,458, held by Impregilo S.p.A. and the Parent.

Consolidated financial statements at 31 December 2013 164


Salini S.p.A. Group

18. Property, plant and equipment

These total 519,021, an increase compared with the amount at 31 December 2012 of
188,774. The breakdown and changes in this item are shown below.
Industrial
Land and Plant and and Other Leased Work in
Vehicles TOTAL
buildings machinery commercial assets assets progress
equipment

(Values in /000)

Balances at 31 December 2012 37,648 268,279 121,852 68,750 20,114 220,762 12,356 749,761

Impregilo Acquisition 1 April 2013 75,784 234,398 84,894 59,578 33,720 85,507 7,143 581,024
Exchange rate adjustment (4,694) (22,508) (5,660) (2,187) (408) (4,741) (448) (40,644)

Investments
9,815 40,947 17,113 18,357 2,582 57,423 5,264 151,501
Disposals (2,698) (21,736) (7,112) (6,153) (1,198) (34) (10,557) (49,487)
Repurchase of leased assets 0 2,492 0 335 (1) (2,951) 0 (125)
Reclassification under non-current assets
held for sale (2,843) (26,404) (11,871) (9,088) (4,656) (95,704) (467) (151,033)

Other changes
(5,363) (31,566) (1,844) 824 (42) (2,130) (3,330) (43,451)
Historical cost at 31 December 2013 107,648 443,903 197,373 130,416 50,110 258,132 9,962 1,197,544

Balances at 31 December 2012


(11,368) (172,045) (82,789) (50,875) (13,125) (89,311) 0 (419,514)
Impregilo Acquisition 1 April 2013 (39,930) (124,250) (47,743) (29,175) (26,732) (31,875) 0 (299,704)
Exchange rate adjustment 1,675 7,049 2,912 1,543 (13) 5,765 0 18,930
Depreciation and amortisation (9,138) (55,153) (19,937) (23,642) (3,830) (36,300) 0 (148,000)
Write-downs/Reversals 0 (189) (50) 0 0 0 0 (239)

Disposals
803 16,755 5,391 4,391 1,121 15 0 28,476
Repurchase of leased assets 0 (1,623) 0 (249) 0 2,039 0 167
Reclassification under non-current assets
held for sale 1,705 16,284 8,516 7,704 3,883 70,055 0 108,148
Other changes 3,217 26,873 555 1,304 232 (22) 0 32,159

Exchange rate adjustment


57 565 161 251 22 0 0 1,055
Accumulated Depreciation at 31
December 2013 (52,979) (285,734) (132,985) (88,749) (38,442) (79,633) 0 (678,522)

Net amount at 31 December 2012 26,279 96,234 39,063 17,875 6,989 131,451 12,356 330,247

Net amount at 31 December 2013 54,669 158,169 64,388 41,668 11,668 178,498 9,962 519,021

The most significant changes for the period can be summarised as follows:
- the increase in the item Land and buildings in the net amount of about 28,390
mainly to the consolidation of the subsidiary Impregilo Group, which contributed a net
amount of 35,854.
- the net increase in the items Plant and machinery and Vehicles of about 87,260
mainly refer to the consolidation of the subsidiary Impregilo Group, which contributed
a net amount of 147,299. The overall decrease, net of Impregilos contribution, was
the combined result of capital expenditure for foreign contracts and in particular of the
Impregilo Group in the Construction segment for hydroelectric plants in Colombia, for
widening the Panama Canal and infrastructure work in the US related to the
Consolidated financial statements at 31 December 2013 165
Salini S.p.A. Group

construction of the Gerald Desmond Bridge, and depreciation provisions for the
period;
- net increase in the item Industrial and commercial equipment totalling 23,793 of
which 30,403 related to the consolidation of the Impregilo Group.
Total depreciation of the period came to 145,998.
Disposals during the period mainly consisted of disposals of assets related to contracts being
wound up;
These same items include 178,498 in production assets under finance leases net of the
related accumulated depreciation, classified under Property, Plant and Equipment in
accordance with IAS 17.
The balance of fixed assets under construction is mainly due to new fixed assets and the
inclusion of the production cycle of capital equipment designed for foreign work sites.

19. Intangible assets


The balance of this item is 165,234. The details of these assets are shown below:

Researc Assets in
Concessi
h, course of
Start-up Intellectu ons, Rights to
develop Contract construc
and al licences infrastruct Good
(Values in /000) ment acquisitio Other tion and Total
expansion property and ure under will
and n costs payment
costs rights tradema concession
advertisi s on
rks
ng costs account
Balances at 31 December 2012 0 55 1,271 291 0 0 0 265 2,039 3,922
Impregilo Acquisition 1 April
0 0 3,241 0 35,865 46,731 56,386 0 0 142,223
2013
Purchases and capitalised costs 0 0 325 6 2,259 15,004 548 0 0 18,142
Disposals 0 0 0 0 0 0 0 0 0 0
Reclassifications 0 0 (197) 0 0 0 0 0 0 (197)
IFRS 5 reclassifications 0 0 0 0 0 0 0 (265) (2,039) (2,304)
Exchange rate gains (losses) 0 0 (111) 0 (1,483) 0 20 0 0 (1,574)
Change in consolidation scope 0 0 0 0 39,827 0 0 0 0 39,827
Other changes 0 (55) 0 0 0 0 0 0 0 (55)
Historical cost at 31 December
0 0 4,529 297 76,468 61,735 56,954 0 0 199,984
2013

Balances at 31 December 2012 0 0 (1,132) (196) 0 0 0 0 0 (1,328)


Impregilo Acquisition 1 April
0 0 (2,342) 0 (11,328) (14,102) (2,451) 0 (30,223)
2013
Depreciation and amortisation 0 0 (369) (20) (1,400) (2,685) (40) 0 0 (4,514)
Disposals 0 0 0 0 0 0 0 0 0 0
Reclassifications 0 0 183 0 0 0 0 0 0 183
Exchange rate gains (losses) 0 0 68 0 1,065 0 0 0 0 1,133
Change in consolidation scope 0 0 0 0 0 0 0 0 0 0
Other changes 0 0 0 0 0 0 0 0 0 0
Amortisation reserve at 31
0 0 (3,592) (217) (11,663) (16,787) (2,491) 0 0 (34,750)
December 2013

Net amount at 31 December 2012 0 55 139 94 0 0 0 265 2,039 2,593

Net amount at 31 December 2013 0 0 937 80 64,805 44,948 54,463 0 0 165,234

Consolidated financial statements at 31 December 2013 166


Salini S.p.A. Group

The net increase of 162,641 compared with the balance transferred at 31 December 2012 is
due to the consolidation of Impregilo Group, (see Section 6 of this Document for more
details).
Contract acquisition costs include considerations paid for the purchase the business units
railway high speed/capacity by Impregilo in previous years, with a carrying amount as at 31
December 2013 of 44.9 million. These assets have a finite life and are amortised in line with
the stage of completion of the related contracts calculated using the cost to cost method. On
19 September 2013 an additional 10% stake was acquired in Consorzio COCIV, the General
Contractor for the construction of the Terzo Valico dei Giovi section of the high
speed/capacity Milan - Genoa railway line.

20. Equity investments


The analysis of equity investments is as follows:
(Values in /000) 31-Dec-2013 31-Dec-2012 Change

Investments in associates, subsidiaries and joint ventures 54,940 580,307 (525,367)


Other equity investments 6,321 1,365 4,956

Total equity investments 61,261 581,672 (520,411)

The change in investments in associates, subsidiaries and joint ventures amounted to


(525,367) and mainly related to:
- a decrease of 570,459 due to the consolidation of the Impregilo Group (see Section 6
of this Document for more details);
- an increase of 38,811 contributed by the consolidation of the Impregilo Group at 1
April 2013;
- a decrease of 9,543 attributable to the change in the consolidation method for the
concessionaire engaged in the design, construction and management of the Broni-
Mortara Regional Motorway, which is owned by Impregilo S.p.A. At the end of May,
control was obtained in this company following the acquisition of a further stake of
19.8%, thereby bringing Impregilos total stake to 59.8%;
- an increase of 11.3 million related to the capital injections by Impregilo S.p.A. in
relation to the SPE that will develop the connector between the Port of Ancona and
the A14 and 25.6 million for the new capital injection in relation to the concession
for the new Milan outer east by-pass;
- an increase of 1,129 related to the establishment of the joint stock company
Gaziantep Hastane Saglik Hizmetleri Isletme Yatirim Anonim Sirketi. This company
will be the concessionaire of the contract for the construction and subsequent
management of a hospital in Turkey;
- a fair value adjustment of 14.5 million recognised in the PPA; see section 6 on
business combinations for more details;
- other changes including changes in the translation reserve amounting to 1.9 million;

Other equity investments


Consolidated financial statements at 31 December 2013 167
Salini S.p.A. Group

The change of 4,956 was mainly due to:


- an increase of 49,979 contributed by the consolidation of the Impregilo Group at 1
April 2013;
- a decrease relating to the sale of the equity investments of Impregilo S.p.A. in the
companies Tangenziali Esterne di Milano S.p.A. (TEM) equal to 3.74% of the
share capital at a price of 4.7 million and Tangenziale Esterna S.p.A. (TE) equal
to 17.77% of the share capital at a price of 39.1 million both to Itinera S.p.A. (Gavio
Group);
- the sale of the equity investment of ASTM equal to 1,524 (with a book value of
1,126, and 398 posted to the income statement).

The impairment test of the item Equity investments, carried out also to assess any reversals
of previously recognised impairment losses, has been carried out on a caseby-case basis,
considering the specific objectives pursued by each investee during the performance of their
operating activities.

A statement of changes in equity investments during the period is appended to these


explanatory notes (attachment 1).

21. Financial assets


Non-current financial assets
Non-current financial assets total 48,928, as shown in the following table:
31 December 31 December Change
(Values in /000) 2013 2012
Non-current receivables from subsidiaries > 12 0 270 (270)
Non-current receivables from associates > 12 0 9,850 (9,850)
Non-current receivables from other group companies > 12 81 3,374 (3,292)
Non-current receivables from others > 12 37,980 15,032 22,948
Other non-current financial assets 10,867 0 10,867
Non-current financial assets 48,928 28,525 20,403

The changes during the period mainly relate to:


- increases of 33,431 for receivables from others and in particular resulting from the
consolidation of Impregilo, mainly consisting of investments in guaranteed-return
securities which mature after one year as well as the receivable (amounting to 17.4
million) resulting from the sale to third parties of the equity investment in Tangenziale
Esterna S.p.A., which will be settled by 31 October 2016;
- a fair value adjustment of 13 million recognised in the PPA; see section 6 on
business combinations for more details;

Consolidated financial statements at 31 December 2013 168


Salini S.p.A. Group

Current financial assets


Current financial assets at 31 December 2013 amounted to 232,530 composed primarily of:
65 million in the form of a receivable for an interest-bearing loan to the parent
company Salini Costruttori S.p.A.. This loan, which was granted in 2012 and funded
with the third tranche of the tender offer loan called Tranche A3 launched in 2013,
is aimed at enabling the parent company to repay its medium- to long-term debt
deriving in particular from a loan agreement signed on 5 August 2009 with
Centrobanca S.p.A. and a loan agreement signed on 29 July 2010 with Intesa Sanpaolo
S.p.A.; for comparison purposes, in the comparative figures for 2012 the receivable
outstanding from Salini Costruttori (65 million) has been restated under current
financial assets rather than under trade receivables;

83 million related to current accounts with the parent company Salini Costruttori
S.p.A. classified under current financial assets;

63.4 million relating to the receivable resulting from the sale of the equity
investment in the Chinese-registered company Shanghai Pucheng Thermal Power
Energy Co. Ltd. (Shanghai Pucheng) to third parties by Impregilo International
Infrastructures N.V.; an equity investments, amounting to 50% of the equity of
Shanghai Pucheng, engaged in the waste treatment industry.
Derivative assets include the reporting-date fair value of currency hedges.

The following tables set out the characteristics of the derivative assets existing at 31
December 2013, showing the company owning the contract and the related fair value at the
reporting date:

Asset-based fair value With the recording


of fair value through profit or loss
Agreement Notional Fair Value
Company date Maturity date Currency amount (/000)

Impregilo S.p.A. 20/11/2013 20/02/2014 USD 8,772 131


Impregilo S.p.A. 29/11/2013 28/02/2014 USD 15,678 154
Impregilo S.p.A. 22/10/2013 22/01/2014 USD 2,810 13
Impregilo S.p.A. 29/11/2013 28/02/2014 USD 6,320 62
Impregilo S.p.A. 06/12/2013 06/06/2014 USD 2,520 26
Impregilo S.p.A. 11/12/2013 11/06/2014 USD 1,580 6
Fisia Babcock GmbH 03/07/2013 15/05/2014 USD 4,500 184
Fisia Babcock GmbH 03/07/2013 15/07/2014 USD 5,300 216
Fisia Babcock GmbH 03/07/2013 29/12/2014 USD 3,000 122
Fisia Babcock GmbH 03/07/2013 17/02/2014 USD 2,468 101

Total 1,016

Consolidated financial statements at 31 December 2013 169


Salini S.p.A. Group

22. Other assets

Other non-current assets


Other non-current assets at 31 December 2013 amounted to 31,621. The acquisition of the
Impregilo Group resulted in a carrying amount four this item of 23,955. This item includes
receivables for various debtors due after one year and receivables from others for advances to
third-party subcontractors and for miscellaneous security deposits.

Other current assets


Other current assets total 381,814 and are mainly composed of:

(Values in /000) Year Year Change


2013 2012

Advances to suppliers 193,746 127,929 65,817


Receivables from other companies 19,735 22,069 (2,334)
Accrued income and deferred insurance charges 36,724 4,959 31,765
Lease Payments on account 892 575 317
Other accrued income 2,675 0 2,675
Miscellaneous consulting prepayments 100 144 (44)
Subscription prepayments 4 23 (19)
Other prepayments 28,938 17,014 11,924
Prepayments and Accrued Income 69,333 22,715 46,618
Miscellaneous debtors 106,351 4,381 101,970
Provision for impairment losses on other receivables (16,523) (7,547) (8,976)
Receivables from employees 1,331 436 895
Receivables from social security institutions 3,074 2,532 542
Receivables from others for security deposits 51 34 17
Other receivables from associate companies 0 131 (131)
Other receivables from associate companies 347 32 315
Other receivables from parent companies 4,369 9,178 (4,809)
Other 99,000 9,176 89,824

Other current assets 381,814 181,889 199,925

The Impregilo Group, which was fully consolidated on 1 April 2013, resulted in the
absorption of other current assets totalling 247 million. This item mainly comprises FIBEs
receivables, classified under miscellaneous debtors, of 71.3 million from the public bodies
involved in managing the waste emergency in Campania. See the section on Non-current
assets held for sale in the Directors report for more information about this complicated
situation and the directors related assessments.

Miscellaneous debtors also includes an amount of 8.3 million for an interesting bearing
restricted deposit, held with a leading financial institution, for the purchase of shares of the
company Collegamenti Integrati Veloci C.I.V. S.p.A, concluded with the agreement signed
on 25 November 2013 and subject to certain conditions precedent.
Consolidated financial statements at 31 December 2013 170
Salini S.p.A. Group

Miscellaneous debtors also includes the claims for compensation due to Impregilo S.p.A.
from the original lessor of the building currently housing its registered office following the
outcome of the dispute with the lessor of the Sesto San Giovanni (Milan) building where
Impregilo had its registered office until 2009. The latter lessor had challenged the existence of
just cause which Impregilo cited as the reason for its early termination of the lease, originally
due to expire in 2012. The lessor claimed its right to the entire lease payment, including
default interest, from the date of termination to the original expiry date. On the other hand, the
lessor of the building in which Impregilo currently has its registered office had signed an
agreement with Impregilo whereby, should a dispute arise with the previous lessor and should
this dispute give rise to a payable for Impregilo of more than 8 million, it would cover the
sum exceeding 8 million. Given that, after the first stage of the dispute, Impregilo was found
to owe the lessor of the Sesto San Giovanni building 14.7 million, it has recognised 6.7
million (being the compensation obligation described above) as a receivable in its statement
of financial position at 31 December 2012.

Receivables from other companies of 19,735 million mainly included receivables from
partners Acciona and Ghella S.p.A. in the temporary partnership established with Salini
S.p.A. (former Salini Costruttori S.p.A.) to execute the TAV/San Ruffillo contract
amounting to 18,625.

Advances to suppliers decreased by 65.8 million compared to 31 December 2012, including


a reduction for the Construction segment (40.4 million) due to utilisation of advances paid in
previous years for Impregilos Panama, Colombia, Venezuela and Libya contracts. The
additional decreases mainly related to Salini, in particular the Kazakhstan branch (for
11,053), the Ethiopia branch (for 5,503) and Italy (for 1,366), partially by offset by the
increase for the Romania branch (for 2,176) and the Libya branch (for 1,202).

Prepayments and accrued income, amounted to a total of 69.3 million. The item mainly
consisted of commissions on sureties and insurance which will be recognised in profit or loss
in future periods based on the stage of completion of the related contracts. The change is
recognised during the year was attributable to the absorption of the Impregilo Group at 1
April 2013.

23. Inventories
Inventories total 244,016, as shown in the following table:

Consolidated financial statements at 31 December 2013 171


Salini S.p.A. Group

Year Year Change


(Values in /000) 2013 2012

RAW MATERIALS, ANCILLARY MATERIALS AND CONSUMABLES 225,450 167,646 57,804


FINISHED PRODUCTS AND GOODS FOR RESALE 4,478 441 4,037
REAL ESTATE PROJECTS 14,088 0 14,088
ASSETS UNDER CONST. AND Prepayment ON ACCOUNT 0 0 0

Total inventories 244,016 168,088 75,928

The geographical breakdown of the item is as follows:


(Values in /000) 31 December 2013 %

Italy 19,346 8%
EU excluding Italy 444 0%
Non-EU 0 0%
Asia 12,244 5%
Africa 152,528 63%
America 59,454 24%
Oceania 0 0%
Total Eliminations 0 0%

Salini SpA Group - Geographical Area 244,016

The acquisition of the Impregilo Group on 1 April 2013 resulted in the full absorption of
83,500 for the inventories of raw materials, finished products and payments on account.
The largest items and changes occurring during the period for Inventories are broken down
below:
- raw materials, ancillary materials and consumables rose by 57,804 and, more
specifically, the acquisition of Impregilo contributed a net amount of 64,934. This
item is mainly made up by materials and goods for resale to be used in the Impregilo
Groups foreign projects in the construction segment in Venezuela, Colombia, Panama
and the US. We also note the decrease of (30,154) due to the reclassification of the
inventories at 31 December 2013 of the Todini Group in accordance with IFRS 5. The
remaining change of 23,024 was mainly due to: the decrease in procurement in
Uganda, by 1.5 million, due to the closing of contracts in Kazakhstan, by 4.9
million, due to the progressive approach towards the conclusion of the works; the
increase in procurement in Ethiopia, by 26.5 million, due to the full operation of the
existing contracts and the increase in procurement in Sierra Leone, by 1.6 million,
due to the start-up during 2013 of the Matatoka-Sefadu contract and variation orders
on the already existing contracts;
- real estate projects, originating exclusively from the acquisition of Impregilo,
amounting to 14.1 million at 31 December 2013, mainly relate to the real estate
project for a net value of 11.6 million (net of the related allowance of 7.8 million)
Consolidated financial statements at 31 December 2013 172
Salini S.p.A. Group

for the construction of a trade point in Lombardy. Although the project had not yet
been fully launched at the reporting date, considering the current zoning provisions
implemented by the relevant authorities, the directors deemed its carrying amount
adequate, based also on an appraisal prepared in 2013 by an independent expert.

24. Amounts due from clients/amounts due to clients


The current assets of the statement of financial position include the item Amounts due from
clients which at 31 December 2013 stood at 1,282,410, an increase on the balance of
657,705 at 31 December 2012. The acquisition of the Impregilo Group on 1 April 2013
resulted in the full absorption of 876,186.
The table below shows the amount of work in progress measured according to the percentage
of completion method, net of actual or estimated losses at the reporting date and progress
billing:

(Values in /000) 31 December 2013 31 December 2012 Change

Contract Works in progress 16,025,072 6,519,077 9,505,994


Provisions for risks on works in progress (149,318) (1,679) (147,638)
Prepayments from clients (14,593,345) (5,892,693) (8,700,653)
Total amounts due from clients 1,282,409 624,705 657,703

The increase for the period was for work performed by the Impregilo Group in relation to
railway projects in Venezuela, work for the widening of the Panama Canal, lots 5 and 6 of the
A3 Salerno-Reggio Calabria motorway, work related to hydroelectric plants in Colombia,
work related to the Orastie-Sibiu motorway in Romania and the Cultural Centre Project of the
subsidiary Salini Nigeria Ltd.
Contract work in progress of the Construction segment mainly relates to railway work in
Venezuela (230.7 million, with production of 173.6 million), work on Lots 5 and 6 of the
A3 Salerno-Reggio Calabria motorway (73.1 million, with production of 106 million),
work to widen the Panama Canal (167.0 million, with production of 354.2 million), work
on the hydroelectric plants in Colombia (47.8 million, with production of 241.1 million),
work on the Orastie-Sibiu motorway in Romania (22.2 million, with production of 36
million) and work on the Red Line North Underground in Qatar (9.0 million, with
production of 9.0 million) .

The Construction segments contract work in progress includes 61.8 million for the nearly
completed contracts of Imprepar S.p.A..

With regard to the ongoing railway projects in Venezuela, the company does not consider
there to be a probable risk regarding the recovery of the assets being used, although recovery
normally takes much longer than in other geographical segments. The contracts are of a
strategic nature for the country and the current contractual relationships reasonably allow the
Group to assume that the assets will be realised, as reflected in its measurement of the
individual contracts.

Consolidated financial statements at 31 December 2013 173


Salini S.p.A. Group

Reference should be made to the Directors report (the section on risk areas for the
Construction segment) for details of the Bridge crossing the Messina Strait and roadway and
railway connectors from Calabria to Sicily. At the reporting date, contract work in progress
is worth 21.2 million.

As disclosed in earlier sections of these notes about the groups operations in Libya, contract
work in progress in this country amounts to 103.6 million.

Contract work in progress of the Engineering & Plant Construction segment mainly relates
to the Kuwait and United Arab Emirates desalination plants which had nearly been
completed in 2012.

The following table contains an analysis of the geographical breakdown of the items:

(Values in /000) 31 December 2013 31 December 2012 Change

Italy 325,933 89,568 236,365


EU (excluding Italy) 51,334 0 51,334
Non-EU 24,377 0 24,377
Asia 98,546 46,942 51,603
Africa 333,275 488,195 (154,920)
North America 0 0 0
South America 448,944 0 448,944
Oceania 0 0 0

Total amounts due from clients 1,282,409 624,705 657,703

The following table also shows the contribution by business segment:


(Values in /000) 31 December 2013 31 December 2012 Change

Construction 1,257,997 624,706 633,291


Engineering & Plant Construction 24,412 0 24,412

Total amounts due from clients 1,282,409 624,706 657,703

Amounts due to clients within 12 months, shown in the statement of financial position under
current liabilities, totals 1,249,416, up by 830,880 compared with the balance transferred at
31 December 2012.
This item breaks down as follows:
31 December
(Values in /000) 31 December 2013 Change
2012

Contract Works in progress (6,851,187) (1,222,069) (5,629,118)


Provisions for risks on works in progress (9,283) 261 (9,544)
Progress Payments from clients 7,182,909 1,372,829 5,810,080
Contractual advances within 12 months 926,977 267,515 659,462
Total amount due to clients within 12 months 1,249,416 418,536 830,880

Consolidated financial statements at 31 December 2013 174


Salini S.p.A. Group

Contract work in progress recognised under liabilities is the negative net balance, for each
contract, of work performed to date and progress billings.

The Construction segment negative balance relates mainly to the contracts for Lake Mead
(USA) (44.5 million, with production of 47.7 million); the San Francisco central subway
(USA) (7.1 million, with production of 34.7 million); the Gerald Desmond Bridge in
California (USA) (16.6 million, with production of 15.7 million); and Lots 2 and 3 of the
Abu Dhabi hydraulic tunnel (11.0 million, with production of 74.7 million).

The contractual advances mainly relate to the Construction sector and specifically, to the
widening of the Panama Canal (218.3 million); Colombia (56.1 million); Saudi Arabia
(69.5 million); Qatar (32.1 million); and Venezuela (6.2 million). The item also includes
advances of 162.5 million, received for the operations in Libya (more details regarding the
situation in Libya are provided above in these Explanatory notes.

The Engineering & Plant Construction negative WIP balance relates to progress (production
net of progress payments and advances) on FISIA Babcocks contracts in the waste-to-
energy sector and FISIA Italimpiantis contract in Qatar.

The following table contains an analysis of the geographical breakdown of the items:

(Values in /000) 31 December 2013 31 December 2012 Change

Italy 111,448 147 111,301


EU (excluding Italy) 79,279 0 79,279
Non-EU 86,953 81,577 5,375
Asia 136,738 21,452 115,286
Africa 457,302 315,360 141,942
North America 73,458 0 73,458
South America 304,239 0 304,239

Total current amounts due to clients 1,249,416 418,536 830,880

The following table also shows the contribution by business segment:

31 December
(Values in /000) 31 December 2013 Change
2012

Construction 1,180,924 418,536 762,388


Engineering & Plant Construction 68,492 0 68,492

Total current amounts due to clients 1,249,416 418,536 830,880

Contractual advances

(Values in /000) 31 December 2013 31 December 2012 Change

Contractual advances after 12 months 634,666 679,819 (45,153)


Total current amount due to clients after 12 months 634,666 679,819 (45,153)

Consolidated financial statements at 31 December 2013 175


Salini S.p.A. Group

The most significant amounts within contractual advances after 12 months include Etiopia
GERDP (392 million), CMT Cityringen (75 million), Salini Nigeria (143 million), and
Salini Malaysia (16 million).

The following table contains an analysis of the geographical breakdown of the items:

(Values in /000) 31 December 2013 31 December 2012 Change

Non-EU 74,720 120,093 (45,373)


Asia 16,023 3,295 12,728
Africa 543,923 556,431 (12,508)

Total non-current amounts due to clients 634,666 679,819 (45,153)

The following table also shows the contribution by business segment:

(Values in /000) 31 December 2013 31 December 2012 Change

Construction 634,666 679,819 (45,153)


Engineering & Plant Construction 0 0 0

Total non-current amounts due to clients 634,666 679,819 (45,153)

25. Trade receivables


Trade receivables totalled 1,634,515, as shown in the following table:

Year Year Change


(Values in /000) 2013 2012

Receivables from customers 1,492,860 483,013 1,009,847


Receivables from parent companies 4,774 1,058 3,716
Receivables from subsidiaries 173 53 120
Receivables from associate companies 239,351 16,037 223,314
Provision for impairment losses on trade receivables (42,526) (9,464) (33,062)
Provision for write-down of default interest (60,117) (12) (60,105)
Trade receivables 1,634,515 490,685 1,143,830

The breakdown of trade receivables by business segment is provided below:

(Values in /000) 31 December 2013 31 December 2012 Change

Construction 1,370,282 490,685 879,597


Engineering & Plant Construction 17,744 0 17,744
Concessions 19,688 0 19,688
FIBE 226,801 0 226,801
Trade receivables (after provisions) 1,634,515 490,685 1,143,830

Consolidated financial statements at 31 December 2013 176


Salini S.p.A. Group

The following table contains a geographical breakdown of the aforementioned receivables:

(Values in /000) 31 December 2013 31 December 2012 Change

Italy 688,209 89,971 598,238


EU (excluding Italy) 13,536 1,411 12,125
Non-EU 15,692 22,847 (7,155)
Asia 99,964 89,784 10,180
Africa 439,485 286,220 153,265
North America 29,838 0 29,838
South America 345,784 19 345,765
Oceania 2,007 433 1,574
Trade receivables (after provisions) 1,634,515 490,685 1,143,830

The acquisition of the Impregilo Group on 1 April 2013 resulted in the full absorption of
1,168,118 of trade receivables after the provision for impairment losses on trade receivables.
The figure for receivables from customers relates to amounts due from clients for invoices
issued and for work performed and approved by customers but still to be invoiced. As can be
seen in the table above, the overall change of 1,143,830 in this item reflects the
consolidation of the Impregilo Group. The change in this item, net of the acquisition, would
have been a decrease of 24,288, mainly relating to the progress on the main contracts.

Receivables from subsidiaries and associates mostly arise on commercial and financial
transactions with companies not consolidated by the Group. In particular, this item also
includes 226.8 million due to FIBE from the Campania municipalities for its management
services provided under contract until 15 December 2005 and the subsequent transition
period. See the section on Non-current assets held for sale in the Directors report for more
information about this complicated situation and the directors related assessments.

The provision for write-down of default interest amounting to 60,117 at 31 December 2013
reflects the acquisition of the Impregilo Group, which contributed an amount of 61,533on 1
April 2013. The table below shows the changes in this provision:

Balance at 31 Balance Sheet


Balance at 1 Allocation to Balance at 31
December use of the
April 2013 provisions December 2013
2012 provision
(Values in /000)

For receivables from customers 12 61,533 0 (1,428) 60,117


For receivables from other customers 0 0 0 0 0

Total Provision for Default interest 12 61,533 0 (1,428) 60,117

Consolidated financial statements at 31 December 2013 177


Salini S.p.A. Group

The provision for impairment losses had a balance at the end of the year of 42,526. This
provision increased by 36,055 during the period as shown in the table below:
Balance at Balance Release of Balance
Balance at Allocation Change in Reclassifications
31 Sheet use provision at 31
1 April IFRS 5 to consolidation and exchange
December of the to Income December
2013 reclassifications provisions provision scope differences
(Values in /000) 2012 Statement 2013

For receivables from


5,936 33,145 (5) 13,752 (5,944) (4,268) 0 (152) 42,464
customers
For receivables from
3,528 0 (2,988) 53 (501) (30) 0 0 62
other customers
Total Provision for
impairment losses on
receivables 9,464 33,145 (2,993) 13,805 (6,445) (4,298) 0 (152) 42,526

26. Tax receivables


These total 222,166, representing an increase of 126,553 compared with 2012:
Year Year Change
(Values in /000) 2013 2012

Indirect taxes 136,657 72,799 63,858


VAT 107,560 72,166 35,394
Other indirect taxes 29,097 633 28,464
Direct taxes 85,510 22,814 62,695
Regional income tax (IRAP) 1,877 1,698 179
Corporate income tax (IRES) 33,999 1,433 32,566
Other direct taxes 49,634 19,683 29,951

Total Tax receivables 222,166 95,614 126,553

The 31 December 2013 balance mainly consists of:


- direct tax assets for excess taxes paid in previous years, which the group has correctly
claimed for reimbursement and which bear interest;
- foreign direct tax assets for excess taxes paid abroad by the foreign group companies
which will be recovered as per the relevant legislation.
A breakdown of contract tax receivables by business segment is provided below:
(Values in /000) December December
Change
2013 2012

Italy 164,973 9,612 155,362


EU excluding Italy 547 64 483
Non-EU 2,123 48,780 (46,657)
Asia 1,950 7,881 (5,931)
Africa 51,350 29,198 22,152
America 1,183 58 1,125
Oceania 40 21 19
Total tax receivables 222,166 95,614 126,553

Consolidated financial statements at 31 December 2013 178


Salini S.p.A. Group

Other indirect taxes include withholdings of 7.8 million paid by the Icelandic branch on the
remuneration paid to foreign temporary workers involved in the building site. A dispute arose
with the local tax authorities about the party required to act as the withholding agent for the
remuneration of foreign temporary workers at the building site. Impregilo was firstly wrongly
held responsible for the payment of the withholdings on this remuneration, which it therefore
paid. Following the definitive ruling of the first level court, the companys claims were fully
satisfied. Nevertheless, the local authorities subsequently commenced a new proceeding for
exactly a similar issue. The Supreme Court rejected the companys claims in its ruling
handed down in February 2010, which is blatantly contrary to the previous ruling issued in
2006 on the same matter by the same judiciary authority. The company had expected to be
refunded both the unduly paid withholdings of 6.9 million (at the original exchange rate)
and the related interest accrued to date of 6.0 million. Impregilo had prudently impaired the
interest amount in previous years, despite a previous local court ruling and the opinion of its
consultants that confirmed its grounds, and only continued to recognise the unduly paid
principal. After the last ruling, the company took legal action at international level (appeal
presented to the EFTA Surveillance Authority on 22 June 2010) and, as far as possible, again
at local level (another reimbursement claim presented to the local tax authorities on 23 June
2010) as it deems, again supported by its advisors, that the last ruling issued by the Icelandic
Supreme Court is unlawful both in respect of local legislative and international agreements
which regulate trade relations between the EFTA countries and international conventions
which do not allow application of discriminatory treatments to foreign parties (individuals
and companies) working in other EFTA countries. On 8 February 2012, the EFTA
Surveillance Authority sent the Icelandic government a communication notifying the
infraction of the free exchange of services and requested the government to provide its
observations about this. Following this, in April 2013, the EFTA Surveillance Authority
issued its documented opinion finding the Icelandic legislation to be inconsistent with the
regulations covering trade relations between the member countries with respect to the
regulations for the above dispute, and it asked that Iceland amend its position. Based on the
above, and in particular with respect to recent developments for which, in any case, an update
on assessments made to date will be appropriate, we do not believe there are objective
reasons at present to change valuations made to date concerning this dispute.

27. Cash and cash equivalents


This item amounts to 1,132,419 at 31 December 2013 and is broken down as follows:

Consolidated financial statements at 31 December 2013 179


Salini S.p.A. Group

Year Year Change


(Values in /000) 2013 2012

Non-restricted bank and postal deposits 1,018,048 317,496 700,552


Restricted bank and postal deposits 113,131 93,667 19,464
Cash in hand 1,240 537 703
Accrued bank interest income 0 2 (2)

Total cash and cash equivalents 1,132,419 411,703 720,716

The balance of cash and cash equivalents represents active bank account balances at the end
of the year and the amounts of cash, cheques and securities existing at the registered office,
the work sites and the foreign subsidiaries. Restricted deposits at 31 December 2013 consisted
of letters of credit issued.
The acquisition of the Impregilo Group on 1 April 2013 resulted in the full absorption of
813,290 of cash and cash equivalents.

The statement of cash flows shows the reason for this increase and changes in current
account facilities.

As at the reporting date of these consolidated financial statements, the Group had an escrow
account with fiduciary mandate with a leading bank of 8.9 million deposited in a restricted
account as guarantee of a contractual agreement.

Imprepars deposits include 13.0 million collected by it on behalf of third parties.


The obtaining of funds by the members of consortia in which the consolidated company
Impregilo S.p.A. is involved is subject to approval by all the consortium members who
safeguard the financial requirements related to the performance of the contracts.

The following table shows the change in short-term bank overdrafts:


ANALYSIS OF CASH AND CASH EQUIVALENTS 2013 12

NET CASH AND CASH EQUIVALENTS AT BEGINNING OF THE YEAR


Cash and cash equivalents at start of period 411,703
Bank overdrafts repayable on demand (89,891)
321,811

NET CASH AND CASH EQUIVALENTS AT END OF THE YEAR


Cash and cash equivalents at end of period 1,132,420
Bank overdrafts repayable on demand (132,590)
999,829

Consolidated financial statements at 31 December 2013 180


Salini S.p.A. Group

28. Non-current assets (liabilities) held for sale and discontinued operations
and profit from discontinued operations
Non-current assets held for sale, net of their associated liabilities, are shown in the following
table:

(Values in /000) 31-Dec-2013 31-Dec-2012 Change

Other claims for compensation - SUW Campania 5,683 0 5,683


Todini Costruzioni Generali 229,860 0 229,860

Non-current assets held for sale 235,543 0 235,543

A breakdown of the statement of financial position items is as follows:

(Values in /000) 31-Dec-2013 31-Dec-2012 Change

Other claims for compensation - SUW Campania 5,683 0 5,683


Todini Costruzioni Generali 647,921 0 647,921

Non-current assets held for sale 653,604 0 653,604

Todini Costruzioni Generali (418,061) 0 (418,061)

Non-current liabilities held for sale (418,061) 0 (418,061)

NET NON-CURRENT ASSETS HELD FOR SALE 235,543 0 235,543

Non-current assets held for sale at 31 December 2013 amounted to 647,921 for Todini
Costruzioni S.p.A. and 5,683 for SUW Campania.
The subsidiary Impregilo Group contributed 5,683 million. In particular, on the acquisition
date of 1 April 2013 the Impregilo Group contributed an amount of 248,060, inclusive of the
effect of the purchase price allocation (see section 6 for more details) for claims for
compensation related to SUW Campania. During 2013 the figure decreased due to the
recognition of the compensation claims pertaining to the subsidiary FIBE and relating to the
former RDF plants following the Supreme Court ruling described in the Directors report. The
related tax effects were directly offset against the gain arising from reversal of impairment
losses and recognised under tax liabilities. The remaining amount, of 5,683, mainly refers to
the Santa Maria la Fossa site and other related items of property, plant and equipment.
The contribution to the income statement of these assets was (14,639) million. This amount
includes the negative effect of the purchase price allocation of (35,800) (see section 6 for
more details).
See the section Non-current assets held for sale in the Directors report more information
about the complicated situation surrounding the SUW Campania projects.
As disclosed in the report on operations, as part of the Groups strategies, aimed at achieving
the increasingly efficient allocation of resources, also through a continuous focus on possible
rearrangements of its organisational structure, the Board of Directors of Salini S.p.A. decided

Consolidated financial statements at 31 December 2013 181


Salini S.p.A. Group

to assess the valuation of the 100% equity investment held in Todini Costruzioni Generali
with a view to disposal.
Accordingly, as required by IFRS 5, the Group has shown the assets and liabilities of the
Todini Group, after intercompany items with the Parent and the other consolidated Group
companies, under the items Non-current assets held for sale and Non-current liabilities
held for sale; the net profit (loss) of the Todini Group, after intercompany items, is shown
under the item Profit (loss) from discontinued operations.
In accordance with IFRS 5, the Group has measured the net assets of the Todini Group at the
lower of their carrying amount and their fair value, equal to the value in use based on the
discounting of future cash flows as disclosed in the business plan approved by the Board of
Directors of Todini. The resulting equity value was in line with the net value of the assets of
the Todini Group contributed.

The main balance sheet amounts of the Todini Group, classified under non-current assets
(liabilities) held for sale are shown below:

Values in /000

Total non-current assets 85,586


Operating Working Capital 203,409
Total reserves (7,358)
Net invested capital 281,637
Net financial position (53,868)
NET ASSETS 227,769

The table below shows the net profit (loss) deriving from Todini for the years 2013 and 2012:
(Values in /000) 31 DECEMBER 2013 31 DECEMBER 2012
Revenues 309,939 595,605
Other revenues 28,568 27,956
Total Revenues 338,507 623,561
Costs of production (305,647) (504,462)
Value added 32,860 119,099
Personnel costs (44,178) (57,756)
Other operating costs (48,217) (6,265)
EBITDA (59,535) 55,079
Depreciation and amortisation (17,486) (19,009)
Allocation to provisions 0 0
Write-downs (6,736) (4,243)
(Capitalised costs) 0 281
EBIT (83,757) 32,107
Financial income and expenses (net) (13,112) (11,826)
Pre-tax profit/(loss) (96,869) 20,281
Taxes 23,369 (7,200)
Net Profit (73,500) 13,081
Profit/(loss) attributable to minorities (5,369)
Profit/(loss) attributable to the Group (68,131) 13,081

The table below shows the net profit (loss) deriving from SUW Campania and the effects of
the PPA for the year 2013:

Consolidated financial statements at 31 December 2013 182


Salini S.p.A. Group

(Values in /000) SUW Campania PPA Net SUW Campania


Total revenues 0 0
Costs 0
Other operating costs (6,527) (6,527)
Total costs (6,527) 0 (6,527)
Operating profit (loss) (6,527) 0 (6,527)
Net financing costs and net gains on investments 35,987 (35,800) 187
Profit (loss) before tax 29,460 (35,800) (6,340)
Taxes (8,299) (8,299)
Profit (loss) from discontinued operations 21,161 (35,800) (14,639)
Profit (loss) from discontinued operations attributable to:
Owners of the parent 21,161 (35,800) (14,639)

29. Shareholders equity


Shareholders equity totalled 892,283, of which 699,158 was attributable to the Salini
Group and 193,125 to minorities.
The share capital of the parent company Salini S.p.A. at 31 December 2013 is composed of
62,400,000 ordinary shares with a nominal value of 1 each, making a total of 62,400. No
parent company shares are held by subsidiaries. There were no changes with respect to 31
December 2012.
Other reserves, inclusive of the First Time Adoption (FTA) reserve, totalled 155,294 and
decreased by 2,619 compared with 1 January 2013 following adjustments reported in the
statement of changes in equity. There is a non-material difference in the opening balance of
Other reserves at 31 December 2013 compared to the amount shown in the consolidated
financial statements at 31 December 2012 due to the precise determination of the tax effect on
the FTA adjustments made in the separate financial statements of the Parent.
In June, the payment was made, to the parent Salini Costruttori, of the dividends approved by
the Shareholders Meeting on 12 June 2013 for a total of 12,979.
Reserves relating to components of comprehensive income at 31 December 2013 totalled
2,826, representing a decrease of (1,698) compared with the previous period. See the
statement of comprehensive income for details of the change.
Minority interests totalled 193,125. This amount increased during the period by 164,363
due to the following changes:
changes in comprehensive income of 114;
profit (loss) for the period of (9,244);
consolidation of Impregilo of 172,237;
other changes of 1,256.

Reconciliation between shareholders equity and profit (loss) of Salini S.p.A. with
consolidated shareholders equity and profit (loss)
The following table shows the reconciliation of shareholders equity and profit (loss) of the
parent Salini S.p.A. with the corresponding consolidated items:

Consolidated financial statements at 31 December 2013 183


Salini S.p.A. Group

Values in /000 Shareholders equity Profit (loss)

Shareholders Equity and separate profit (loss) of Salini S.p.A. 672,006 419,125

Elimination of consolidated investments (1,225,043) 69,451


Elimination of the provision for risks on equity investments 35,344
Shareholders equity and profit or loss of consolidated companies 1,223,960 23,395

Other consolidation entries


Elimination of dividends paid to Salini S.p.A. (539,856)
Fair value adjustment of equity investment in Impregilo (90,155)
Badwill from Purchase Price Allocation (after reversal to the 2013 income statement) 292,739
Elimination gains from disposals of Impregilo shares (8,238) (8,238)
Reclassification to other comprehensive income of foreign exchange differences on net
4,166
investments in foreign currency
Other consolidation entries 1,128 (2,360)
Gain on intragroup disposals (1,323)

Shareholders equity and profit (loss) attributable to the Group 699,159 166,945

Shareholders equity and profit (loss) attributable to non-controlling interests 193,125 (9,244)

Consolidated shareholders equity and profit (loss) at 31 December 2013 892,283 157,701

30. Financial liabilities


Financial liabilities totalled 1,745,585, increasing by 1,146,083 compared with 2012, as
detailed below:

December December
(Values in /000) 2013 2012 Change

Payables to banks ord. C/A debit balance 132,590 89,891 42,699


Banks S/T loan - Hot money (30 - 90 days) 20,294 29,048 (8,754)
M-L/T bank loans > 12 663,297 198,647 464,650
M-L/T bank loans < 12 152,102 128,623 23,479
Payables to banks 968,284 446,210 522,074
To shareholders for loans > 12 0 2,889 (2,889)
To shareholders for loans < 12 0 109 (109)
Financial payables to shareholders 0 2,998 (2,998)
Payables to other lenders > 12 135,807 99,696 36,110
Payables to other lenders < 12 119,453 41,984 77,469
Payables to other lenders for leases 255,259 141,680 113,579
Transaction costs for loans - current amount 3,413 0 3,413
Ordinary bonds > 12 559,261 0 559,261
Ordinary bonds < 12 952 0 952
Transaction costs for mortgage/loans (52,257) (1,107) (51,150)
Transactions costs for bonds (6,719) 0 (6,719)
Accrued expenses for bank and other interest payable < 12 12,264 339 11,925
Accrued expenses for Derivative products < 12 6 7 (1)
Consolidated financial statements at 31 December 2013 184
Salini S.p.A. Group

Loan and financing costs and accrued financial expenses 516,920 (761) 517,680
Other payables to subsidiaries (Financial) < 12 0 10 (10)
Other payables to associates (Financial) < 12 0 38 (38)
Correspondence C/A with parents 774 9,327 (8,553)
Financial payables to Subsidiaries, Associates and Parents 774 9,375 (8,601)
Derivative instruments (negative fair value) < 12 (2) 0 (2)
Derivative instruments (negative fair value) > 12 4,350 0 4,350
Total financial liabilities 1,745,585 599,503 1,146,083
of which non-current portion 1,303,740 300,125 1,003,615
of which current portion 441,846 299,377 142,468

The following table contains a breakdown of payables to banks, divided into current and non-
current:

December December December December

(Values in /000) 2013 2012 Change 2013 2012 Change

CURRENT NON-CURRENT

Debit balances 132,590 89,891 42,699 - - -


Short-term loans (30-90 days) 20,294 29,048 (8,754) - - -
Financing 152,102 128,623 23,479 663,297 198,647 464,650
Loans - - - - -

Total Payables to Banks 304,986 247,563 57,423 663,297 198,647 464,650

Bank overdrafts amounted to around 132,590, of which 93,838 relating to the Impregilo
Group, consisting of 85.2 million of credit facilities used by the Venezuelan branch and 6.0
million of credit facilities used by the Grupo Unidos por el Canal. The remainder mainly
related to the subsidiary Salini Nigeria LTD (21,158) and 14,397 relating to the Dubai
branch.
Other loans totalled 815,399, of which 152,102 short term and 663,297 medium/long term
(on which a fair value adjustment of 928 was made during the PPA - see section 6 on
business combinations for more details). The amounts is partly related to the contribution of
the Impregilo Group, 94,947 for the non-current portion and 95,475 for the current portion,
with the remainder mainly attributable to.
- 354,992 from the subscription, on 10 December 2013, of an unsecured Term Loan
Facility (for a total of 425,000 also considering the amount attributable to the former
Impregilo S.p.A.) with a 3-year expiry, taken out to refinance debt assumed for the
public tender offer as well as some existing credit facilities. Banca IMI/Intesa
Sanpaolo SpA, BNP Paribas Italian Branch, Natixis SA Milan Branch, and UniCredit
SpA are involved in the transaction as Mandated Lead Arrangers, while Banco
Santander SA Milan Branch and Banco Bilbao Vizcaya Argentaria SA Milan Branch
are acting as Co-Arrangers;
- 100,220 relating to the BNP Paribas Export SACE loan attributable to the Head
Office, of which 19,626 representing the short-term portion, for the purchase of
machinery;
- 52,490 relating to the Intesa Sanpaolo loan, of which 9,490 representing the short-
term portion, connected to the execution of the Gibe 3 contract in Ethiopia;
Consolidated financial statements at 31 December 2013 185
Salini S.p.A. Group

- 35,000 relating to the Banca del Mezzogiorno loan, of which 4,683 representing the
short-term portion;
- 30,234 relating to the Cariparma medium/long term loan;
- 30,000 relating to the Banca Popolare Emilia Romagna medium/long term loan;
- 15,000 relating to the Banca Popolare di Bergamo short-term loan;

For the unsecured Term Loan Facility (former public tender offer loan) and the BNP Paribas
Export SACE loan transaction costs have also been recognised, after amortisation for the year,
for a total of 52,257.

The following table gives a detailed breakdown of the item loans:


2014 2015 2016 2017 2018 portion >
Lending bank Type Total
portion portion portion portion portion 5 years
Banca Pop. Emilia Romagna Loan 20,294 0 0 0 0 0 20,294
Intesa San Paolo Loan 9,490 25,000 18,000 0 0 0 52,490
Banca Popolare di Bergamo Loan 15,000 0 0 0 0 0 15,000
BNL Bnp Paribas Loan 19,626 20,000 20,000 20,000 20,594 0 100,220
Banca del Mezzogiorno Loan 4,683 9,674 10,099 10,543 0 0 35,000
CBD Dubai Loan 1,974 0 0 0 0 0 1,974
BMCE Marocco Loan 5,796 0 0 0 0 0 5,796
CAT Loan 57 56 84 0 0 0 198
Banca IMI Refinancing Loan 0 354,992 0 0 0 0 354,992
Cariparma Loan 0 30,234 0 0 0 0 30,234
Banca Pop. Emilia Romagna Loan 0 30,000 0 0 0 0 30,000
Royal Bank of Scotland Loan 9,000 0 0 0 0 0 9,000
Banca IMI (pool of banks) Loan 197 0 74,101 0 0 0 74,298
Banco de Bogot Loan 38,559 0 0 0 0 0 38,559
Banco de Bogot Loan 15,761 5,254 0 0 0 0 21,016
HSBC Bank e Banesco Loan 11,138 0 0 0 0 0 11,138
Banco de Bogot Loan 611 119 0 0 0 0 730
Prestamos Bancarios Venezuela Loan 0 4,455 0 0 0 0 4,455
Royal Bank of Scotland Loan 210 263 320 373 431 6,998 8,595
UniCredit Loan 20,000 0 0 0 0 0 20,000
Banco di Sicilia Loan 0 883 0 0 0 0 883
Banco di Sicilia Loan 0 797 0 0 0 0 797
Banco di Sicilia Loan 0 27 0 0 0 0 27

Total Loans 172,396 481,753 122,605 30,916 21,025 6,998 835,693

Payables due to other lenders totalled 255,260 and were composed as follows:

Consolidated financial statements at 31 December 2013 186


Salini S.p.A. Group

December December December December


(Values in /000) 2013 2012 Change 2013 2012 Change
CURRENT NON-CURRENT

Receivables assigned with recourse 20,867 12,370 8,497 20,165 0 20,165


Indirect factoring transactions 37,038 2,736 34,302 0 0 0
Leases 61,548 26,878 34,670 115,642 99,696 15,946
Total payables to other lenders 119,453 41,984 77,469 135,807 99,696 36,111

This change was mainly due to: (i) the increase in leases of 50,616 essentially due to the
greater use of leases for the purchase of industrial machinery and equipment (ii) the increase
in indirect factoring transactions of 34,302 and (iii) the increase in sales of receivables
factored with recourse of 28,662.
On 23 July 2013 the parent Salini S.p.A. completed a senior unsecured bond issue for a
nominal amount of 400,000 with a 5-year maturity. The bonds, which have a minimum
denomination of 100,000 and an annual gross coupon of 6.125%, were placed with primary
international institutional investors at a price of 99.477. Banca IMI S.p.A., Natixis and
UniCredit Bank acted as Joint Lead Managers and Joint Bookrunners for the placement of the
bonds.
The securities, with issue date of 1 August 2013 and a maturity of 1 August 2018, will pay
interest annually. The liability recognised at 31 December 2013, of 393,007, includes the
transaction costs directly associated with the issue of the bond, which amounted to 6,719
after amortisation for the year.
At 31 December 2013, the Impregilo Group recorded bonds totalling 150,164 relating
exclusively to the bond issued by the Dutch subsidiary Impregilo International Infrastructures
N.V, consisting of a non-current amount of 149,212 and a current amount of 952. The
bonds of the Dutch company Impregilo International Infrastructures NV, wholly owned by
Impregilo S.p.A., were issued in November 2010 for a total nominal amount of 300 million.
The outstanding bonds at the reporting date with a nominal amount of 150 million are
redeemable in 2015 (bearing interest at a fixed rate of 6.526%). The bonds are listed on the
Luxembourg stock exchange and underwritten by Impregilo S.p.A..
The breakdown of the bond redemptions by time band is shown below:

Due after 13 Due after


Total non-
months but 25 months Due after 60
Company Country current
within 24 but within months
portion
(Values in /000) months 60 months

Salini S.p.A. Salini S.p.A. Italy 393,007 - - 393,007


Netherla
Impregilo International Infrastructures Impregilo International Infr nds 149,212 149,212 - -

Total 542,219 149,212 - 393,007

Consolidated financial statements at 31 December 2013 187


Salini S.p.A. Group

A fair value adjustment of 10,323 million was made to the Bonds during the PPA; see
section 6 on business combinations for more details;

31. Provisions for risks and charges


Provisions for risks and charges totalled 103,630, up 94,108 compared with 31 December
2012 as shown in the table below:

Tax
Work in
Subsidiaries Completed Legal Provisions Other
progress TOTAL
losses hedge contracts risk disputes (No Deferred Provisions
expenses
(Values in /000) Tax)
Balance at 31.12.2012 469 2,091 20 2,318 5,571 3,777 14,246
Balance at 1 April 2013 0 10,845 0 0 0 89,613 100,459
Allocation to provisions 0 (415) 0 107 502 4,950 5,144
Balance Sheet use of the
provision 0 (3) 0 (200) (836) (4,446) (5,485)
Release of provision to Income
Statement (336) 0 0 (323) 0 (2,590) (3,249)
Reclassifications and other
changes (57) (295) 0 (231) 0 (635) (1,218)
IFRS 5 reclassifications (995) (1,036) (460) (3,777) (6,268)
Balance at 31 December 2013 76 11,228 20 636 4,777 86,892 103,630

The acquisition of the Impregilo Group on 1 April 2013 resulted in the full absorption of
100,459 relating to the provisions for risks and charges, consisting of 10,845 relating to the
coverage of losses of subsidiaries and 89,613 relating to other provisions.
The individual items were broken down as follows:
- the provisions to cover the losses of subsidiaries has been established for
commitments to cover losses exceeding subsidiaries equity, particularly for Salini
Bulgaria, Salini Polska Sp. Zoo, Salini Rus OOO, Salini Singapore, Salini Australia
PTY Ltd and the Impregilo Group. The provision of 1,962 consists of 1,425 for
Salini Bulgaria AD, 121 for Tokwe Mukorsi Dam and 416 of impairment losses on
associates of the Impregilo Group;
- provisions for risks on completed contracts, with a balance of 20, refer to the Poland
contract;
- provisions for legal disputes, which reports a decrease for the year of 646 mainly due
to the release of provisions linked to social security positions closed during the 2013
(totalling 187) and the use of provisions by the parent Salini S.p.A. (amounting to
78);
- the tax provisions consist of the allocations made for contingent liabilities for pending
lawsuits and provisions for legal expenses and amount to 4,777 mainly for the
provision made by the Ethiopia branch in previous years;
- Other provisions showed an amount of 86,892 mainly relating to the Impregilo
Group. Specifically, the change for the year comprise provisions of 4,950 million,
including 1.3 million for the Engineering & Plant Construction segment and 2.2
million for Imprepar following revision of its estimates of its pending litigation, with

Consolidated financial statements at 31 December 2013 188


Salini S.p.A. Group

the remainder relating to the Construction segment. Utilisations of 7,036 relate to the
occurrence of expenses and losses for which they had been accrued;
32. Other liabilities

Other liabilities totalled 249,705, of which 7,354 was the non-current portion and 242,351
the current portion, as detailed below:

December December
(Values in ) 2013 2012 Change

Social security payables 14,611 6,065 8,546

Other payables to parent companies 399 7,170 (6,771)

Other payables to subsidiaries 18 11 7

Other payables to associates 1,012 471 541

Other payables 233,604 35,955 197,649

Total other liabilities 249,644 49,672 199,972

of which non-current portion 7,354 14,850 (7,496)

of which current portion 242,291 34,822 207,469

Below is a breakdown by individual item


Social security payables 14,611, of which 13,154 relating to the Impregilo Group;
Payable to parent companies, of 399 relating to the subsidiary Co.Ge.Ma.;
Payables to associates of 1,012 mainly relating to the parent Salini S.p.A. resulting
from the share capital subscribed and not paid by the Turkish company Gaziantep
Hastane Salik Hizmetleri letme Yatirim Anonim irketi (846);
Other payables of 233,604 mainly consist of 166,538 of the Impregilo Group
relating to payables due to state bodies for the dealings with the commissioner, the
provincial authorities and municipalities of Campania in connection with the SUW
Campania projects, 18,791 for accrued expenses and deferred income, and 36,433
arising from the short-term debt to personnel for remuneration earned but not yet paid.

33. Employee benefits


Employee benefits totalled 22,058 and comprised the following:

December December
(Values in /000) 2013 2012 Change

EMPLOYEE TERMINATION BENEFITS 21,407 3,618 17,789


Pensions and similar expenses 65 107 (42)
Other provisions for employees 586 781 (195)

Employee benefits 22,058 4,506 17,553

Consolidated financial statements at 31 December 2013 189


Salini S.p.A. Group

The loyalty bonus is governed by Article 66 of the national collective agreement of 5 July
1995 for the building industry. The agreement states that, from the 20th year of uninterrupted
and effective service, the employer shall pay the employee, each year, or on each subsequent
anniversary, a bonus equivalent to one months salary. In addition, in the event that an
employee who is already eligible for the bonus should be dismissed other than on disciplinary
grounds, the agreement states that the bonus shall continue to accrue for as many months as
there are whole months of service since the previous bonus vested. The loyalty bonus is thus
similar to a deferred salary and falls into the category of defined benefit plan.
The overall increase in employee benefits, of 17,553, is mainly due to the contribution of
Impregilo Group, of 18,145, partially offset by changes relating to ordinary operations.
The method used to measure defined benefit plans is the Projected Unit Credit Method
(PUCM).
The liability for post-employment benefits shown in the financial statements is the
outstanding payable at the reform effective date, net of benefits paid up to the reporting date.
The liability is considered part of a defined benefit plan under IAS 19 and has, therefore, been
subjected to actuarial valuation. The valuation, performed with the assistance of independent
professionals, was based on the following rates:

Salini Group Impregilo Group

Turnover 20.0% 7.5%

Discount rate 3.0% 3.1%

Annual advance rate 3.0% 2.0%

Inflation rate 2.0% 2.0%

The retirement age has been calculated, based on the date on which each employee started
work, by considering the first effective window according to the prevailing legislation on
pensions at the measurement date.

34. Trade payables


Trade payables totalled 1,177,283, as shown in the following table:
December December
Change
(Values in /000) 2013 2012

Payables to suppliers 1,075,698 530,037 545,661


Payables to subsidiaries 410 141 269
Payables to associate companies 93,795 38,730 55,065
Payables to parent companies 7,380 934 6,446

Trade payables 1,177,283 569,842 607,441

Consolidated financial statements at 31 December 2013 190


Salini S.p.A. Group

The geographical breakdown of the item is as follows:

December %
(Values in /000) 2013 %

Italy 133,739 11%


EU excluding Italy 267,516 23%
Non-EU 18,333 2%
Asia 128,813 11%
Africa 249,981 21%
America 859,264 73%
Oceania 3,905 0%
Total Eliminations (484,268) -41%

1,177,283

The overall increase in trade payables, from 569,842 at 31 December 2012 to 1,177,283 at
31 December 2013 is mainly due to the contribution of the Impregilo Group of 748,829, of
which 676,108 due to suppliers and 72,582 due to associates, 280,711 mainly attributable
to the net effect of the greater debt position recognised by the Ethiopia branch and reduction
in the payables recognised by the Zimbabwe, Uganda, Sierra Leone and Dubai branches,
57,691 relating to the subsidiary CMT IS and 61,578 relating to the subsidiary Salini
Malaysia.

35. Tax payables


Tax payables amounted to 164,101 and were up 80,188 compared with 31 December 2012
as shown in the table below:

December December Change


(Values in /000) 2013 2012

Indirect taxes 85,071 66,750 18,321


Direct taxes 79,029 17,233 61,796

Current Tax Payables 164,101 83,983 80,118

This item mainly consists of 72,798 relating to the Impregilo Group, of which 57,477 for
current corporate income tax (IRES), regional income tax (IRAP) and foreign taxes, and
15,321 for VAT payables; the remainder primarily consist of 47,449 relating to the
Nigerian companies for VAT as a result of the increase in accounts receivable and 16,169
relating to the Tokwe Mukorsi Dam.

Consolidated financial statements at 31 December 2013 191


Salini S.p.A. Group

36. Related-party transactions


Transactions with related parties, as defined by IAS 24, were of an ordinary nature. During
the year 2013 the related-party transactions involved the following counterparties:
- directors, statutory auditors and key management personnel, in line with the contracts
regulating their positions within the Salini Group;
- associates; these transactions mainly relate to:
o commercial assistance with purchases and procurement of services necessary to
carry out work on contracts, contracting and subcontracting;
o services (technical, organisational, legal and administrative), carried out at
centralised level;
o 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 the Group, 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 resources. These transactions are regulated by specific contracts and are
carried out on an arms length basis;
- other related parties: the main transactions undertaken by Group companies with other
related parties, identified pursuant to IAS 24, are summarised below:

INTEREST AND Provisions for


FINANCIAL
ASSETS LIABILITIES REVENUES COSTS OTHER risks and
INCOME
FIN. EXPENSES charges

Consorzio Costral in
liquidation 65 50 11 8 - - -
Edilfi scarl in liquidation 332 301 11 42 - - 236
Co.Ge.Fin s.r.l. 26,896 4,783 11 - 206 - -
Todedil scarl 7 27 - - - - -

Subsidiaries 27,299 5,160 34 50 206 - 236

Aktor 582 - - - - - -
Alburni S.c.a.r.l. in
liquidation 102 225 - - - - -
Bata srl in liquidation 182 - - - - - -
Cons. A.F.T. in
liquidation 762 525 - - - - -
CEDIV SPA 3,882 - 77 0 - - -
Cons. Astaldi Federici
Todini Kramis 5,533 757 - - - - 757

Consolidated financial statements at 31 December 2013 192


Salini S.p.A. Group

Consorio.Kallidromo 598 - - - - - -
Casada S.r.l. 68 - 6 236 1 - -
Colle Todi S.c.a.r.l. in
liquidation 532 247 11 8 - - -
Cons. Pizzarotti Todini
Keff-Eddir 4,447 11,789 - - - - -
Forum S.c.a.r.l. 10 174 - 0 - - -
Galileo scarl 203 140 11 6 - - -
G.A.B.I.RE. Srl 18,206 - 38 - - - -
Groupment Italgisas
(Morocco) IN
LIQUIDATION 740 842 - - - - 842
Group. dentreprises
Salini Strabag (Guinea) 295 489 - 203 - - -
Gaziantep Hastane Saglik 1,129 847 - 55 - - -
Ital.Sa.Gi. Sp.Z.O.O.
(Poland) 44 222 - - - - 222
Irina S.r.l. in liquidation 720 22 - - - - -
Consorzio Mina de Cobre 5 46 - 82 - - -
Risalto S.r.l. RM in
liquidation 122 12 - - - - -
Sedi S.c.a.r.l. 98 32 - - - - -
Con.Sal. S.c.n.c. in
liquidation 43 173 - - - - 12
J.V.Salini Necso 1,741 3 1,139 987 - - -

Associates 40,065 37,672 1,282 1,645 1 - 1,834

Consorzio Iricav Due 315 7,602 - 140 - - -


Madonna dei Monti 50 154 12 270
Gruppo ZEIS 2,269 131 364 903
Salini Saudi Arabia 344 3
Todini Finanziaria - 6,553 - - - - -
PANTANO
S.C.R.L.(10.5%) 4 131 - 1 - - -

Other 2,982 14,570 376 1,317 - - -

Salini Costruttori 185,966 14,121 70 15,393 6,263 203 -


Direct Parent companies 185,966 14,121 70 15,393 6,263 203 -

SALINI SIMONPIETRO
& C. S.A.P.A. 67 - 14 - - - -
Indirect Parent
companies 67 - 14 - - - -

Trotter Alessandro 106 106


Brogi Marina 74
Cera Roberto 52
Maglietta Nicola 91 96

Consolidated financial statements at 31 December 2013 193


Salini S.p.A. Group

Directors/Key management
personnel - 91 - 96 - - -

37. Commitments and guarantees and contingent liabilities


Guarantees
The total value of guarantees given is 6,156,418 as detailed below:

(Values in /000) 31/12/2013


Bonds for bank facilities 739,654
Bonds for finance leasing transactions 146,809
Bonds for warranties on work 4,487,522
Bonds for participation in bidding 32,266
Other bonds 750,167
Total direct guarantees given 6,156,418

Third-party guarantees issued to the Group


Guarantees issued by credit institutions and insurance companies in the interest of Italian and
foreign suppliers and subcontractors in relation to their contractual obligations towards the
Group totalled 78,509.

38. Information on risk management and financial instruments required by


IFRS 7
The principal market risks to which the Company is exposed are interest rate risk, exchange
rate risk, liquidity risk and credit risk.

Interest rate risk


The Group uses external sources of funding in the form of short-term and medium-/long-term
variable-rate debt.
Accordingly, an optimal balance must be found between fixed-rate and variable-rate debt in
the financing structure, in order to reduce financial costs and volatility, selectively
implementing hedging transactions through simple derivative instruments that convert
variable-rate debt to fixed-rate debt (IRS).
At 31 December 2013, the Group had 10 derivative contracts outstanding: 2 instruments taken
out by the Parent Salini S.p.A.; 6 instruments taken out by the associate Co.Ge.Fin., of which
Todini Costruzioni Generali S.p.A., a subsidiary of the Parent, holds a share of 51%; and 2
instruments taken out by Impregilo S.p.A.

Consolidated financial statements at 31 December 2013 194


Salini S.p.A. Group

The following table summarises the key features of these transactions:

Fair
value at
Contract Maturity Notional
Company Type Currency 31
date date amount
December
2013
Co.Ge.Fin. IRS 30-Sep-2009 31-Jul-2014 EUR 1,500 (16)
Co.Ge.Fin. IRS 30-Sep-2009 31-Jul-2014 EUR 1,500 (16)
Co.Ge.Fin. IRS 30-Sep-2009 31-Jul-2014 EUR 1,500 (16)
Co.Ge.Fin. IRS 30-Sep-2009 31-Jul-2014 EUR 7,500 (82)
Co.Ge.Fin. IRS 01-Oct-2009 31-Jul-2014 EUR 1,500 (16)
Co.Ge.Fin. IRS 30-Sep-2009 31-Jul-2014 EUR 2,000 (16)
Salini Spa IRS 12-Feb-2010 01-Aug-2016 EUR 1,711 (55)
Salini Spa CAP 13-May-10 01-Dec-2016 EUR 5,095 0
Impregilo Parking Glasgow IRS 27-Sep-2004 30-Jun-2029 GBP 7,969 (2,201)
Impregilo Parking Glasgow IRS 01-Jun-2003 30-Jun-2029 GBP 703 (2,149)

The change in fair value of the financial instruments held by the Parent, recognised in the
comprehensive income for the effective part, was (7).
The fair value of the derivatives, amounting to (55), was recognised under non-current
financial liabilities.
The change in the fair value of the financial instruments held by Co.Ge.Fin. was recognised in
the measurement at equity of the investment in Co.Ge.Fin., for a positive amount of 71.
The change in fair value of the instruments held by Impregilo from 1 April 2013 the cut-off
date of the consolidation has been recognised under cash flow hedge reserve, for the
effective part, amounting to 2,465 (of which 307 attributable to non-controlling interests).
The fair value of the derivatives, amounting to (4,150), has been recoded under non-current
financial liabilities.
With regard to the exposure to interest-rate, if 2013 interest rates had been 75 basis points
higher (or lower) on average, with all other variables constant and without considering cash
and cash equivalents, the pre-tax profit (loss) would have had a negative (positive) change of
8,521 million, (9,706 negative/positive for the income statement for the year 2012).

Exchange rate risk


In terms of exchange rate risk, Group policy is to preserve the monetary difference between
trade receivables and payables in foreign currency by borrowing in local currency. At 31
December 2013, no cash flow hedges were in place for specific contracts.

Currency risk (sensitivity analysis) at 31 December 2013 mainly related to the following
currencies:

Naira (Nigeria)

Dollar (United States)

Consolidated financial statements at 31 December 2013 195


Salini S.p.A. Group

Dirham (United Arab Emirates)

Zloty (Poland)

Rand (South Africa)

Swiss franc (Switzerland)

With regard to the Nigerian currency, if the Euro, at 31 December 2013, had appreciated (or
depreciated) by 5% against that currency, assuming all other variables as constant, the
consolidated earnings before tax for the year would have been lower (or higher in the case of
depreciation) by 5.2 million, mainly due to unrealised exchange rate losses (gains) on net
assets in NAIRA.

With regard to the US Dollar, if the Euro, at 31 December 2013, had appreciated (or
depreciated) by 5% against that currency, assuming all other variables as constant, the
consolidated earnings before tax for the year would have been lower (or higher in the case of
depreciation) by 3.6 million, mainly due to unrealised exchange rate losses (gains) on net
liabilities in US Dollars.

With regard to the United Arab Emirates currency, if the Euro, at 31 December 2013, had
appreciated (or depreciated) by 5% against that currency, assuming all other variables as
constant, the consolidated earnings before tax for the year would have been lower (or higher
in the case of depreciation) by 3.4 million, mainly due to unrealised exchange rate losses
(gains) on net assets in AED.
With regard to the Polish currency, if the Euro, at 31 December 2013, had appreciated (or
depreciated) by 5% against that currency, assuming all other variables as constant, the
consolidated earnings before tax for the year would have been lower (or higher in the case of
depreciation) by 1.6 million, mainly due to unrealised exchange rate losses (gains) on net
assets in ZLOTY.

With regard to the Swiss currency, if the Euro, at 31 December 2013, had appreciated (or
depreciated) by 5% against that currency, assuming all other variables as constant, the
consolidated earnings before tax for the year would have been lower (or higher in the case of
depreciation) by 1.2 million, mainly due to unrealised exchange rate losses (gains) on net
assets in CHF.

With regard to the South African currency, if the Euro, at 31 December 2013, had
appreciated (or depreciated) by 5% against that currency, assuming all other variables as
constant, the consolidated earnings before tax for the year would have been lower (or higher
in the case of depreciation) by 0.9 million, mainly due to unrealised exchange rate losses
(gains) on net liabilities in RAND.

Liquidity risk
The Group could be exposed to liquidity risk deriving, on the one hand, from a slowdown in
payments from clients, and on the other from potential difficulties in locating external sources
of funding to finance its industrial projects. Therefore, the Group dedicates special attention to
managing the resources generated or absorbed by operating and/or investment activities and

Consolidated financial statements at 31 December 2013 196


Salini S.p.A. Group

to the characteristics of the debt in terms of maturity and renewal in order to ensure effective
and efficient management of financial resources.
As a result, a number of policies and processes have been adopted to optimise the
management of financial resources in order to manage and mitigate liquidity risk:
tendency towards centralised management of collection and payment flows;
monitoring the available liquidity level;
optimising the lines of credit;
monitoring the forecast liquidity.

The following tables illustrate the Groups exposure to liquidity risk and maturity analysis:

(Values in /000)

Balance at 31 December 2013

TRADE DERIVATIVE
FINANCIAL TOTAL
PAYABLES INSTRUMENTS
PAYABLES
MATURITY (/000) (/000) (/000)
(/000)
a d=a+b
b c
+c

Within 1 year 441,846 1,177,283 4 1,619,133


Between 1 and 2 years 635,125 0 4,350 639,475
Between 2 and 3 years 119,129 0 119,129
Between 3 and 5 years 545,136 0 545,136
Between 5 and 7 years 0 0 0
After 7 years 0 0 0

TOTAL 1,741,235 1,177,283 4,354 2,922,872

The maturities shown here have been analysed using non-discounted cash flows and the
amounts have been entered taking into account the first date on which payment could be
required.

To meet these liquidity requirements, the Group has cash reserves and generates cash flow
from operations.

Credit risk
Credit risk is represented by exposure to potential losses arising from non-performance of
obligations assumed by clients, nearly all of which are associated with sovereign states or
government bodies. Credit risk is thus linked to country risk.
At 31 December 2013 trade receivables totalled 1,634,515. The Group aims to minimise
credit risk through the overall management of operating working capital with respect to both
receivables from customers and payables to sub-contractors and suppliers that are typical of
the reference industry.

Consolidated financial statements at 31 December 2013 197


Salini S.p.A. Group

Classification of financial assets and liabilities


The following table illustrates the breakdown of the Groups assets and liabilities by
measurement category. The fair value of derivatives is detailed in the paragraph on interest
rate risk.
Assets and
Liabilities at Total
31 December 2012 Loans and Assets held to Available- liabilities at Fair
amortised carrying
(Values in /000) receivables maturity for-sale assets fair value value
cost amount
through P&L

Non-current assets
28,525 28,525 28,525
Loans to associate companies, subsidiaries and other Group companies
- -
Financial assets deriving from concessions

Current assets
490,685 490,685 490,685
Trade receivables
181,889 181,889 181,889
Other current assets*
64,220
Current financial assets
411,703 411,703 411,703
Cash and cash equivalents

Non-current liabilities
299,377 299,377 299,377
Non-current financial liabilities

Current liabilities
569,842 569,842 569,842
Trade payables
299,377 299,377 299,377
Current financial liabilities
34,822 34,822 34,822
Other current liabilities*
Share of assets/liabilities within the scope of IFRS 7.

Assets and
Liabilities at Total
31 December 2013 Loans and Assets held to Available- liabilities at Fair
amortised carrying
(Values in /000) receivables maturity for-sale assets fair value value
cost amount
through P&L

Non-current assets
48,928 48,928 48,928
Loans to associate companies, subsidiaries and other Group companies
- -
Financial assets deriving from concessions
-
Current assets
1,634,515 1,634,515 1,634,515
Trade receivables
381,814 381,814 381,814
Other current assets*
232,529 -
Current financial assets
1,132,420 1,132,420 1,132,420
Cash and cash equivalents
-
Non-current liabilities
1,303,740 1,303,740 1,303,740
Non-current financial liabilities
-
Current liabilities
1,177,283 1,177,283 1,177,283
Trade payables
441,846 441,846 441,846
Current financial liabilities
242,291 242,291 242,291
Other current liabilities*

Share of assets/liabilities within the scope of IFRS 7.

Consolidated financial statements at 31 December 2013 198


Salini S.p.A. Group

39. Subsequent events


For significant events occurring after the end of the 2013 reporting period, see the Directors
report.

The Board of Directors

Consolidated financial statements at 31 December 2013 199


Annexes to the Consolidated Financial Statements

Annex 1 - Changes in equity investments


The equity investments of the Impregilo Group only are shown below:

(Values in /000)
Share of Other
Dividends Change
Value at Acquisitions profit or gains Change Value at
Share/quota from due to Change in
31 (Disinvestments loss of (losses) in Reclas- 31
Name capital equity- exchange consolidation
December and equity- in hedging sifications December
transactions accounted rate method
2012 liquidations) account profit reserve 2013
investees fluctuations
investees or loss
Adduttore Ponte Barca S.c.r.l.
7 -7 0 0 0 0 0 0 0 0 0
(in liq.)
Aguas del Gran Buenos Aires
0 0 0 0 -18 0 0 0 0 18 0
S.A. (in liq.)

Anagnina 2000 S.c.r.l. 5 0 0 -3 0 0 0 0 0 0 2

Ancipa S.c.r.l. (in liq.) 5 0 0 0 0 0 0 0 0 0 5

B.O.B.A.C. S.c.a.r.l. (in liq.) 5 0 0 0 0 0 0 0 0 0 5

Calpark S.c.p.A. 6 0 0 0 0 0 0 0 0 0 6

CE.S.I.F. S.c.p.a. (in liq.) 63 0 0 0 0 0 0 0 0 0 63

Collegamento Ferroviario
0.578 -0.578 0 0 0 0 0 0 0 0 0
Genova-Milano S.p.A.
Consorcio Federici/Impresit/Ice
16 0 0 0 0 0 0 0 0 0 16
Cochabamba

Consorzio Casale Nei 0.775 0 0 0 0 0 0 0 0 0 0.775


Consorzio
Cogefar/Italstrade/Recchi/CMC 13 -13 0 0 0 0 0 0 0 0 0
- CIRC (in liq.)
Consorzio CMM4 62 0 0 0 0 0 0 0 0 0 62

Consorzio CON.SI 0.516 0 0 0 0 0 0 0 0 0 0.516

Consorzio Consavia S.c.n.c. (in


2 0 0 0 0 0 0 0 0 0 2
liq.)
Consorzio Costruttori TEEM 3 -3 0 0 0 0 0 0 0 0 0
Consorzio CPS Pedemontana
Veneta Costruttori Progettisti e 35 0 0 0 0 0 0 0 0 0 35
Servizi
Consorzio del Sinni 12 0 0 0 0 0 0 0 0 0 12

Consorzio Ferrofir (in liq.) 178 0 0 0 0 0 0 0 0 0 178

Consorzio Ferroviario Milanese 28 0 0 0 0 0 0 0 0 0 28

Consorzio Imprese Lavori


5 0 0 0 0 0 0 0 0 0 5
FF.SS. di Saline - FEIC
Consorzio infrastruttura area
metropolitana - Metro Cagliari 8 0 0 0 0 0 0 0 0 0 8
(in liq.)
Consorzio Iniziative
14 0 0 0 0 0 0 0 0 0 14
Ferroviarie - INFER

Consorzio Iricav Due 70 0 0 0 0 0 0 0 0 0 70


Consorzio Italian Engineering
& Contractors for Al Faw - 3 -3 0 0 0 0 0 0 0 0 0
IECAF
Consorzio MARC -
Monitoraggio Ambientale 3 0 0 0 0 0 0 0 0 0 3
Regione Campania (in liq.)
Consorzio Metrofer (in liq.) 4 0 0 0 0 0 0 0 0 0 4

Consorzio Metropolitane 13 -13 0 0 0 0 0 0 0 0 0

Consorzio MITECO 4 0 0 0 0 0 0 0 0 0 4

Consorzio Nazionale
0.005 0 0 0 0 0 0 0 0 0 0.005
Imballaggi - CO.NA.I.

Consolidated financial statements at 31 December 2013 200


Annexes to the Consolidated Financial Statements

Consorzio NOG.MA 84 0 0 0 0 0 0 0 0 0 84

Consorzio Pedelombarda 2 4 0 0 0 0 0 0 0 0 0 4
Consorzio Sarda Costruzioni
3 0 0 0 0 0 0 0 0 0 3
Generali - SACOGEN

Consorzio Sardo dImprese 1 0 0 0 0 0 0 0 0 0 1

Consorzio TRA.DE.CI.V. 13 0 0 0 0 0 0 0 0 0 13
Consorzio Trevi - S.G.F. INC
5 0 0 0 0 0 0 0 0 0 5
per Napoli
Construtora Impregilo y
0.001 0 0 0 0 0 0 0 0 0 0.001
Associados S.A.-CIGLA S.A.
Constuctora Embalse Casa de
0.001 0 0 0 0 0 0 0 0 0 0.001
Piedra S.A. (in liq.)
Depurazione Palermo S.c.r.l.
4 0 0 0 0 0 0 0 0 0 4
(in liq.)
Empresa Constructora Lo
5 0 0 0 0 0 0 0 0 0 5
Saldes L.t.d.a.
Empresa Constructora Metro 6
0 0 0 169 0 0 0 -15 0 0 153
L.t.d.a.

Emittenti Titoli S.p.A. 11 0 0 0 0 0 0 0 0 0 11

Eurolink S.c.p.a. 0.002 0 0 0 0 0 0 0 0 0 0.002

FE.LO.VI. S.c.n.c. (in liq.) 8 0 0 0 0 0 0 0 0 0 8

G.T.B. S.c.r.l. 0.005 0 0 0 0 0 0 0 0 0 0.005

GE.A.C. S.r.l. 76 0 0 0 0 0 0 0 0 0 76

Grassetto S.p.A. (in liq.) 8 0 0 0 0 0 0 0 0 0 8

Healy-Yonkers-Atlas-Gest J.V. 12 0 0 0 0 0 0 -0.528 0 0 12

I_Faber S.p.A. 583 0 0 0 0 0 0 0 0 0 583


Immobiliare Golf Club Castel
63 0 0 0 0 0 0 0 0 0 63
DAviano S.r.l.

Impregilo Arabia Ltd 3,371 0 0 -111 0 0 0 -142 0 0 3,117


Imprese Riunite Genova Irg
7 0 0 0 0 0 0 0 0 0 7
S.c.r.l. (in liq.)
Istituto per lo Sviluppo Edilizio
ed Urbanistico - ISVEUR 23 0 0 0 0 0 0 0 0 0 23
S.p.A.
Istituto Promozionale per
lEdilizia S.p.A. - Ispredil 0.33 0 0 0 0 0 0 0 0 0 0.33
S.p.A.
Italsagi SP. ZO.O 0.001 0 0 0 0 0 0 0 0 0 0.001

LEC Libyan Expressway


0 4 0 0 0 0 0 0 0 0 4
Contractors Consorzio

M.N. 6 S.c.r.l. 0.51 0 0 0 0 0 0 0 0 0 0.51

Markland S.r.l. (in liq.) 1 0 0 0 0 0 0 0 0 0 1

Metrogenova S.c.r.l. 8 0 0 0 0 0 0 0 0 0 8

Metropolitana di Napoli S.p.A. 314 0 0 0 0 0 0 0 0 0 314

Milano Sviluppo S.r.l. (in liq.) -0.001 0 0 0 0 0 0 0 0 0 -0.001

Monte Vesuvio S.c.r.l. (in liq.) 23 0 0 0 0 0 0 0 0 0 23

Olbia 90 S.c.r.l. (in liq.) 3 0 0 0 0 0 0 0 0 0 3


Parco Scientifico e
Tecnologico della Sicilia 5 0 0 0 0 0 0 0 0 0 5
S.c.p.a.
Passante Dorico S.p.A. 0 11,280 0 0 0 0 0 0 0 0 11,280

Platano S.c.n.c. (in liq.) 0.165 -0.165 0 0 0 0 0 0 0 0 0

Quattro Venti S.c.r.l. (in liq.) 21 0 0 0 0 0 0 0 0 0 21

Consolidated financial statements at 31 December 2013 201


Annexes to the Consolidated Financial Statements

RCCF Nodo di Torino S.c.p.a.


27 0 0 0 0 0 0 0 0 0 27
(in liq.)

Rimini Fiera S.p.A. 3,194 0 0 0 0 0 0 0 0 0 3,194

Riviera S.c.r.l. 5 0 0 0 0 0 0 0 0 0 5

S. Anna Palermo S.c.r.l. (in


19 0 0 0 0 0 0 0 0 0 19
liq.)

S.P.P.C.A.C. S.c.r.l. (in liq.) 1 -1 0 0 0 0 0 0 0 0 0

San Benedetto S.c.r.l. (in liq.) 10 0 0 0 0 0 0 0 0 0 10

Sarmento S.c.r.l. 0.001 0 0 0 0 0 0 0 0 0 0.001

Sep Eole 0.762 0 0 0 0 0 0 0 0 0 0.762

Seveso S.c.a.r.l. (in liq.) 0.4 0 0 0 0 0 0 0 0 0 0.4

Sirjo S.c.p.A. 12,000 0 0 0 0 0 0 0 0 0 12,000

Skiarea Valchiavenna S.p.A. 100 0 0 0 0 0 0 0 0 0 100


Societ di progetto consortile
0 35 69 0 0 0 0 0 0 0 104
per azioni M4
Strade e Depuratori Palermo
2 0 0 0 0 0 0 0 0 0 2
S.c.r.l.
Techint S.A.C.I.- Hochtief
A.G.- Impregilo S.p.A.-Iglys 4 0 0 0 0 0 0 0 0 0 4
S.A. UTE
Torino Parcheggi S.r.l. (in liq.) 3 0 0 0 0 0 0 0 0 0 3

VE.CO. S.c.r.l. 3 0 0 0 0 0 0 0 0 0 3

TOTAL CONSTRUCTION 20,592 11,278 69 54 -18 0 0 -158 0 18 31,836

Consorzio Agrital Ricerche (in


-5 0 0 0 0 0 0 0 0 5 0
liq.)
Consorzio Aree Industriali
-0.666 0 0 0 0 0 0 0 0 0.666 0
Potentine (in liq.)
Consorzio Ramsar
3 -3 0 0 0 0 0 0 0 0 0
Molentargius

Nautilus S.c.p.a. (in liq.) 62 -62 0 0 0 0 0 0 0 0 0

Villagest S.c.r.l. (in liq.) 6 0 0 0 0 0 0 0 0 0 6

TOTAL ENGINEERING &


65 -65 0 0 0 0 0 0 0 6 6
PLANT CONSTRUCTION

Acqua Campania S.p.A. 10 0 0 0 0 0 0 0 0 0 10

Aguas del Gran Buenos Aires


0 0 0 0 -26 0 0 0 0 26 0
S.A. (in liq.)
Consorcio Agua Azul S.A. 6,743 0 0 512 0 -315 0 -853 0 0 6,087

Pedemontana Veneta S.p.A. 1,214 0 0 0 0 0 0 0 0 0 1,214

Sistranyac S.A. 150 0 0 0 0 0 0 0 0 0 150

Societ Autostrada Broni -


9,583 0 0 -40 0 0 0 0 -9,543 0 0
Mortara S.p.A.

Tangenziale Esterna S.p.A. 15,500 -39,100 23,600 0 0 0 0 0 0 0 0

Tangenziale Esterna di Milano


2,693 -4,669 1,976 0 0 0 0 0 0 0 0
S.p.A.
Yacylec S.A. 559 0 0 22 0 -109 0 -130 0 0 341

Yuma Concessionaria S.A. 5,528 0 0 1,625 0 0 0 -802 0 0 6,352

TOTAL CONCESSIONS 41,980 -43,769 25,576 2,119 -26 -424 0 -1,785 -9,543 26 14,153

0 0 0 0 0 0 0 0 0 0 0

TOTAL EQUITY
62,638 -32,556 25,646 2,173 -44 -424 0 -1,943 -9,543 49 45,995
INVESTMENTS WITH
Consolidated financial statements at 31 December 2013 202
Annexes to the Consolidated Financial Statements

POSITIVE CARRYING
AMOUNTS

Annex 2 - Changes in equity investments


The equity investments of the Salini Group at 31 December 2013 are shown below:

31 December
Change during the year 2013 31 December 2013
2012
(Values in /000)

Reclassificatio Write-
Other
ns/ backs/ Write-
Balance chang Total Original Cost Balance
acquisitions/ write- backs
es
disposals downs

a) Equity investments in subsidiaries

Risalto S.r.l. RM in liquidation 0 80 0 0 80 80 0 80

Variante di Valico Scarl in liquidation 0 38 0 0 38 38 0 38

Consorzio Mina de Cobre 0 5 0 0 5 5 0 5

Third parties 2 0 0 0 0 2 0 10

Total 2 122 0 0 122 124 0 132

a) Equity investments in associates

Forum S.c.a.r.l. 10 0 0 0 0 10 0 10
Groupment Italgisas (Morocco) IN
LIQUIDATION 0 0 0 0 0 186 0 0

Group. dentreprises Salini Strabag (Guinea) 5 0 0 0 0 5 0 5

Ital.Sa.Gi. Sp.Z.O.O. (Poland) 0 0 0 0 0 325 0 0

Impregilo S.p.A. 297,141 (297,141) 0 0 (297,141) 0 0 0

Risalto srl 30 (30) 0 0 (30) 0 0 0

Joint Venture Salini-Acciona (Ethiopia) 9 0 0 0 0 9 0 9

Con.Sal. S.c.n.c. in liquidation 0 0 0 0 0 5 0 0

S. Ruffillo S.c.a.r.l. 21 0 0 0 0 21 0 21

Variante di Valico S.c.a.r.l. (IN LIQUIDATION) 30 (30) 0 0 (30) 0 0 0

Gaziantep Hastane Saglik 0 1,129 0 0 1,129 1,129 0 1,129

PPA effect on Associates 0 0 0 0 0 0 13,829 13,829

Total 297,247 (296,072) 0 0 (296,072) 1,691 13,829 15,004

c) Other equity investments

Autostrade To- Milano S.p.A. 1,126 (1,126) 0 0 (1,126) 0 0 0

Consorzio Iricav Due 70 0 0 0 0 70 0 90

C.R.R. GG.OO. SPA 0.5% 26 (26) 0 0 (26) 0 0 0

Consolidated financial statements at 31 December 2013 203


Annexes to the Consolidated Financial Statements

I.S.V.E.U.R.-SPA (1%) 34 0 0 0 0 34 0 34

PANTANO S.C.R.L.(10.5%) 4 0 0 0 0 4 0 5

Total 1,261 (1,152) 0 0 (1,152) 109 0 129

TOTAL IMPREGILO GROUP + SALINI


GROUP 61,260

Consolidated financial statements at 31 December 2013 204


Annexes to the Consolidated Financial Statements

Annex 3 Details of Group companies


The companies of the Salini Group and the Impregilo Group at 31 December 2013 are shown
below:

Salini S.p.A. Group Share capital % Indirectly invested


Country % stake % direct
x1,000 indirect companies
(Values in /000)

Parent company

Salini S.p.A. Italy 62,400

Fully consolidated subsidiaries

Todini Costruzioni Generali S.p.A. Italy 56,907 77.7141% 77.7141%

Salini Hydro Ltd Ireland 5 100.00% 100.00%

Co.Ge.Ma. S.p.A. Italy 1,032 100.00% 100.00%

Metro B S.r.l. Italy 20,000 52.52% 52.52%

Metro B1 S.c.a.r.l. Italy 100 80.70% 80.70%

RI.MA.T.I. S.c.a.r.l. Italy 100 83.42% 83.42%

Salini Nigeria Ltd Nigeria Naira 10,000 100.00% 99.00% 1.00% Co.ge.ma. S.p.A.

Joint Venture Salini Impregilo Mukorsi 8 99.90% 99.90%

Salini Bulgaria AD Bulgaria Lev 50 100.00% 100.00%

TB Metro S.r.l. Italy 100 51.00% 51.00%

Hemus Motorway AD Sofia Lev 1,300 51.00% 51.00%

Sa.Co.Lav. S.c.a.r.l. in liquidation Italy 10 100.00% 100.00%

Salini Malaysia SDN. BHN Malaysia Myr 1,100 90.00% 10.00% Co.Ge.Ma. S.p.A.

Salini Polska sp.zoo Poland Pln 393 100.00% 100.00%

CMT I/S Denmark 0 99.99% 99.99%

Rupees
Salini India Private Ltd India 95.00% 5.00% Co.Ge.Ma. S.p.A.
17,500

Salini Kolin CGF Joint Venture Turkey 4 38.00% 38.00%

Sa.Ma. S.c.a.r.l. in liquidation Italy 41 99.00% 99.00%

Salini Australia Pty Ltd Australia Aud 4,350 100.00% 100.00%

Salini Rus OOO Russia 74 99.00% 99.00%

Salini Singapore Pte Ltd Singapore 0 100.00% 100.00%

Salini naat Taahht Sanayi ve Ticaret Anonim irketi Turkey TL 50 100.00% 100.00%

Salini USA Inc USA USD 20 100.00% 100.00%

Salini Namibia Pty Ltd Namibia 100.00% 100.00%

Impregilo S.p.A. Italy 718,364 88.83% 88.83%

Impregilo Salini (Panama) S.A. Panama USD 10 50.00% 50.00%

SALINI - IMPREGILO Joint Venture Sofia 0 50.00% 50.00%

Emprese Constructora Metro 6 Ltd Chile CLP 25,000 51.00% 51.00%

Consolidated financial statements at 31 December 2013


Annexes to the Consolidated Financial Statements

Todini Costruzioni Generali


JV Todini Akkord Salini Rivne 100 25.00% 40.00%
S.p.A.
Todini Costruzioni Generali
JV Todini Takenaka LLCC Baku 0 60.00% 60.00%
S.p.A.

Todini Costruzioni Generali


Corso del Popolo S.p.A. Italy 1,200 55.00% 55.00%
S.p.A.

Todini Costruzioni Generali


Corso del Popolo Engineering S.c.a.r.l. Italy 10 55.00% 55.00%
S.p.A.

Todini Costruzioni Generali


99.00%
Consorzio FAT Italy 46 100.00% S.p.A.
1.00%
Co.Ge.Ma. S.p.A.

Todini Costruzioni Generali


EURL Todini Algeri Algeria 63 100.00% 100.00%
S.p.A.

Todini Costruzioni Generali


GMTI S.c.a.r.l. Algeria 11 100.00% 100.00%
S.p.A.

Todini Costruzioni Generali


JV Todini Aktor Metro Greece 0 55.00% 55.00%
S.p.A.

Todini Costruzioni Generali


Maver S.c.a.r.l. in liquidation Italy 10 100.00% 100.00%
S.p.A.

Todini Costruzioni Generali


Perugia 219 S.c.a.r.l. Italy 10 55.00% 55.00%
S.p.A.

Todini Costruzioni Generali


Piscine S.c.a.r.l. Italy 10 70.00% 70.00%
S.p.A.

Todini Costruzioni Generali


Piscine dello Stadio S.r.l. Italy 870 70.00% 70.00%
S.p.A.

Todini Costruzioni Generali


Todini Central Asia Kazakhstan 1,438 100.00% 100.00%
S.p.A.

Todini Costruzioni Generali


Groupement Todini Enaler Algeria 0 84.00% 84.00%
S.p.A.

Todini Costruzioni Generali


Groupement Todini Hamila Tunisia 0 100.00% 100.00%
S.p.A.

Subsidiaries consolidated according to the equity method

Salini Canada INC Canada CAD 10 100.00% 100.00%

Consorzio Mina de Cobre Italy 10 50.00% 50.00%

Consorzio Libyan Expressway Contractors Italy 10 15.50% 15.50%

Salini S.p.A.
66.66%
Risalto s.r.l. in liquidation Italy 89 100.00% Todini Costruzioni Generali
33.33%
S.p.A.

Salini S.p.A.
66.66%
Variante di Valico Scarl in liquidation Italy 90 100.00% Todini Costruzioni Generali
33.33%
S.p.A.

Todini Costruzioni Generali


Consorzio Costral in liquidation Italy 20 70.00% 70.00%
S.p.A.

Todini Costruzioni Generali


Edilfi S.c.a.r.l. in liquidation Italy 10 100.00% 100.00%
S.p.A.

Todini Costruzioni Generali


Todedil S.c.a.r.l. in liquidation Italy 10 85.00% 85.00%
S.p.A.

Associate companies consolidated according to the equity method

Con.Sal. S.c.n.c. in liquidation Italy 15 30.00% 30.00%

Forum S.c.a.r.l. Italy 51 20.00% 20.00%

Group. dentre. Salini Strabag Guinea 10 50.00% 50.00%

Groupement Italgisas in liquidation Kenitra 620 30.00% 30.00%

Ital.Sa.Gi. Sp.Z.O.O. Poland Zl. 40 33.00% 33.00%

Joint Venture Salini-Necso (Acciona) Addis Ababa 20 50.00% 50.00%

Consolidated financial statements at 31 December 2013


Annexes to the Consolidated Financial Statements

Gaziantep Hastane Salik Hizmetleri letme Yatirim Anonim irketi Turkey TL 10,000 28.00% 28.00%

S. Ruffillo S.c.a.r.l. Italy 60 35.00% 35.00%

Todini Costruzioni Generali


Bata S.r.l. in liquidation Italy 102 27.55% 27.55%
S.p.A.

Todini Costruzioni Generali


C.P.R. 2 Italy 2 34.92% 34.92%
S.p.A.

Todini Costruzioni Generali


C.P.R. 3 Italy 2 35.97% 35.97%
S.p.A.

Todini Costruzioni Generali


Colle Todi S.c.a.r.l. in liquidation Italy 10 66.67% 66.67%
S.p.A.

Todini Costruzioni Generali


Cons. Pizzarotti Todini Keff-Eddir Italy 100 50.00% 50.00%
S.p.A.

Todini Costruzioni Generali


Cons. Aft in liquidation Italy 46 33.33% 33.33%
S.p.A.

Todini Costruzioni Generali


Cons.Astaldi-Federici-Todini Kramis Italy 100 49.95% 49.95%
S.p.A.

Todini Costruzioni Generali


Consorzio Kallidromo Greece 29 20.70% 20.70%
S.p.A.

Todini Costruzioni Generali


CUS (Consorzio Umbria Sanit) in liquidation Italy 10 31.00% 31.00%
S.p.A.

Todini Costruzioni Generali


Galileo S.c.a.r.l. (in liquidation) Italy 10 40.00% 40.00%
S.p.A.

Todini Costruzioni Generali


Irina S.r.l. in liquidation Italy 103 36.00% 36.00%
S.p.A.

Todini Costruzioni Generali


Scat 5 S.c.a.r.l. in liquidation Italy 26 24.99% 24.99%
S.p.A.

Todini Costruzioni Generali


Sedi S.c.a.r.l. Italy 10 34.00% 34.00%
S.p.A.

Todini Costruzioni Generali


Trasimeno S.c.a.r.l. in liquidation Italy 10 30.00% 30.00%
S.p.A.

Todini Costruzioni Generali


Co.Ge.Fin. S.r.l. Italy 10 51.00% 51.00%
S.p.A.

Other Companies

Generalny Wykonawca Salini Polska Impregilo Kobylarnia S.A. Poland 0 33.34% 33.34% Salini Polska Sp.Z.o.o.

IS Joint Venture Australia 0 50.00% 50.00% Salini Australia Pty Ltd

Manifesto S.p.A. Italy 0 quote quote Co.Ge.Ma. S.p.A.

Consorzio IRICAV Due Italy 510 12.00% 12.00%

I.S.V.E.U.R. S.p.A. Italy 2,500 1.00% 1.00%

Pantano Scarl Italy 41 10.50% 10.50%

Todini Costruzioni Generali


A. Construction J.V. Kallidromo Greece 19.54% 19.54%
S.p.A.

Todini Costruzioni Generali


JV Todini Diekat Greece 10.00% 10.00%
S.p.A.

Todini Costruzioni Generali


Nomisma S.p.A. Italy 0.34% 0.34%
S.p.A.

Todini Costruzioni Generali


CAAF Interregionale Italy 0.04% 0.04%
S.p.A.

Consolidated financial statements at 31 December 2013


Annexes to the Consolidated Financial Statements

Impregilo S.p.A. Group Country


Share capital
% stake % direct
%
Indirectly invested companies
(Values in /000) x1,000 indirect

Parent company

Impregilo S.p.A. Italy 718,364

Fully consolidated subsidiaries

Alia S.c.r.l. (in liq.) Italy 10 100.00% 100.00% Imprepar S.p.A.

BATA S.r.l. (in liq.) Italy 102 50.69% 50.69% Imprepar S.p.A.

Bocoge S.p.A. - Costruzioni Generali Italy 1,703 100.00% 100.00% Imprepar S.p.A.

Campione S.c.r.l. (in liq.) Italy 11 99.90% 99.90%

CIS Divisione Prefabbricati Vibrocesa Scac - C.V.S. S.r.l. (in liq.) Italy 10 100.00% 100.00% INCAVE S.r.l.

80.00% Impresa Castelli S.r.l.


Congressi 91 S.c.r.l. (in liq.) Italy 25 100.00%
20.00% Bocoge S.p.A.

Consorzio CCTE (in liq.) Italy 41 100.00% 60.00% 40.00% ILIM S.r.l.

Consorzio Cogefar-Impresit Cariboni per la Frana di Spriana S.c.r.l. (in


Italy 46 100.00% 100.00%
liq.)

33.33% Imprepar S.p.A.


Consorzio Pielle (in liq.) Italy 15 100.00%
66.67% Incave S.r.l.

Consorzio tra le Societ Impregilo/Bordin/Coppetti/Icep - CORAV Italy 51 96.97% 96.97%

Construtora Impregilo y Associados S.A.-CIGLA S.A. Brazil BRL 7,641 100.00% 100.00%

Costruzioni Ferroviarie Torinesi Duemila S.c.r.l. (in liq.) Italy 10 100.00% 100.00% INCAVE S.r.l.

CSC Impresa Costruzioni S.A. Switzerland CHF 2,000 100.00% 100.00%

Effepi - Finanza e Progetti S.r.l. (in liq.) Italy 78 100.00% 100.00% SGF INC S.p.A.

99.67% Imprepar S.p.A.


Engeco France S.a.r.l. France 15 100.00%
0.33% Incave S.r.l.

Eurotechno S.r.l. (in liq.) Italy 26 100.00% 100.00% Imprepar S.p.A.


COP
Grupo ICT II SAS Colombia 100.00% 100.00%
1,000,000
I.L.IM. - Iniziative Lombarde Immobiliari S.r.l. (in liq.) Italy 10 100.00% 100.00%

Imprefeal S.r.l. Italy 20 100.00% 100.00% Imprepar S.p.A.

Impregilo Colombia SAS Colombia COP 850,000 100.00% 100.00%

Impregilo Lidco Libya Co Libya LD 5,000 60.00% 60.00%

Imprepar-Impregilo Partecipazioni S.p.A. Italy 3,100 100.00% 100.00%

Impresa Castelli S.r.l. (in liq.) Italy 10 100.00% 100.00% Imprepar S.p.A.

Impresit del Pacifico S.A. Peru PEN 35 100.00% 100.00% Imprepar S.p.A.

INC - Algerie S.a.r.l. Algeria DZD 151,172 99.97% 99.97% SGF INC S.p.A.

INCAVE S.r.l. (in liq.) Italy 90 100.00% 100.00% Imprepar S.p.A.

Joint Venture Impregilo S.p.A. - S.G.F. INC S.p.A. Greece - 100.00% 100.00% SGF INC S.p.A.

Lavori Lingotto S.c.r.l. (in liq.) Italy 25 100.00% 100.00%

Nuovo Dolonne S.c.r.l. (in liq.) Italy 50 100.00% 100.00%

PGH Ltd Nigeria NGN 52,000 100.00% 100.00%

Rivigo J.V. (Nigeria) Ltd Nigeria NGN 25,000 70.00% 70.00% PGH Ltd

S. Leonardo S.c.r.l. (in liq.) Italy 26 99.99% 99.99% Imprepar S.p.A.

S.A. Healy Company USA USD 11,321 100.00% 100.00%

S.G.F. - I.N.C. S.p.A. Italy 3,860 100.00% 100.00%

San Martino Prefabbricati S.p.A. (in liq.) Italy 10 100.00% 100.00% Impresa Castelli S.r.l.

81.00% Imprepar S.p.A.


Savico S.c.r.l. (in liq.) Italy 10 100.00%
19.00% Sapin S.r.l.

Societ Industriale Prefabbricazione Edilizia del Mediterraneo -


Italy 10 100.00% 100.00%
S.I.P.E.M. S.p.A. (in liq.)
VEB
Suramericana de Obras Publicas C.A.- Suropca C.A. Venezuela 100.00% 99.00% 1.00% CSC S.A.
2,874,118
Sviluppo Applicazioni Industriali - SAPIN S.r.l. (in liq.) Italy 51 100.00% 100.00% Imprepar S.p.A.

Consolidated financial statements at 31 December 2013


Annexes to the Consolidated Financial Statements

Vegas Tunnel Constructors USA 100.00% 40.00% 60.00% Healy S.A.

Fisia Italimpianti S.p.A. Italy 10,000 100.00%


Impregilo Intern. Infrastruc.
Fisia Babcock Environment Gmbh Germany 15,000 100.00% 100.00%
N.V.
Fisia Babcock Engineering CO. Ltd China 140 100.00% 100.00% Fisia Babcock GmbH

Gestione Napoli S.r.l. (in liq.) Italy 10 99.00% 24.00% 75.00% Fisia Italimpianti S.p.A.

Steinmuller International GmbH Germany 25 100.00% 100.00% Fisia Babcock GmbH


Impregilo Intern. Infrastruc.
99.99%
Fibe S.p.A. Italy 3,500 100.00% N.V.
0.01
Fisia Italimpianti S.p.A.
Impregilo International Infrastructures N.V. Netherlands 50,000 100.00% 100.00%
Impregilo Intern. Infrastruc.
98.00%
IGLYS S.A. Argentina ARS 17,000 100.00% N.V.
2.00%
INCAVE S.r.l.
Impregilo Intern. Infrastruc.
Impregilo New Cross Ltd UK GBP 0.002 100.00% 100.00%
N.V.
Impregilo Intern. Infrastruc.
Impregilo Parking Glasgow Ltd UK GBP 0.001 100.00% 100.00%
N.V.
Impregilo Intern. Infrastruc.
Mercovia S.A. Argentina ARS 10,000 6000.00% 60.00%
N.V.
Societ Autostrada Broni - Mortara S.p.A. Italy 25,000 61.08% 61.08%

Companies consolidated according to the equity method

Aegek-Impregilo-Aslom J.V. Greece 45.80% 45.80%

Anagnina 2000 S.c.r.l. (in liq.) Italy 10 50.00% 50.00%

ANBAFER S.c.r.l. (in liq.) Italy 26 50.00% 50.00% Imprepar S.p.A.

Ancipa S.c.r.l. (in liq.) Italy 10 50.00% - 50.00% Imprepar S.p.A.

Arbeitsgemeinschaft Tunnel Umfahrung Saas (ATUS) Switzerland 32.00% 32.00% CSC S.A.

Arge Haupttunnel Eyholz Switzerland 36.00% 36.00% CSC S.A.

Arge Sisto N8 Switzerland 50.00% 50.00% CSC S.A.

Arriyad New Mobility Consortium Saudi Arabia 33.48% 33.48%

B.O.B.A.C. S.c.a.r.l. (in liq.) Italy 10 50.00% 50.00% SGF INC S.p.A.

Cagliari 89 S.c.r.l. (in liq.) Italy 10 49.00% 49.00% Sapin S.r.l.

CE.S.I.F. S.c.p.a. (in liq.) Italy 250 24.18% 24.18%

CGR Consorzio Galliera Roveredo Switzerland 37.50% 37.50% CSC S.A.

Churchill Construction Consortium UK 30.00% 30.00% Impregilo New Cross Ltd

Churchill Hospital J.V. UK 50.00% 50.00% Impregilo New Cross Ltd

Civil Works Joint Ventures Saudi Arabia 14.50% 14.50%

CMC - Consorzio Monte Ceneri lotto 851 Switzerland 40.00% 40.00% CSC S.A.

CMC - Mavundla - Impregilo J.V. South Africa 39.20% 39.20%

Cogefar/C.I.S.A./Icla/Fondedile - Sorrentina S.c.r.l. (in liq.) Italy 46 25.00% 25.00% Imprepar S.p.A.

Consorcio Cigla-Sade Brazil 50.00% 50.00% CIGLA S.A.

Consorcio Contuy Medio Venezuela 29.04% 29.04%

Consorcio Federici/Impresit/Ice Cochabamba Bolivia USD 100 25.00% 25.00% Imprepar S.p.A.

Consorcio Grupo Contuy-Proyectos y Obras de Ferrocarriles Venezuela 33.33% 33.33%

Consorcio Imigrantes Brazil 50.00% 50.00% CIGLA S.A.

Consorcio OIV-TOCOMA Venezuela 20.00% 20.00%

Consorcio Serra do Mar Brazil 50.00% 25.00% 25.00% CIGLA S.A.

Consorcio V.I.T. - Tocoma Venezuela 35.00% 35.00%

Consorcio V.I.T. Caroni - Tocoma Venezuela 35.00% 35.00%

Consorcio V.S.T. Venezuela 35.00% 35.00% Suropca C.A.

Consorcio V.S.T. Tocoma Venezuela 30.00% 30.00%

Consorzio Biaschina Switzerland 33.34% 33.34% CSC S.A.

Consorzio CEMS Switzerland 33.34% 33.34% CSC S.A.

Consorzio CGMR Switzerland 40.00% 40.00% CSC S.A.

Consorzio Cogefar/Italstrade/Recchi/CMC - CIRC (in liq.) Italy 51 25.00% 25.00% Imprepar S.p.A.

Consolidated financial statements at 31 December 2013


Annexes to the Consolidated Financial Statements

Consorzio Consavia S.c.n.c. (in liq.) Italy 21 50.00% 50.00% Imprepar S.p.A.

Consorzio Costruttori TEEM Italy 10 1.00% 1.00%

Consorzio CPS Pedemontana Veneta Costruttori Progettisti e Servizi Italy 100 35.00% 35.00%

Consorzio del Sinni Italy 52 43.16% 43.16% Imprepar S.p.A.

Consorzio Felce Switzerland 25.00% 25.00% CSC S.A.

Consorzio Felce lotto 101 Switzerland 25.00% 25.00% CSC S.A.

Consorzio Ferrofir (in liq.) Italy 31 33.33% 33.33% Imprepar S.p.A.

Consorzio Imprese Lavori FF.SS. di Saline - FEIC Italy 15 33.33% 33.33% Imprepar S.p.A.

Consorzio Iniziative Ferroviarie - INFER Italy 41 35.00% 35.00% Imprepar S.p.A.


Consorzio Lavori Interventi Straordinari Palermo - Colispa S.c.r.l. (in
Italy 21 29.76% - 29.76% Imprepar S.p.A.
liq.)
Consorzio Libyan Expressway Contractor Italy 10 42.50% 42.50%

Consorzio Mina de Cobre Italy 10 50.00% 50.00%

Consorzio MITECO Italy 10 44.16% 44.16%

Consorzio MM4 Italy 200 31.05% 31.05%

Consorzio MPC Switzerland 33.00% 33.00% CSC S.A.

Consorzio Pedelombarda 2 Italy 10 40.00% 40.00%

Consorzio Piottino Switzerland 25.00% 25.00% CSC S.A.

Consorzio Portale Vezia (CVP Lotto 854) Switzerland 60.00% 60.00% CSC S.A.

Consorzio Sarda Costruzioni Generali - SACOGEN Italy Lit 20,000 25.00% - 25.00% Sapin S.r.l.

Consorzio Sardo dImprese (in liq.) Italy 103 34.38% - 34.38% Sapin S.r.l..

Consorzio SI.VI.CI.CA. Switzerland 25.00% 25.00% CSC S.A.

Consorzio SIVICICA 3 Switzerland 25.00% 25.00% CSC S.A.

Consorzio SIVICICA 4 Switzerland 25.00% 25.00% CSC S.A.

Consorzio Stazione Mendrisio Switzerland 25.00% 25.00% CSC S.A.

Consorzio TAT-Tunnel Alp Transit Ticino, Arge Switzerland 25.00% 17.50% 7.50% CSC S.A.

Consorzio Trevi - S.G.F. INC per Napoli Italy 10 45.00% 45.00% SGF INC S.p.A.

Constuctora Embalse Casa de Piedra S.A. (in liq.) Argentina ARS 1 72.93% 72.93% Imprepar S.p.A.

Corso Malta S.c.r.l. (in liq.) Italy 41 42.50% 4250.00% Imprepar S.p.A.

CSLN Consorzio Switzerland 28.00% 28.00% CSC S.A.

Depurazione Palermo S.c.r.l. (in liq.) Italy 10 50.00% 50.00% Imprepar S.p.A.

Diga Ancipa S.c.r.l. (in liq.) Italy 10 50.00% 50.00% Imprepar S.p.A.

E.R. Impregilo/Dumez y Asociados para Yaciret - ERIDAY Argentina USD 539 20.75% 18.75% 2.00% IGLYS S.A.

Edil.Gi. S.c.r.l. (in liq.) Italy Lit 20,000 50.00% 50.00% Imprepar S.p.A.

Empresa Constructora Lo Saldes L..t.d.a. Chile CLP 10,000 35.00% 35.00%

Empresa Constructora Metro 6 L..t.d.a. Chile CLP 25,000 49.10% 49.00% 0.10% CIGLA S.A.

Executive J.V. Impregilo S.p.A. Terna S.A. - Alte S.A. (in liq.) Greece 33.33% 33.33%

FE.LO.VI. S.c.n.c. (in liq.) Italy 26 32.50% 32.50% Imprepar S.p.A.

Generalny Wykonawca Salini Polska - Impregilo - Kobylarnia S.A. Poland 33.34% 33.34%

Grandi Uffizi S.c.r.l. (in liq.) Italy 10 31.46% 31.46% Imprepar S.p.A.

Groupement Hydrocastoro Algeria DZD 2,000 49.98% 49.98% INC Algerie Sarl

Grupo Empresas Italianas - GEI Venezuela VEB 10,000 33.33% 33.33%

Healy-Yonkers-Atlas-Gest J.V. USA 45.00% 45.00% Healy S.A.

Impregilo - Rizzani de Eccher J.V. Switzerland 67.00% 67.00%

Impregilo Arabia Ltd Saudi Arabia SAD 40,000 50.00% 50.00%

99.00% Imprepar S.p.A.


Impregilo Cogefar New Esna Barrage J.V. (in liq.) Egypt PAR 52 100.00%
1.00% Incave S.r.l.

Impregilo S.p.A. - S.A. Healy Company UTE Argentina 10 100.00% 98 200.00% Healy S.A.

Impregilo Salini (Panama) S.A. Panama USD 10 50.00% 50.00%

Imprese Riunite Genova Irg S.c.r.l. (in liq.) Italy 26 26.30% 26.30% Imprepar S.p.A.

Imprese Riunite Genova Seconda S.c.r.l. (in liq.) Italy 25 26.30% 26.30% Imprepar S.p.A.

Consolidated financial statements at 31 December 2013


Annexes to the Consolidated Financial Statements

IS Joint Ventures Australia 50.00% 50.00%

Isibari S.c.r.l. Italy 15 55.00% 55.00% Bocoge S.p.A.

Italsagi SP. ZO.O Poland PLN 10 33.00% 33.00% Imprepar S.p.A.

Joint Venture Aegek-Impregilo-Ansaldo-Seli-Ansaldobreda Greece 26.71% 26.71%

Joint Venture Aktor Ate - Impregilo S.p.A. (Constantinos) Greece 40.00% 40.00%

Joint Venture Impregilo S.p.A. - Empedos S.A. - Aktor A.T.E. Greece 66.00% 66.00% -

Joint Venture Terna - Impregilo Greece 45.00% 45.00% -

Lambro S.c.r.l. Italy 200 1.00% 1.00%

Line 3 Metro Stations Greece 50.00% 50.00%

Lodigiani-Pgel J.V. (in liq.) Pakistan 100.00% 100.00% Imprepar S.p.A.

Matsoku Civil Contractor (MMC) J.V. Lesotho 30.00% 30.00% Imprepar S.p.A.

Metrogenova S.c.r.l. Italy 26 35.63% 35.63%

Mohale Dam Contractors (MDC) J.V. Lesotho 50.00% 50.00%

Mohale Tunnel Contractors (MTC) J.V. Lesotho 35.00% 35.00% -

Monte Vesuvio S.c.r.l. (in liq.) Italy 46 50.00% 50.00% Imprepar S.p.A.

Olbia 90 S.c.r.l. (in liq.) Italy 10 24.50% 24.50% Sapin S.r.l.

Pietrarossa S.c.r.l. (in liq.) Italy 10 50.00% - 50.00% Imprepar S.p.A.

Quattro Venti S.c.r.l. (in liq.) Italy 51 40.00% 40.00%

RCCF Nodo di Torino S.c.p.a. (in liq.) Italy 102 26.00% 26.00% INCAVE S.r.l.

S. Anna Palermo S.c.r.l. (in liq.) Italy 41 71.60% 71.60%

Saces S.r.l. (in liq.) Italy 26 37.00% 37.00% Imprepar S.p.A.

San Benedetto S.c.r.l. (in liq.) Italy 26 57.00% 57.00% Imprepar S.p.A.

San Giorgio Caltagirone S.c.r.l. (in liq.) Italy 26 33.00% 33.00% Imprepar S.p.A.

Sclafani S.c.r.l. (in liq.) Italy 10 41.00% 41.00% Imprepar S.p.A.

Sep Eole France FF 10 50.00% 50.00% Imprepar S.p.A.

SI.VI.CI.CA. 2 Switzerland 25.00% 25.00% CSC S.A.

Sirjo S.c.p.A. Italy 30,000 40.00% 40.00%

Societ di Progetto Consortile per Azioni M4 Italy 360 29.00% 29.00%

Soingit S.c.r.l. (in liq.) Italy Lit 80,000 29.49% 29.49% Imprepar S.p.A.

Techint S.A.C.I.- Hochtief A.G.- Impregilo S.p.A.-Iglys S.A. UTE Argentina 35.00% 26.25% 8.75% IGLYS S.A.

Thessaloniki Metro CW J.V. Greece 42.50% 42.50%

Todini-Impregilo Almaty Khorgos J.V. Kazakhstan 49.995% 49.995%

Unicatanzaro S.c.r.l. (in liq.) Italy 15 56.00% 56.00% Bocoge S.p.A.

VE.CO. S.c.r.l. Italy 10 25.00% 25.00%

Wohnanlage Hohenstaufenstrasse Wiesbaden Germany 62.70% 62.70% Imprepar S.p.A.

Yellow River Contractors J.V. China 36.50% 36.50%

Consorzio Agrital Ricerche (in liq.) Italy 138 20.00% 20.00% Fisia Italimpianti S.p.A.

Nautilus S.c.p.a. (in liq.) Italy 480 34.41% 34.41% Fisia Italimpianti S.p.A.

Villagest S.c.r.l. (in liq.) Italy 14 50.00% - 50.00% Fisia Italimpianti S.p.A.
Impregilo Intern. Infrastruc.
23.72%
Aguas del Gran Buenos Aires S.A. (in liq.) Argentina ARS 45,000 42.58% 16.50% N.V.
2.63
IGLYS. S.A.
Aguas del Oeste S.A. Argentina ARS 170 33.33% 33.33% IGLYS S.A.

Coincar S.A. Argentina ARS 40,465 35.00% 26.25% 8.75% IGLYS S.A.
Impregilo Intern. Infrastruc.
Consorcio Agua Azul S.A. Peru PEN 69,001 25.50% 25.50%
N.V.
Impregilo Intern. Infrastruc.
Enecor S.A. Argentina ARS 8,000 30.00% 30.00%
N.V.
Impregilo Intern. Infrastruc.
Impregilo Wolverhampton Ltd UK GBP 1 20.00% 20.00%
N.V.
Impregilo Intern. Infrastruc.
Ochre Solutions Holdings Ltd UK GBP 20 40.00% 40.00%
N.V.
Passante Dorico S.p.A. Italy 24,000 47.00% 47.00%

Pedemontana Veneta S.p.A. (in liq.) Italy 6,000 20.23% 20.23%

Puentes del Litoral S.A. Argentina ARS 43,650 26.00% 22.00% 4.00% IGLYS S.A.

Consolidated financial statements at 31 December 2013


Annexes to the Consolidated Financial Statements
Impregilo Intern. Infrastruc.
Sistranyac S.A. Argentina ARS 3,000 20.10% 20.10%
N.V.
Impregilo Intern. Infrastruc.
Yacylec S.A. Argentina ARS 20,000 18.67% 18.67%
N.V.
COP
Yuma Concessionaria S.A. Colombia 40.00% 40.00%
26,000,100

Other Companies

Aquilgest S.c.r.l. (in liq.) Italy 10 51.00% 51.00% Imprepar S.p.A.

Aquilpark S.c.r.l. (in liq.) Italy 10 51.00% 51.00% Imprepar S.p.A.

Barnard Impregilo Healy J.V. Montana 45.00% 25.00% 20.00% Healy S.A.

CO. MAR. S.c.r.l. (in liq.) Italy 10 84.99% 84.99% Imprepar S.p.A.

Consorcio Acueducto Oriental Dom. Republic 67.00% 67.00%


Consorcio Contuy Medio Grupo A C.I. S.p.A. Ghella Sogene C.A.,
Venezuela 36.40% 36.40%
Otaola C.A.
Consorcio Impregilo - OHL Colombia 70.00% 70.00% Impregilo Colombia SAS

Consorcio Impregilo Yarull Dom. Republic 70.00% 70.00%

Consorzio Alta Velocit Torino/Milano - C.A.V.TO.MI. Italy 5,000 74.69% 74.69%

Consorzio C.A.V.E.T. - Consorzio Alta Velocit Emilia/Toscana Italy 5,423 75.98% 75.98%

Consorzio Camaiore Impianti (in liq.) Italy 26 55.00% 55.00%

Consorzio Caserma Donati Italy 300 84.20% 84.20%

Consorzio Cociv Italy 516 64.00% 64.00%

Consorzio Scilla (in liq.) Italy 1 51.00% 51.00%

Consorzio Torre Italy 5,000 94.60% 94.60%


Consorzio/Vianini lavori/Impresit/Dal Canton/Icis/Siderbeton - VIDIS
Italy 26 60.00% 60.00% Imprepar S.p.A.
(in liq.)
Constructora Ariguani SAS Colombia COP 100,000 51.00% 51.00%

Constructora Mazar Impregilo-Herdoiza Crespo Ecuador 70.00% 70.00%

Empresa Constructora Angostura Ltda Chile CLP 50,000 65.00% 65.00%

Eurolink S.c.p.a. Italy 150,000 45.00% 45.00%

Ghazi-Barotha Contractors J.V. Switzerland 57.80% 57.80%

Grupo Unidos Por El Canal S.A. Panama USD 1,000 48.00% 48.00%

Impregilo-Healy-Parsons J.V. USA 65.00% 45.00% 20.00% Healy S.A.

Impregilo-SK E&C-Galfar al Misnad J.V. Qatar 41.25% 41.25%

Impregilo-Terna SNFCC J.V. Athens 100 51.00% 51.00%

Interstate Healy Equipment J.V. USA 45.00% 45.00% Healy S.A.

La Quado S.c.a.r.l. Italy 10 35.00% 35.00%

Librino S.c.r.l. (in liq.) Italy 46 66.00% 66.00% Imprepar S.p.A.

Melito S.c.r.l. (in liq.) Italy 77 66.67% 66.67% Imprepar S.p.A.

Metro Blu S.c.r.l. Italy 10 50.00% 50.00%

Montenero S.c.r.l. (in liq.) Italy 10 61.11% 61.11% Imprepar S.p.A.

Nathpa Jhakri J.V. India USD 1,000 60.00% 60.00%

OS.A.V.E. S.c.r.l. (in liq.) Italy 10 66.15% 66.15% Imprepar S.p.A.

Passante di Mestre S.c.p.A. Italy 10,000 42.00% 42.00%

Pedelombarda S.c.p.a. Italy 80,000 47.00% 47.00%

Reggio Calabria - Scilla S.c.p.a. Italy 35,000 51.00% 51.00%

S. Leonardo Due S.c.r.l. (in liq.) Italy 41 60.00% 60.00% Imprepar S.p.A.

Salerno-Reggio Calabria S.c.p.a. Italy 50,000 51.00% 51.00%

SFI Leasing Company USA 30.00% 30.00%

Shimmick CO. INC. - FCC CO S.A. - Impregilo S.p.A -J.V. USA 30.00% 30.00%

Trincerone Ferroviario S.c.r.l. (in liq.) Italy 46 60.00% 60.00% Imprepar S.p.A.

Vittoria S.c.r.l. (in liq.) Italy 20 58.00% 58.00% Imprepar S.p.A.

Consolidated financial statements at 31 December 2013


Salini S.p.A.

SALINI S.P.A. FINANCIAL


STATEMENTS
AT 31 D ECEMBER 2013

Financial statements at 31 December 2013 213


Salini S.p.A.
INCOME STATEMENT

(Values in ) December 2013 December 2012

REVENUES 757,428,790 686,054,468


OTHER REVENUES AND EARNINGS 11,574,192 59,714,789
TOTAL REVENUES 769,002,982 745,769,257

COST OF SALES (188,180,407) (94,031,798)


SERVICE COSTS (420,029,959) (484,152,435)
PERSONNEL COSTS (97,913,714) (82,157,245)
AMORTISATION, DEPRECIATION AND WRITE-DOWNS (66,758,339) (49,171,774)
OTHER OPERATING COSTS (7,848,345) (8,020,783)
TOTAL COSTS (780,730,764) (717,534,035)
Costs capitalised for internal work 0 0
OPERATING PROFIT (LOSS) (11,727,782) 28,235,222

TOTAL FINANCIAL INCOME 671,067,739 59,655,253


TOTAL INTEREST AND OTHER FIN. EXPENSES (174,237,167) (38,094,286)
Income/(expenses) from equity-accounted investments (69,466,223) 1,328,721
PROFIT (LOSS) BEFORE TAX 415,636,567 51,124,910

INCOME TAX FOR THE YEAR 3,487,945 (16,790,791)


PROFIT (LOSS) FROM CONTINUING OPERATIONS 419,124,512 34,334,119

PROFIT (LOSS) FROM DISCONTINUED OPERATIONS 0 0

PROFIT (LOSS) FOR THE YEAR 419,124,512 34,334,119

Financial statements at 31 December 2013 214


Salini S.p.A.
STATEMENT OF COMPREHENSIVE INCOME

Values in /000 31-Dec-2013 31-Dec-2012

Net profit 419,125 34,334


Items that may be reclassified to the income statement in subsequent
periods:
Cumulative translation adjustment 1,061 13
Valuation of equity investments 0 0
Cash flow hedge (7) 0
Total items that may be reclassified to the income statement in
1,054 13
subsequent periods before tax
Taxes 2 0
Total items that may be reclassified to the income statement in
1,056 13
subsequent periods after tax

Items that cannot be reclassified to the income statement in subsequent


periods:
Actuarial gains/(losses) on employee benefits (57) (195)
Total items that cannot be reclassified to the income statement in
(57) (195)
subsequent periods before tax
Taxes 16 54
Total items that cannot be reclassified to the income statement in
(41) (141)
subsequent periods after tax

Total statement of comprehensive income profit/(loss) before tax 997 (182)


Taxes 18 54
Total statement of comprehensive income profit/(loss) after tax 1,015 (128)

Total profit/(loss) after tax 420,139 34,206

Financial statements at 31 December 2013 215


Salini S.p.A.
STATEMENT OF FINANCIAL POSITION

Values in December 2013 December 2012

ASSETS

Property, plant and equipment 224,635,602 208,487,727

Investment property 0 0

Intangible assets 161,469 254,677

Investments in associates, subsidiaries and joint ventures 1,295,800,274 355,853,361

Other equity investments 108,869 1,260,823

Non-current financial assets 4,350,331 4,358,301

Other non-current assets 4,426,957 4,402,276

Deferred tax assets 9,026,706 3,901,627

Total non-current assets 1,538,510,208 578,518,792

Inventories 132,132,993 111,446,057

Amounts due from clients 251,391,065 227,617,138

Trade receivables 306,527,436 193,945,408

Current financial assets 447,929,425 241,847,711

Tax receivables 33,297,736 12,628,072

Other current assets 71,510,407 80,875,045

Cash and cash equivalents 49,903,713 71,632,373

Total current assets 1,292,692,775 939,991,804

Non-current assets held for sale 0 0

TOTAL ASSETS 2,831,202,983 1,518,510,596

Financial statements at 31 December 2013 216


Salini S.p.A.
Values in December 2013 December 2012

SHAREHOLDERS EQUITY

Total Share capital 62,400,000 62,400,000

(Treasury shares) 0 0

Legal reserve 2,252,215 0

Retained earnings (losses) 20,526,840 0

Other reserves 160,922,896 158,703,464

Other components of comprehensive income 6,779,109 5,765,079

Total capital and reserves 252,881,060 226,868,543

Profit (loss) for the year 419,124,512 34,334,116

Total shareholders equity 672,005,572 261,202,659

LIABILITIES

Non-current financial liabilities 1,005,374,174 272,034,266

Provisions for risks and charges 41,511,703 8,852,258

Other non-current liabilities 6,249,444 6,853,094

Employee benefits 1,856,134 1,860,689

Deferred tax liabilities 270,175 5,837,951

Amounts due to clients after 12 months 400,432,757 416,500,290

Total non-current liabilities 1,455,694,387 711,938,548

Amounts due to clients within 12 months 157,165,464 132,736,154

Trade payables 280,711,771 264,423,090

Current financial liabilities 222,835,266 101,884,537

Tax payables 16,102,266 10,833,069

Other current liabilities 26,688,253 35,492,539

Total current liabilities 703,503,020 545,369,389

Non-current liabilities held for sale 0 0

Total liabilities 2,159,197,407 1,257,307,937

Total shareholders equity and liabilities 2,831,202,979 1,518,510,596

Financial statements at 31 December 2013 217


Salini S.p.A.
STATEMENT OF CHANGES IN EQUITY
Provisions
Cash for Retaine
Profit/(
Legal IFRS Transla flow actuarial d
Share Other loss) Total
(Values in /000) reserv conversio tion hedge gains/losse earning
capital reserves for the equity
e n reserve reserve reserv s on s
year
e employee (losses)
benefits

Balance at 1 January 2012


62,400 0 17,220 141,484 5,959 0 (204) 0 0 226,859
TRANSFERRED

Translation differences on foreign assets 0 0 0 0 205 0 0 0 0 205


Cash flow hedge 0 0 0 0 0 0 0 0 0
Actuarial gains/(losses) on employee benefits 0 0 0 0 0 0 (195) 0 0 (195)
Total gains/(losses) recognised in equity 0 0 0 0 205 0 (195) 0 0 (10)

Profit 0 0 0 0 0 0 0 0 34,334 34,334


Dividends 0 0 0 0 0 0 0 0 0
Allocation of Profit 0 0 0 0 0 0
Difference IAS - ITA result 0 0 0 0 0 0 0 0
Other changes 0 0 0 0 0 0 0 0 0

Balance at 31 December 2012 62,400 0 17,220 141,484 6,164 0 (399) 0 34,334 261,203

Provision
Cash s for Retain
Transl
Legal IFRS flow actuarial ed
Share Other ation Profit/(loss) Total
(Values in /000) reserv conversio hedge gains/loss earnin
capital reserves reserv for the year equity
e n reserve reserv es on gs
e
e employee (losses)
benefits

Balance at 1 January 2013 62,400 0 17,220 141,484 6,164 0 (399) 0 34,334 261,203

Translation differences on foreign assets 0 0 0 0 1,061 0 0 0 0 1,061


Cash flow hedge 0 0 0 0 0 (5) 0 0 0 (5)
Actuarial gains/(losses) on employee
0 0 0 0 0 0 (42) 0 0 (42)
benefits
Total gains/(losses) recognised in equity 0 0 0 0 1,061 (5) (42) 0 0 1,014

Profit 0 0 0 0 0 0 0 0 419,125 419,125


Dividends 0 0 0 0 0 0 0 0 (12,979) (12,979)
Allocation of Profit 0 2,252 0 19,614 0 0 0 10,199 (21,355) 10,710
Difference IAS - ITA result 0 0 0 0 0 0 0 (8,292) (8,292)
Release of Reserve ex art. 2426.4 Civil
0 0 0 (18,620) 18,620 0
Code
Other changes 0 0 1,225 0 0 0 0 0 0 1,225
Balance at 31 December 2013 62,400 2,252 18,445 142,478 7,225 (5) (441) 20,527 419,125 672,006

Financial statements at 31 December 2013 218


Salini S.p.A.
STATEMENT OF CASH FLOWS

December December
(Values in /000) 2013 2012
Net profit for the period 419,125 34,334
Depreciation and amortisation 60,323 47,998
Impairment losses on receivables 0 1,174
Provision for risks and charges 33,753 5,233
Effects of valuation of investee companies 35,653 0
Change in deferred taxes (10,693) 3,986
Change in inventories (20,687) (21,235)
Change in amounts due from/to clients (15,413) (140,097)
Change in trade receivables (112,582) (118,134)
Change in trade payables 16,289 137,183
Change in employee benefits (5) 86
Change in tax receivables (20,670) (11,332)
Change in tax payables 5,269 (3,680)
Other current and non-current assets/liabilities (533) 32,334
Non-current assets held for sale 0 0
Net cash flow from operating activity 389,829 (32,150)

Net investment in tangible assets (76,235) (108,776)


Net investment in intangible assets (143) (133)
Equity investments (975,600) (186,235)
Loans to associate companies and other Group companies 8 (729)
Disposal of fixed assets 1,152 0
Impairment loss on tangible fixed assets 0 0
Receivables arising from concessions 0 0
Other changes (627) (5,107)
Net cash flow generated/(absorbed) by investing activity (1,051,445) (300,980)
Net dividends paid (12,979) 0

Change in financial payables (leasing + factoring) 1,183 1,183


Change in payables to banks 659,089 171,378
Other changes 4,658 (1,532)
Net cash flow generated/(absorbed) by financing activity 651,951 171,029
TOTAL CASH FLOW (9,666) (162,101)

Net cash and cash equivalents at the beginning of the year 41,977 204,078

Net cash and cash equivalents at the end of the year 32,311 41,978
*Net of the consolidation change

Financial statements at 31 December 2013 219


Salini S.p.A.

NOTES TO THE FINANCIAL


STATEMENTS

Financial statements at 31 December 2013 220


Salini S.p.A.
NOTES TO THE FINANCIAL STATEMENTS

1. Introduction
As part of the project commenced in 2008 for the transition to the IAS/IFRS for the
presentation of the separate and consolidated financial statements of the most significant
Group companies, the Company, in order to bring itself into line with the prevailing standards
being used by companies in the construction industry and ensure access to international tender
contracts, exercised the right established in Articles 2 and 3 of Legislative Decree 38 of 28
February 2005. Accordingly, the separate financial statements and the consolidated financial
statements at 31 December 2013 have been prepared in accordance with the above-mentioned
international financial reporting standards.
The last company financial statements of Salini S.p.A. prepared in accordance with the Italian
accounting standards related to the year ended 31 December 2012.
The comparative figures for the year 2012 have been restated applying the IFRS.
The date of transition to the IFRS is 1 January 2012.
In section 39 a document is provided summarising the effects of the transition to IAS/IFRS.
This document shows, in particular, the effects on the Statement of Financial Position at 1
January 2012 and 31 December 2012, as well as the effects on the Income Statement for the
year 2012. A statement is also provided showing the reconciliation between the shareholders
equity and the related profit prepared, at the dates indicated above, in accordance with the
Italian accounting standards and the corresponding amounts according to the international
financial reporting standards.

2. Compliance with the IAS/IFRS


These financial statements for the period ended 31 December 2013 have been prepared in
accordance with the International Financial Reporting Standards published by the
International Accounting Standards Board (IASB) and adopted by the European Union at
the reporting date of these financial statements and in accordance with the regulations issued
in implementation of Article 9 of Legislative Decree 38/2005. IFRS means all revised
international accounting standards (IAS) and all interpretations of the International
Financial Reporting Interpretations Committee (IFRIC), including those previously issued
by the Standing Interpretations Committee (SIC).

3. Newly issued and approved accounting standards and interpretations

Standards and interpretations with effect from 1 January 2013

IAS 1 Presentation of Financial Statements Presentation of items in other components of


comprehensive income in the financial statements
The amendment to IAS 1 introduces the grouping of items presented in other components of
comprehensive income. The items, which in the future could be reclassified (or recycled) in
the income statement (e.g., net profit on hedging net investments, translation differences on
foreign financial statements, net profit on cash flow hedges and the net profit/loss from
available-for-sale financial assets) must now be presented separately from items that will
never be reclassified (e.g., actuarial gains/losses on defined benefit plans and the revaluation
of land and buildings). The amendment only concerned the method of presentation and had no
impact on the Companys financial position or results.

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IAS 1 Presentation of Financial Statements Clarification of requirements for
comparative information
This amendment to IAS 1 clarifies that when an entity presents comparative information in
addition to the minimum comparative statements required by IFRS, the entity must present
the related comparative information in the notes to financial statements in accordance with
IFRS. The presentation of this voluntary comparative information does not involve a
complete disclosure of financial statements including all tables.

IAS 32 Tax effect of distributions to equity holders


The amendment to IAS 32 Financial Instruments: Presentation in Financial Statements,
clarifies that taxes tied to distributions to equity holders must be recorded in accordance with
IAS 12 Income Taxes. The amendment removes requirements from IAS 32 concerning taxes,
and asks the entity to apply IAS 12 to any tax tied to distributions to equity holders. The
amendment had no impact on the Companys separate financial statements since there was no
tax impact tied to monetary and non-monetary distributions.

IAS 19 (2011) Employee Benefits (IAS 19R)

IAS 19R includes numerous changes in the recording of defined benefit plans, including:
actuarial gains and losses that are now recorded among other components of comprehensive
income and permanently excluded from the income statement; the returns expected from plan
assets that are no longer recorded in the income statement, while it is necessary to record in
the income statement the interest on the plans net liability (asset) balance, and such interest
must be calculated using the same interest rate used to discount the obligation; and costs
related to past work performed that are now recognised in the income statement on the first to
occur between i) a change or reduction of the plan, or ii) the recognition of related
restructuring or employment termination costs. Other changes include new information, such
as information on qualitative sensitivity.

IFRS 1 First-Time Adoption of International Financial Reporting Standards


The amendments made to IFRS 1 mainly concern the information that the Company has to
provide if it stops applying the IAS/IFRS or if starts applying them again; these circumstances
do not apply to the Company, as these are the first financial statements prepared in
accordance with the IAS/IFRS.

IAS 12 Deferred taxes: recovery of underlying assets


This amendment provides clarification regarding the measurement of deferred taxes on
investment property measured at fair value. This amendment introduces the refutable
assumption that the carrying amount of an investment property, measured using the fair value
model specified by IAS 40, will be recovered through its sale, and that, as a result, the related
deferred tax should be measured on a sale basis. This assumption is refuted if the investment
property can be depreciated and is held with the intent of using over time substantially all the
benefits deriving from the investment property instead of realising these benefits from its sale.
The amendment had no impact on the financial position, results or disclosure.

Financial statements at 31 December 2013 222


Salini S.p.A.

IFRS 7 Supplemental Information Offsetting of Financial Assets and Liabilities


Amendments to IFRS 7
These amendments require the entity to provide information on offsetting rights and related
agreements (e.g. guarantees). The information will provide useful information to the reader of
financial statements to assess the effect of offsetting agreements on the entitys financial
position. The new information is required for all financial instruments recorded that are being
offset according to IAS 32. The information is also required for financial instruments covered
by framework offsetting agreements (or similar agreements), regardless of whether such
instruments are offset according to IAS 32. Since the Group does not offset financial
instruments in accordance with IAS 32 and has not signed significant offsetting agreements,
these amendments have no impact on its financial position or results.

IFRS 13 Fair Value Measurement

IFRS 13 introduces an unambiguous guide line for all fair value measurements under IFRS.
IFRS 13 does not modify the cases when it is required to use fair value, but it provides a guide
on how to measure fair value under IFRS when the application of fair value is required or
permitted by international accounting standards. The application of IFRS 13 had no material
impact on the Companys fair value measurements.
IFRS 13 also requests specific information on fair value, a part of which replaces disclosure
requirements currently specified by other standards, including IFRS 7 Financial Instruments:
Supplemental Information.

IFRIC 20 Stripping costs in the production phase of a surface mine

This interpretation applies to stripping costs in mining activities during the production phase
of a surface mine. The interpretation addresses accounting of the benefits arising from the
stripping activity. The new interpretation has had no effect on the Group.

The adoption of the amendments listed above has had no impact on the Companys financial
position or results.

Standards and interpretations approved and not adopted in advance by the Company

Regulation (EU) No 1254/2012 of the Commission of 11 December 2012, published in


Official Journal L 360 of 29 December 2012 concerning the adoption of international
accounting standards IFRS 10 Consolidated financial statements, IFRS 11 Joint
arrangements, IFRS 12 Disclosure of interests in other entities, amendments to IAS 27
Separate financial statements and IAS 28 Investments in associates and joint
ventures.

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Salini S.p.A.

IFRS 10 aims to provide a single guiding standard to follow for the preparation of
consolidated financial statements, stipulating control as the basis for the consolidation of all
types of entities. In effect, IFRS 10 replaces IAS 27 Consolidated and separate financial
statements and SIC Interpretation 12 Special purpose vehicles.

IFRS 11 establishes the accounting standards for entities which are part of joint control
agreements and replaces IAS 31 Interests in joint ventures and SIC 13 Jointly Controlled
Entities Non-Monetary Contributions by Venturers.

IFRS 12 combines, reinforces and replaces the disclosure obligations of subsidiaries,


agreements for joint control, associate companies and non-consolidated structured entities.
Following these new IFRS, the IASB also issued an amended IAS 27, which will only involve
the separate financial statements and an amended IAS 28 in order to incorporate the
introductions of IFRS 11 on the subject of joint venture entities.

The new standards will be applied not later than the start date of the first financial year
beginning after 1 January 2014.
In light of the pronouncements expected from the relative authorities and technical bodies,
assessments of the possible economic and financial effects on the consolidated accounts of the
new standards are being conducted, with reference to IFRS 11.

IAS 32 Offsetting of Financial Assets and Liabilities Amendments to IAS 32


The amendments clarify the meaning of currently has a legally enforceable right to offset.
The amendments also clarify the application of IAS 32s offsetting principle in the case of
settlement systems (such as central clearing houses ) which adopt non-simultaneous gross
settlement mechanisms. These changes should not result in impacts on Companys financial
position or results and will be effective for annual reporting periods beginning on or after 1
January 2014.

4. Form and content of the separate financial statements


The separate financial statements at 31 December 2013 comprise the following statements:
A separate statement of income, which contains a classification of costs according to their
nature, in addition to EBIT;
A statement of comprehensive income;
A statement of financial position, which is prepared by classifying assets and liabilities
according to the current/non-current criterion;
A statement of cash flows, which is prepared by reporting financial flows generated by
operating, investing and financing activities according to the indirect method, as
permitted by IAS 7 (Statement of Cash Flows);
The separate financial statements were prepared based on the historical cost principle, except
for items which in accordance with IFRS are measured at fair value as indicated in the
measurement criteria below.
To improve the presentation of the financial statements and for a better reflection of the
contractual nature of some contractual advances received from clients, the Group has decided
to report these amounts under liabilities in Amounts due to clients, distinguishing between
the non-current and current portion.

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Salini S.p.A.
The statement of financial position, income statement and the statement of comprehensive
income are presented in Euros, whereas the amounts included in the statement of cash flows,
the statement of changes in shareholders equity and the explanatory notes are presented in
thousands of Euros, unless otherwise specified.

5. Accounting standards adopted

Property, plant and equipment


Property, plant and equipment are measured at historical cost, including any directly related
ancillary expenses, in addition to financial expenses incurred during the period of construction
of the assets. Assets acquired through business combinations prior to 1 January 2007 have
been recognised at their carrying amount, determined based on the previous accounting
standards used for these combinations, as a substitute for the cost.
The cost, as determined above, of assets used only during a certain period, is systematically
depreciated on a straight-line basis each financial year based on their estimated technical and
economic life, using depreciation rates intended to represent the estimated useful life of the
assets. If material components of these assets have a different useful life, these components
are recognised separately. The useful life estimated by the Group for the various asset classes
is as follows:

Years
Buildings 15-33
Plant and machinery 5-7
Equipment 3-9

Land, whether undeveloped or developed for civil or commercial buildings, is not depreciated
since it has an indefinite useful life.
As previously mentioned, capital assets acquired under finance leases are recognised as
tangible fixed assets and offset by the corresponding payable. The lease payment is broken
down into its components of interest expense, recognised in the statement of income, and
capital repayment, deducted from financial debt.
When the asset is sold or when there are no longer any expected future economic benefits
from its use, it is derecognised from the statement of financial position and any profit or loss
(calculated as the difference between the disposal value and carrying amount) is recognised in
the statement of income in the year in which it is derecognised.

Investment property
Investment property includes immovable property held for the purpose of obtaining economic
benefits from lease payments or for capital appreciation purposes.
Investment property is initially measured at historical cost, including negotiation costs. The
carrying amount includes the cost relating to the replacement of an investment property when
that cost is incurred, on condition that the recognition criteria are satisfied, and excludes
routine maintenance costs. Following the initial recognition, the Group chose to maintain the
historical cost as the evaluation criterion for investment property.

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Salini S.p.A.
Investment property is derecognised when it is sold or when the investment is permanently
unusable and future economic benefits are not expected from its sale. Any profits or losses
arising from the withdrawal or disposal of an investment property are recognised in the
statement of income during the period in which the withdrawal or disposal took place.
Reclassification from or to investment property takes place when, and only when, there is a
change in use. For reclassifications from an investment property to property used directly, the
reference value of the property for subsequent recognition is the fair value at the date of
change in use. If a directly used property becomes an investment property, the Group
recognises these assets in accordance with the criteria indicated in the section on Property,
plant and equipment until the date of change in use.
No fixed asset held on the basis of an operating lease has been classified as investment
property.
The useful life of buildings classified under this item is between 20 and 33 years.

Intangible assets
Intangible assets acquired separately are initially recognised in assets at historical cost,
determined according to the same procedures as those indicated for tangible assets. Intangible
assets acquired through business combinations are recognised at fair value at the acquisition
date, if this value can be determined reliably.
Intangible assets produced internally, excluding development costs, are not capitalised and are
recorded in the statement of income for the period in which they are incurred.
Intangible fixed assets may have a finite or indefinite useful life. Within the Group, the
following types of intangible assets are currently present:

Years
Intellectual property rights 3
Concessions and licences 9
Other 9

The Group has no assets with an indefinite useful life other than goodwill .

Following initial recognition, intangible assets with a finite useful life are recognised at cost,
net of depreciation and any accumulated impairment losses. The period and method of
depreciation are reviewed at the end of each financial year, or more frequently if necessary.
Intangible assets with a finite useful life are amortised, from the point at which the asset is
available for use, on the basis of their residual possibility of use, in relation to the useful life
of the asset. The period and method of depreciation applied is reviewed at the end of each
financial year, or more frequently if necessary.
Gains and losses arising from the disposal of an intangible asset are determined as the
difference between the disposal value and the carrying amount of the asset and are recognised
in the statement of income on disposal.

Financial statements at 31 December 2013 226


Salini S.p.A.

Equity investments
Equity investments in subsidiaries, associates and joint ventures are measured at cost and
tested regularly for impairment. This test is carried out whenever there is an indication that
the investment may be impaired. The method used is described in the section on Impairment
losses on non-financial assets. When an impairment loss is required, it is recognised
immediately in profit or loss. When the reasons for a previous impairment loss no longer
exist, the carrying amount of the investment is restated to the extent of its original cost.
Reversals of impairment losses are recognised in profit or loss.

Financial expenses
Financial expenses relating directly to the acquisition, construction or production of an asset
that requires a fairly long period of time before being available for use are capitalised as part
of the cost of the asset itself. All other financial expenses are recognised as a cost for the
period in which they are incurred.

Assets held under finance or operating leases


Finance leases, which substantially transfer to the Company all risks and rewards incidental to
ownership of the leased asset, are capitalised under tangible fixed assets on inception of the
lease at the fair value of the leased asset, or at the present value of the lease payments,
whichever is lower. This will be offset by a payable for an equal amount, which is gradually
reduced based on the lease repayment plan.
Lease payments are divided between the principal and interest, so as to obtain the application
of a constant interest rate on the residual balance (principal amount). Interest is charged to the
statement of income. Assets are depreciated by applying the criterion and rates indicated in
the previous paragraph on tangible fixed assets.
Contracts in which the lessor substantially retains all risks and rewards incidental to
ownership are classified as operating leases. Operating lease payments are charged to the
statement of income over the term of the lease.
Any sale and leaseback transactions to repurchase under a lease an asset previously held
are recognised as a financing transaction. The assets involved in the transaction remain
classified in the Groups statement of financial position assets with consistent accounting
treatment, and a liability is recognised to offset the financial flows arising from the sale. Any
capital gain that should arise from the disposal is recognised in the statement of income on an
accrual basis. This entails an entry under accrued liabilities and the gradual allocation to
income in the statement of income, based on the term of the lease.

Impairment losses on non-financial assets


At the end of each reporting period, the Group assesses whether there is any evidence that the
value of assets may have been subjected to impairment. If so, or if an annual impairment test
is required, the Group estimates the value. The recoverable value is the fair value of the asset
or cash-generating unit, less costs to sell, or, if higher, its value in use. Recoverable value is
determined for each individual asset, unless its cash flows are not broadly independent of
those generated by other assets or groups of assets. Impairment is recognised if the carrying
amount of an asset exceeds its recoverable value and, accordingly, this amount is written
down to its recoverable value. When establishing value in use, the Group discounts estimated
future cash flows to present value using a pre-tax discounting rate that reflects market
assessments of the time value of money and the specific risks associated with the asset. When
establishing fair value less costs to sell, a suitable valuation model is used. These calculations
Financial statements at 31 December 2013 227
Salini S.p.A.
have been made using suitable valuation multipliers, prices of listed equity securities for
equity investments in which securities are traded publicly and other fair value indicators
available.
Impairment losses on operating assets are recognised in the statement of income in the cost
category that best reflects the purpose of the asset affected by the impairment loss. This does
not apply to assets that have previously been revalued, where the revaluation has been
recognised in shareholders equity. In this case the impairment loss is recognised in
shareholders equity for an amount equal to the previous revaluation.
At each reporting date, the Group assesses whether there is any evidence that the impairment
loss previously recognised has ceased to apply (or has been reduced) and, if so, estimates the
recoverable value. The value of an asset previously written down may be reversed only where
there have been changes in the estimates on which the calculation of the recoverable value
determined after the recognition of the last impairment loss was based. The reversal may not
exceed the carrying amount that would have been recorded, net of depreciation and
amortisation, had an impairment loss not been recognised in prior periods. This reversal is
recognised in the statement of income unless the asset is not recognised at the revalued
amount, in which case the reversal is treated as a revaluation increase.

Contract works in progress


Construction agreements in the course of completion are measured based on the contractual
payments accrued with reasonable certainty in relation to the progress of the works, according
to the percentage of completion method, so as to allocate the revenues and net profit from the
contract to the relevant period, in proportion to the progress of the works. Contract works in
progress are reported net of any provisions for impairment losses and amounts invoiced at
specific stages of the work (payments). The corresponding comparison is carried out for each
contract and, if the differential is positive due to works in progress exceeding the amount of
the payments on account, the difference is classified under assets in the Amounts due from
clients item. If, on the other hand, this differential is negative, the difference is classified
under statement of financial position liabilities in the Amounts due to clients item.
Conversely, invoicing for advances constitutes a financial transaction and does not count
towards revenues recognition. Therefore, since they represent a financial transaction,
advances are always recognised as a liability since they are not received in respect of works
carried out. These advances are however gradually reduced, usually based on contractual
agreements, to offset the invoices raised under the contract.
Contractual revenues, in addition to contractual payments, include variants, price revisions
and any claims insofar as it is likely that these represent revenues that can be estimated
reliably.
In the event that a loss is expected from the performance of a contract, the full amount of the
loss is recognised at the point at which it occurs, irrespective of the stage of completion of the
contract.

Financial statements at 31 December 2013 228


Salini S.p.A.

Inventories
Inventories are carried at the lower of cost or net estimated realisable value. Cost is
determined by applying the weighted average cost method. The item in question also includes
buildings and assets under construction and held for sale.

Cash and cash equivalents


Cash and cash equivalents are recognised at nominal value and include cash instruments, i.e.
are available on demand or in the very short term, have cleared and are free of redemption
charges.
For the purposes of the consolidated statement of cash flows, cash and cash equivalents are
represented by cash funds as defined above net of bank overdrafts repayable on demand.

Non-current assets held for sale


Non-current assets, and groups of assets awaiting disposal, are classified as held for sale when
it is expected that their carrying amount will be recovered through disposal rather than
through continued use. These assets are recognised at their previous carrying amount and fair
value net of costs attributable to the sale, whichever is lower. Income from discontinued
operations, or in the course of disposal, is reported separately in the statement of income. In
accordance with paragraph 34 of IFRS 5 Non-current Assets Held for Sale and Discontinued
Operations, the comparative statement of income is restated based on the same assumptions.

Financial assets
IAS 39 makes provision for the following types of financial instruments: financial assets at
fair value in the statement of income, loans and receivables, investments held to maturity and
available-for-sale assets. All financial assets are initially recognised at fair value, plus, in the
case of assets other than those at fair value in the statement of income, ancillary expenses.
The Group determines the classification of its financial assets after initial recognition and,
where appropriate and permitted, reviews this classification at the end of each financial year.
All regular-way purchases and sales of financial assets are recognised on the trade date, or on
the date on which the Group enters into a commitment to purchase the asset. Regular-way
purchases and sales mean all transactions in financial assets involving the delivery of assets
during the period envisaged by the regulations and by standard practice in the market in which
the trade takes place.
Financial assets at fair value through Profit and Loss
This category includes assets held for trading and assets designated on initial recognition as
financial assets at fair value in the statement of income.
Assets held for trading are all assets purchased with a view to their immediate sale.
Derivatives, including separate derivatives, are classified as financial instruments held for
trading unless they are designated as effective hedging instruments. Gains or losses on assets
held for trading are recognised in the statement of income.

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Salini S.p.A.
Where a contract contains one or more embedded derivatives, the Group assesses whether the
derivative could be separated from the host contract when it becomes a party to the contract.
The revaluation is carried out only if there are changes in the contractual terms that
significantly alter the cash flows that would be otherwise required.
Investments held to maturity
Financial assets that are not derivatives and that are characterised by fixed or determinable
payments at maturity are classified as investments held to maturity when the Group plans
and is able to hold them until maturity.
Following initial recognition, financial investments held to maturity are measured on the basis
of amortised cost, using the effective interest rate method. Gains and losses are recognised in
the statement of income once the investment is derecognised or following an impairment loss,
as well as through amortisation.
Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments
that are not listed on an active market. Following initial recognition, these assets are measured
on an amortised cost basis using the effective discount rate method net of any provisions for
impairment losses. Gains and losses are recognised in the statement of income when the loans
and receivables are derecognised or following an impairment loss, as well as through
amortisation.
Available-for-sale financial assets
Available-for-sale financial assets are financial assets, other than derivative financial
instruments, which are designated as such or are not classified in any of the three previous
categories. Following initial recognition, financial assets held for sale are measured at fair
value and unrealised gains and losses are recognised as part of comprehensive income in the
available-for-sale assets reserve until elimination of the investment, when the accumulated
gains or losses are reclassified in the statement of income.
Fair value
For securities widely traded on regulated markets, fair value is determined with reference to
the stock market price at the close of trading on the reporting date. For investments without an
active market, fair value is determined using measurement techniques based on: recent
transaction prices between independent parties; the present market value of a substantially
similar instrument; the analysis of discounted financial flows or option pricing models.
Amortised cost
Financial assets held to maturity and loans and receivables are measured at amortised cost.
Amortised cost is calculated using the effective interest rate method net of any provisions for
impairment losses. The calculation takes into account any premium or discount on the
purchase and includes the transaction costs and commission that are an integral part of the
effective interest rate.

Impairment loss on financial assets


The Group verifies at each reporting date whether a financial asset or a group of financial
assets has been subjected to an impairment loss.

Financial statements at 31 December 2013 230


Salini S.p.A.

Assets measured according to the amortised cost method


If there is objective evidence that a loan or receivable recognised at amortised cost has been
impaired, the amount of the impairment loss is measured as the difference between the
carrying amount and the present value of the estimated future cash flows (excluding future
losses not yet incurred) discounted at the original effective interest rate of the financial asset
(i.e. the effective interest rate calculated at the initial recognition date). The carrying amount
of the asset will be reduced through the use of a provision. The amount of the loss will be
recognised in the statement of income.
If the amount of the impairment loss is subsequently reduced and this reduction can
objectively be traced to an event occurring after the impairment was recognised, this value
may be reinstated. Any subsequent reversals are recognised in the statement of income,
provided that the carrying amount of the asset does not exceed the amortised cost at the
reversal date.
For trade receivables, provisions for impairment losses are established when there is objective
evidence (such as the probability of the debtor becoming insolvent or having serious financial
difficulties) that the Group will be unable to recover the entire amount due according to the
original terms of the invoice. The carrying amount of the receivable is reduced through
recourse to a special reserve. Receivables subjected to impairment are cancelled once these
are confirmed as irrecoverable.
Available-for-sale financial assets
At each reporting date, the Group assesses whether there are any impairment losses on
available-for-sale financial assets. In the case of equity instruments, this consists of a material
and prolonged reduction in the fair value of the instrument to less than its cost. In the event of
impairment of an available-for-sale financial asset, a value equal to the difference between its
cost (net of the repayment of principal and amortisation) and its present fair value, net of any
previous impairment losses recognised in the statement of income, will be reversed from other
components of comprehensive income to the statement of income. Reversals relating to equity
instruments classified as available for sale are not recognised in the statement of income.
Reversals relating to debt instruments are recognised in other components of comprehensive
income. If the increase in the fair value of the instrument can be objectively attributed to an
event occurring after the loss had been recognised in the statement of income.

Financial liabilities
Loans and interest-bearing finance
Financial liabilities, other than derivative financial instruments, are initially recognised at the
fair value of the payment received, net of the transaction costs that are directly attributable to
the issuance of the financial liability itself; these are subsequently measured at amortised cost,
in other words at the initial value, net of the capital repayments already made, adjusted (up or
down) by the amortisation (using the effective interest rate method) of any differences
between initial value and value at maturity.
Financial liabilities at fair value through Profit and Loss

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Salini S.p.A.
Financial liabilities at fair value in the statement of income include liabilities held for trading
and financial liabilities designated at fair value with changes carried in the statement of
income at the time of initial recognition.
Liabilities held for trading are all those acquired with a view to their immediate sale.
Derivatives, including separate derivatives, are classified as financial instruments held for
trading unless they are designated as effective hedging instruments. Gains or losses on
liabilities held for trading are recognised in the statement of income.
Financial guarantees given
Financial guarantees given by the Company are contracts that require an outflow to reimburse
the holder for a loss incurred following a default by a debtor on a payment due at maturity
based on the contractual terms of the debt instrument. Financial guarantee contracts are
initially recognised as liabilities at fair value, plus transaction costs that are directly
attributable to the issuance of the guarantee. Liabilities are subsequently measured at the best
estimate of the outflow required to meet the effective obligation at the reporting date, or, if
higher, the amount initially recognised.

Derivative financial instruments and hedge accounting


Initial recognition and subsequent measurement.
These derivative financial instruments are initially recognised at fair value on the date on
which the contract is signed and are subsequently measured at fair value. They are recognised
as assets when the fair value is positive and as liabilities when the fair value is negative.
Any gains or losses arising from changes in fair value on derivatives are recognised directly in
the statement of income, except for the effective part of cash flow hedges, which is recognised
in shareholders equity.
For the purposes of hedge accounting, hedges are classified as:
fair value hedges, if they hedge the risk of a change in fair value of the underlying
asset or liability or an irrevocable commitment not recognised (except for foreign
exchange risk);
cash flow hedges, if they hedge exposure to changes in cash flows attributable to a
specific risk associated with an asset or liability recognised or a transaction that is
extremely likely to take place, or a foreign exchange risk linked to an irrevocable
commitment that has not been recognised;
hedges of a net investment in a foreign operation.
On establishing a hedge, the Company designates and formally documents the hedge to which
it intends to apply hedge accounting, its risk management objectives and the strategy pursued.
The documentation includes identifying the hedging instrument, the item or transaction to be
hedged, the nature of the risk and the procedures whereby the company intends to measure the
effectiveness of the hedge in offsetting exposure to changes in fair value of the hedged item or
cash flows linked to the hedged risk. These hedges are expected to be highly effective in
offsetting exposure of the hedged item to changes in fair value or financial flows attributable
to the hedged risk; the assessment of whether these hedges are in fact highly effective is
carried out on a continuous basis during the periods for which they were designated.

Financial statements at 31 December 2013 232


Salini S.p.A.
Transactions that satisfy the hedge accounting criteria are recognised as follows:
Fair value hedges
The change in fair value of interest rate hedges is recognised in the statement of income under
financial expenses. The change in fair value of hedging instruments attributable to the hedged
item is recognised as part of the carrying amount of the hedged item and is also recognised in
the statement of income under financial expenses.
With regard to fair value hedges for items recognised according to the amortised cost method,
the adjustment of the carrying amount is amortised in the statement of income over the
remaining period to maturity. The amortisation may begin as soon as an adjustment is made,
but no later than the date on which the hedged item ceases to be adjusted by the changes in its
fair value attributable to the hedged risk.
If the hedged item is cancelled, the unamortised fair value is recognised immediately in the
statement of income.
The Company has no fair value hedges.
Cash flow hedges
The portion of profit or loss on the hedged instrument relating to the effective hedge is
recognised under other comprehensive income in the cash flow hedge reserve, while the
ineffective portion is recognised directly in the statement of income under financial expenses.
Amounts recognised as other comprehensive income are transferred to the statement of
income during the period in which the hedged transaction influences the statement of income,
for example when the financial income or expense is recognised or when a planned sale takes
place. When the hedged item is the cost of a non-financial asset or liability, the amounts
recognised under other comprehensive income are transferred at the initial carrying amount of
the asset or liability.
If the proposed transaction or irrevocable commitment is no longer expected to take place, the
accumulated gains or losses recognised in the cash flow hedge reserve are transferred to the
statement of income. If the hedging instrument reaches maturity or is sold, cancelled or
exercised without being replaced, or if its designation as a hedge is revoked, amounts
previously recognised in the cash flow hedge reserve remain there until the proposed
transaction or irrevocable commitment have an impact on the statement of income.
At the reporting date the Company had two cash flow hedges in place.
Hedging a net investment in a foreign operation
The hedging of a net investment in a foreign operation, including the hedging of a monetary
item recognised as part of a net investment, are recognised in the same way as cash flow
hedges. Gains or losses on the hedging instrument are recognised under other comprehensive
income for the effective part of the hedge, while the remainder (ineffective) are recognised in
the statement of income. On the disposal of the foreign asset, the accumulated value of such
comprehensive gains or losses is transferred to the statement of income.
The Company does not have any hedges of net investments in foreign operations.

Derecognition of financial assets and liabilities


Financial assets
A financial asset (or, where applicable, part of a financial asset or part of a group of similar
financial assets) is derecognised when:

Financial statements at 31 December 2013 233


Salini S.p.A.
the rights to receive financial flows from the asset are extinguished;
the Company retains the right to receive financial flows from the asset, but has assumed a
contractual obligation to pay them immediately and in full to a third party;
the Company has transferred the right to receive financial flows from the asset and (a) has
substantially transferred all risks and rewards incidental to ownership of the financial
asset, or (b) has neither transferred nor substantially retained all risks and rewards
incidental to ownership, but has transferred control of the asset.
In cases where the Company has transferred the right to receive financial flows from an asset
and has neither transferred nor substantially retained all risks and rewards and has not lost
control over the asset, the asset is recognised by the Company to the extent of its residual
interest therein. The residual interest, which takes the form of a guarantee on the transferred
asset, is measured at the lower of the initial carrying amount of the asset and the maximum
value of the consideration that the Company could be required to pay.
In cases where the residual interest takes the form of an option issued and/or acquired on the
transferred asset (including options settled in cash or similar), the measurement of the
Companys interest corresponds to the amount of the transferred asset that the Company
could repurchase; however, in the case of a put option issued on an asset measured at fair
value (including options settled in cash or using similar instruments), the measurement of the
Companys residual interest is limited to the fair value of the asset transferred or the exercise
price of the option, whichever is lower.
Financial liabilities
A financial liability is derecognised when the underlying obligation is extinguished,
cancelled or fulfilled.
In cases where an existing financial liability is replaced by another from the same provider,
under substantially different conditions, or the conditions of an existing liability are
substantially modified, such exchange or modification is treated as a derecognition of the
original liability and the recognition of a new liability, with any differences between the
carrying amounts recognised in the statement of income.

Employee benefits
The liability relating to short-term benefits guaranteed to employees, paid during the period of
employment, is recognised based on the amount accrued at the end of the reporting period.
Liabilities relating to employment benefits paid during or after the period of employment
under defined benefit plans, represented by the employee termination benefits plan and the
loyalty bonus scheme provided by Article 66 of the national collective agreement of 5 July
1995 for the building industry, are recognised during the vesting period, net of any assets used
to service the plan and advances paid, and are determined based on actuarial assumptions and
recognised on an accrual basis in line with the period of service necessary to qualify for
benefits; the liabilities are measured by independent actuaries.
The method used to measure defined benefit plans is the Projected Unit Credit Method
(PUCM).
With regard to termination benefits, this method consists of calculating the average present
value of obligations under the plan, accrued based on the employees length of service prior to
the measurement date, taking into account the employees future contributions. The
calculation method, applied on an individual basis for the population measured, can be
divided into the following stages: 1) projection of the fund already set aside and future
contributions, which will accrue whenever payment takes place; 2) calculation of the probable
Financial statements at 31 December 2013 234
Salini S.p.A.
payments that will have to be made if the employee leaves the company due to dismissal,
resignation, disability, death or retirement, or in the event of taxes or an advance payment
request; 3) discounting, at the measurement date, of each probable payment; and 4)
recalculation of the probable benefits discounted based on the length of service at the
measurement date, compared with the total length of service whenever settlement takes place.
The same method is used to measure the loyalty bonus, the calculation of which does not
include future contributions from the employee, nor the possibility of advances.
Note that from the 2007 financial year, the Company absorbed the effects of changes
introduced by the 2007 Finance Act and subsequent decrees and regulations relating to the
allocation of termination benefits accrued from 1 January 2007, applicable for companies with
an average of more than 50 employees in 2006. As a result:
the termination benefits accrued at 31 December 2006 remain a defined benefit plan;
the termination benefits allocated to a supplementary pension from the date of this
option (or at the end of the six-month statutory period, unless otherwise indicated)
represent a defined contribution plan;
the termination benefits allocated after 1 January 2007 to the treasury fund represent a
defined contribution plan.
For termination benefits accrued at 31 December 2006, while maintaining the status of a
defined benefit plan, the calculation method has changed due to the absence of future
contributions; in fact, the liability linked to accrued termination benefits is measured for
actuarial purposes at 1 January 2007 (or the date on which the decision was made to allocate
these to a supplementary pension) without using the Projected Unit Credit Method (PUCM),
since the employee benefits accrued prior to 31 December 2006 (or the date on which the
decision was made to allocate these to a supplementary pension) could be considered almost
entirely vested (with the sole exception of the revaluation) in accordance with paragraph 67(b)
of IAS 19.
Conversely, the accounting treatment of amounts accrued from 1 January 2007 is similar to
that for other contribution payments, both in the case of the supplementary pension option,
and in the event of allocation to the INPS treasury fund.
In addition, in accordance with IAS 19, these changes entail the recalculation of the
termination benefits accrued at 31 December 2006; this recalculation (curtailment, as
defined in paragraph 109 of IAS 19) is essentially based on the exclusion of future payments
and the related assumed increases from the actuarial calculation.
Gains and losses arising from the actuarial calculation for both defined benefit plans are
recognised in comprehensive income during the period in which they occur. These actuarial
gains and losses are classified immediately under retained earnings and are not reclassified in
the statement of income in subsequent periods.

Provisions for risks and charges


Provisions for risks and charges are recognised when there is a present (legal or constructive)
obligation towards third parties arising from a prior event, if an outflow of resources is
probable to satisfy the obligation and the amount of the obligation can be reliably estimated.
Provisions are recognised at the value representing the best estimate of the amount that the
company would pay to extinguish the obligation or to transfer it to third parties at the
reporting date. If the impact of discounting the value of money is significant, the provisions
are determined by discounting expected future financial flows at a discount rate that reflects

Financial statements at 31 December 2013 235


Salini S.p.A.
the current market valuation of the time value of money. When the discounting is carried out,
the increase in the provision due to the passage of time is recorded as a financial expense.

Revenues
Revenues other than from work in progress under contract are recognised insofar as it is
possible to determine their fair value reliably and it is probable that the related economic
benefits will materialise. Depending on the type of transaction, revenues are recognised on the
basis of the following specific criteria:
- revenues from sales of goods are recognised when the material risks and rewards of
ownership of the assets are transferred to the buyer;
- revenues from the provision of services are recognised with reference to the stage of
completion of the assets based on the same criteria as for work in progress under contract.
If it is not possible to determine the amount of revenues reliably, this is recognised based
on the costs incurred which are expected to be recovered;
- revenues from lease payments and royalties are recognised during the accrual period,
based on the contractual agreements signed.
Interest revenues (and interest expenses) are recognised based on interest accrued on the value
of the corresponding financial assets and liabilities, using the effective interest rate method.
Dividends received from companies other than subsidiaries, associate companies or joint
ventures are recognised on the vesting of the shareholders right to receive them, following a
resolution by shareholders of investee companies to distribute dividends.

Income tax
This is recognised based on a realistic estimate of the tax expenses due, in accordance with
the prevailing regulations, taking into account any applicable exemptions. The tax rates and
legislation used to calculate the amount are those issued or substantially in force at the
reporting date in countries where the Company operates and generates its taxable income.
The liability for regional income tax (IRAP) and corporate income tax (IRES) to be paid
directly to the tax administration is reported in the statement of financial position under
current liabilities in the Current tax liabilities item, net of payments on account made. Any
positive difference is recognised under current assets in the Current tax assets item.
Deferred and prepaid taxes are calculated using the liability method on temporary differences
between assets recognised in the financial statements and the corresponding values recognised
for tax purposes. Prepaid tax assets are also recognised on tax losses carried forward by the
company.
Deferred tax liabilities are recognised against all taxable temporary differences, except for:
a) when deferred tax liabilities arise from the initial recognition of goodwill or of an asset or
liability in a transaction which is not a business combination and which, at the time of the
transaction itself, has no impact either on net profit calculated for the purposes of the
financial statements, or on profit or loss calculated for tax purposes;

Financial statements at 31 December 2013 236


Salini S.p.A.
b) with reference to taxable temporary differences associated with equity investments in
subsidiaries, associate companies and joint ventures, in the event that the reversal of
temporary differences can be verified and it is likely that this will not occur in the
foreseeable future.

Deferred tax assets are recognised for all deductible temporary differences and for tax assets
and liabilities carried forward, insofar as it is probable that there will be adequate future
taxable income to justify the use of deductible temporary differences and of tax assets and
liabilities carried forward, except for cases where:

- the deferred tax asset associated with the deductible temporary differences derives from
the initial recognition of an asset or liability in a transaction which is not a business
combination and which, at the time of the transaction, has no influence either on net profit
calculated for the purposes of the financial statements, or on profit or loss calculated for
tax purposes;
- with reference to taxable temporary differences associated with equity investments in
subsidiaries, associate companies and joint ventures, deferred tax assets are recognised
only to the extent that it is probable that the deductible temporary differences will be
reversed in future and there is adequate taxable income against which the temporary
differences could be used.

Prepaid tax assets are recognised when their recovery is deemed probable, based on the
estimated future availability of sufficient taxable income for the realisation of the prepaid
taxes themselves. The recoverable nature of the prepaid tax assets is reviewed at each
reporting date.
Deferred tax assets and liabilities are measured based on the tax rates expected to apply to the
financial year in which such assets are realised or liabilities extinguished, considering the
prevailing rates and those already published or substantially published at the reporting date.
Current taxes relating to items recognised outside profit and loss are recognised in
shareholders equity or in the statement of comprehensive income in line with the recognition
of the item to which they relate. Deferred tax assets and liabilities are offset, when there is a
legal right to offset current tax assets against current tax liabilities and the deferred taxes
relate to the same fiscal entity and the same tax authority.

Conversion of items and translation of financial statements in foreign currency


The separate financial statements are presented in Euros, which is the functional and
presentation currency of the Company.
Balances included in the financial statements of each branch are entered in the currency of the
primary economic environment in which the entity operates (functional currency). Items
expressed in a different currency from the functional currency, whether monetary (cash, assets
and liabilities to be collected or paid with fixed or determinable amounts, etc.) or non-
monetary (inventories, work in progress, advances to suppliers of goods and/or services,
goodwill, intangible assets, etc.) are initially recognised at the exchange rate in force on the
date on which the transaction takes place. Thereafter the monetary elements are converted
into the functional currency based on the prevailing exchange rate at the reporting date and
differences arising from the conversion are recognised in the statement of income. Non-
monetary items are maintained at the conversion rate on the transaction date, except in the
event of a persistent unfavourable trend in the reference exchange rate. Exchange rate
differences relating to non-monetary items receive the accounting treatment (statement of
income or shareholders equity) provided for changes in value of such items.

Financial statements at 31 December 2013 237


Salini S.p.A.
The rules for the translation of financial statements of foreign operations whose functional
currency is different from the presentation currency of these financial statements (Euros) are
as follows:
- assets and liabilities included in the financial statements, even if only for comparison
purposes, are translated at the exchange rate in force on the reporting date;
- costs and revenues and income and expenses included in the financial statements, even if
only for comparison purposes, are translated at the average exchange rate for the reporting
period, or at the exchange rate on the date of the transaction, if this differs significantly
from the average rate;
- components of shareholders equity, excluding net profit, are converted at historical
exchange rates;
- the translation reserve contains both exchange rate differences generated by the
conversion of amounts at a different rate from the closing rate, and those generated from
the translation of shareholders equity at a different exchange rate from the rate used at
year-end;
- exchange rate differences arising from conversion are recognised in the statement of
comprehensive income.

Financial statements at 31 December 2013 238


Salini S.p.A.

The exchange rates in use at 31 December 2013 were as follows (source: Bank of Italy):
Period end rate Average rate
AED - UNITED ARAB EMIRATES DIRHAM 5.07 4.88
ALL - ALBANIAN LEK 140.53 140.30
ARS - ARGENTINE PESO 8.99 7.28
AZN - AZERBAIJANI MANAT 1.08 1.04
BGN - NEW BULGARIAN LEV 1.96 1.96
DZD - ALGERIAN DINAR 107.79 105.61
ETB - ETHIOPIAN BIRR 26.40 24.86
GEL - GEORGIAN LARI 2.39 2.21
GNF - GUINEAN FRANC 9695.07 9175.70
JOS - JORDANIAN DINAR 0.98 0.94
KZT - KAZAKHSTANI TENGE 212.44 202.14
LYD - LIBYAN DINAR 1.70 1.68
MAD - MOROCCAN DIRHAM 11.25 11.17
MDL - MOLDOVAN LEU 18.01 16.72
MYR - MALAYSIAN RINGGIT 4.52 4.19
NGN - NIGERIAN NAIRA 220.89 211.55
RON - NEW ROMANIAN LEU 4.47 4.42
SLL - SIERRA LEONE LEONE 5944.51 5744.48
TND - TUNISIAN DINAR 2.27 2.16
TRY - NEW TURKISH LIRA 2.96 2.53
UAH - UKRAINIAN HRYVNIA 11.33 10.79
UGX - UGANDAN SHILLING 3484.63 3434.87
PLN - POLISH ZLOTY 4.15 4.20
USD - US DOLLAR 1.38 1.33
PES - CHILEAN PESO 724.77 658.32
INR - Indian rupee 85.37 77.93
SAR - SAUDI RIYAL 5.17 4.98
SGD - SINGAPORE DOLLAR 1.74 1.66
RUB - RUSSIAN RUBLE 45.32 42.34
AUD - AUSTRALIAN DOLLAR 1.54 1.38
PAB - PANAMANIAN BALBOA 1.38 1.33
IQD - IRAQI DINAR 1606.65 1547.26
NAM - NAMIBIAN DOLLAR 14.57 12.83

6. Discretionary measurements and significant accounting estimates

The preparation of the consolidated financial statements and accompanying explanatory notes
in accordance with IFRS requires the management to make estimates and assumptions based
on subjective opinions, past experience and reasonable and realistic assumptions in view of
the information known at the time of the estimate. These estimates have an impact on the
values of the assets and liabilities and information relating to contingent assets and liabilities
at the reporting date, as well as on the amount of revenues and costs for the period under
review. The actual amounts could be significantly different, following possible changes in the
factors used to determine such estimates. Estimates are periodically reviewed.
Below are the most significant accounting estimates made on the basis of assumptions and
subjective opinions.

Financial statements at 31 December 2013 239


Salini S.p.A.
Accounting area Accounting estimates

Provision for The recoverability of receivables is measured by taking into account the risk of non-payment,
impairment losses ageing and bad debts recognised in the past for similar types of receivables.
on receivables

Intangible assets and The recoverability of the amount recognised in the statement of financial position is evaluated
Equity investments through impairment tests to detect if there are any indicators of impairment. See Note 57 and 58 for
details on the assumptions used.

Provisions, Provisions linked to legal disputes, arbitration and tax disputes are the result of a complex
contingent liabilities estimation process which is partly based on the probability of losing the case. Provisions linked to
and employee employee benefits, particularly termination benefits, are determined based on actuarial assumptions;
benefits changes in these assumptions could have a material impact on these provisions.

Revenues from work A significant part of the Companys activities is typically carried out on the basis of contracts that
in progress involve a payment determined when the contract is awarded. This means that the margins on
contracts of this type could change compared with the original estimates, depending on the
recoverability or otherwise of the additional expenses and/or costs that the Company could incur
during the performance of the contracts.

Income tax Income tax (current and deferred) is calculated in each country in which the Company operates
based on a prudent interpretation of the prevailing tax legislation. This process at times involves
complex estimates to determine taxable income and deductible and taxable temporary differences
between carrying amounts and taxable amounts. In particular, prepaid tax assets are recognised
insofar as it is probable that a future taxable income will be available against which they can be
recovered. The measurement of the recoverability of prepaid tax assets, recognised in relation both
to tax losses that can be used in subsequent periods and deductible temporary differences, takes into
account the estimate of future taxable income and is based on conservative tax planning.

Derivatives and The fair value of derivatives and equity instruments is determined both on the basis of values
equity instruments recognised on regulated markets or quotations supplied by financial counterparties, and based on
valuation models that also take into account subjective valuations such as estimated cash flows,
expected price volatility, etc.

In the absence of a standard or interpretation specifically applicable to a certain transaction,


the management defines, through subjective weighted assessments, the accounting policies to
be adopted with a view to providing a set of financial statements that give a true and fair view
of the financial position, results from operations and cash flows of the Company; reflect the
economic substance of the transactions; and are neutral, prepared on a prudent basis and
complete in all material respects.

Financial statements at 31 December 2013 240


Salini S.p.A.

7. Revenues

Revenues for the year came to a total of 769,003, up 3% over the previous year:
Year Year Change %
(Values in /000) 2013 2012 Chg

Revenues 757,429 686,054 71,374 10.4%


Other revenues and earnings 11,574 59,715 (48,141) -80.6%
Total Revenues 769,003 745,769 23,234 3%

Operating revenues may be broken down as follows:


Year Year Change %
(Values in /000) 2013 2012 Chg

Works invoiced to customers 676,596 679,562 (2,965) -0.4%


Sales revenues 5,495 6,493 (998) -15.4%
Services 75,338 0 75,338 -
Total operating revenues 757,429 686,054 71,374 10%

Work invoiced to customers includes contractual revenues deriving from production carried
out during the year, measured using the stage of completion method. The contribution of the
main contracts is disclosed in the notes on amounts due from/toClient.
The table below shows the breakdown of operating revenues by geographic area:

(Values in /000) 2013 % 2012 % Change % Chg

ITALY 54,989 7% 95,402 14% (40,413) -42%


DUBAI 19,586 3% 46,041 7% (26,454) -57%
ETHIOPIA 563,523 74% 404,709 59% 158,814 39%
KAZAKHSTAN 72,735 10% 112,900 16% (40,166) -36%
LIBYA 5,899 1% 0 0% 5,899 -
ROMANIA 648 0% 0 0% 648 -
SIERRA LEONE 15,391 2% 15,821 2% (430) -3%
TURKEY 448 0% 0 0% 448 -
UGANDA 595 0% 5,916 1% (5,321) -90%
ZIMBABWE 22,930 3% 5,265 1% 17,665 336%
CHILE 636 0% 0 0% 636 -
SINGAPORE 49 0% 0 0% 49 -

SALINI S.p.A. 757,429 686,054 71,374 10%

Financial statements at 31 December 2013 241


Salini S.p.A.
Other revenues and earnings came to a total of 11,574, as shown in the table below:

Year Year Change %


(Values in /000) 2013 2012 Chg

Release of provision for legal dispute risks 109 0 109 -


Insurance reimbursements 2,337 0 2,337 -
Gains on the disposal of property, plant and equipment 870 0 870 -
Prior year income/Contingent liabilities 1,308 0 1,308 -
Other revenues and earnings 6,951 59,715 (52,764) -88%
Total other revenues and earnings 11,574 59,715 (48,141) -81%

During the year the Company realised capital gains on asset disposals for approximately
870; in addition, mainly in Italy, the Company recognised prior year income of 1,308.
Under the item Other Revenues the Company entered the amount 4,551, representing the
amount awarded to it by the Council of State, which, in a ruling issued on 10 December 2013,
filed on 20 February 2014, upheld the grounds for the appeal brought by ATI Salini S.p.A.
(former Salini Costruttori S.p.A.) Todini S.p.A, regarding the failure to award the planning
and execution of the Itinerario E 78 Grosseto-Fano - Tratta Grosseto-Siena (SS 223 di
Paganico), dal km. 30+040 al km. 41+600 contract, for a tender amount of 217,783. The
entry of this income item, supported by an appraisal by an external legal counsel that has
assisted in the dispute, complies with the provisions of IAS 10 Events after the reporting
period - 3 and IAS 37 Provisions, contingent liabilities and contingent assets 35, as the
Company considered the asset and the consequent income resulting from the above ruling
to be certain.

8. Cost of sales
The cost of sales amounts to 188,180, an increase of 94,149 compared to the previous year
and is composed of:

Year Year Ch
(Values in /000) 2013 2012

COSTS FOR RAW MATERIALS, ANCILLARY MATERIALS, CONSUMABLES AND SUPPLIES 210,631 114,909 9
CHANGE IN INVENTORIES OF RAW MATERIALS, ANCILLARY MATERIALS, CONSUMABLES AND SUPPLIES (22,450) (20,877) (1

Total Cost of Sales 188,180 94,032 9

The geographical breakdown of cost of sales is as follows:

Financial statements at 31 December 2013 242


Salini S.p.A.

Year Year Change %


(Values in /000) 2013 % 2012 % Chg

ITALY 864 0% 602 1% 262 44%


PANAMA 0 0% 0 0% 0 -
DUBAI 11,647 6% 13,444 14% (1,796) -13%
ETHIOPIA 151,793 81% 32,466 35% 119,327 368%
KAZAKHSTAN 18,294 10% 35,204 37% (16,910) -48%
LIBYA 52 0% 1 0% 51 ns
ROMANIA 3 0% 0 0% 3 -
SIERRA LEONE 4,781 3% 5,455 6% (674) -12%
UGANDA 747 0% 6,861 7% (6,114) -89%
SINGAPORE 0 0% 0 0% 0 -

Total 188,180 94,032 94,149 100%

9. Service costs
Service costs were equal to 420,030 as illustrated in the table below:

Year Year Change %


(Values in /000) 2013 2012 Chg

SERVICE COSTS 396,990 455,086 (58,096) -13%


LEASE AND RENTAL EXPENSES 23,040 29,067 (6,027) -21%

Total 420,030 484,152 (64,122) -13%

Services costs includes the following items:


(Values in /000) 2013 2012

Reversal of consortia costs 29,863 69,865


Subcontracts 137,631 208,420
Technical, administrative and legal consulting 58,112 33,365
Maintenance 4,434 3,790
Transport and customs 79,284 82,931
Employee travel expenses and refunds 9,149 8,851
Insurance 12,154 13,702
Other 66,362 34,162
Total Cost of Services 396,990 455,086

The overall geographical breakdown of service costs is as follows:

Financial statements at 31 December 2013 243


Salini S.p.A.

Year Year Change

(Values in /000) 2013 % 2012 %

ITALY 114,167 27% 111,276 23% 2,890


PANAMA 41 0% 29 0% 12
DUBAI 21,054 5% 20,573 4% 481
ETHIOPIA 209,999 50% 254,665 53% (44,666)
JORDAN 41 0% 32 0% 9
GUINEA 203 0% 231 0% (27)
KAZAKHSTAN 61,052 15% 75,280 16% (14,228)
LIBYA 4,649 1% 572 0% 4,077
MOROCCO 318 0% 189 0% 129
ROMANIA 252 0% 0 0% 252
SIERRA LEONE 4,422 1% 5,272 1% (849)
TURKEY 1,066 0% 976 0% 90
KURDISTAN 7 0% 1 0% 6
UGANDA 2,042 0% 14,666 3% (12,624)
ZIMBABWE 30 0% 0 0% 29
CHILE 472 0% 391 0% 81
SINGAPORE 215 0% 0 0% 215

Total 420,030 484,152 (64,122)

The decrease compared to the previous year is attributable to normal business operations.
Fees to the independent auditors, Reconta Ernst & Young S.p.A., and other companies of its
network for 2013 are detailed as follows:
(Values in /000)
Type of service Fees

Audit 852

Other services 316


Total fees 31.12.13 1,168

10. Personnel costs


Personnel costs were equal to 97,914, an increase of 15,756 as illustrated in the table
below:
Year Year Change %
(Values in /000) 2013 2012 Chg

Wages and salaries 85,100 70,498 14,602 21%


Payroll costs 10,288 9,817 470 5%
Termination benefits 5 17 (12) -71%
Pensions and similar expenses 2,479 1,825 654 36%
Other costs 42 0 42 -
Total personnel costs 97,914 82,157 15,756 19%

Financial statements at 31 December 2013 244


Salini S.p.A.

The number of employees at 31 December 2013 was 15,261, up on the figure at 31 December
2012 (12,362 employees), due to the full operation of the foreign work sites.

11. Amortisation, depreciation and write-downs

The cost of depreciation, amortisation and write-downs totals 66,758 (49,172 at 31


December 2012) and is composed of:
Year Year Change %

(Values in ) 2013 2012 Chg

Amortisation of intangible assets 125 160 (35) -22%

Depreciation of property, plant and equipment 60,198 47,839 12,359 26%

Write-down of current receivables and cash equivalents 6,436 1,174 5,262 ns

Other write-downs of non-current assets 0 0 0 -

Total depreciation, amortisation and write-downs 66,758 49,172 17,587 36%

The write-down of receivables at 31 December 2013, of 6,436, mainly relates to the


Kazakhstan branch (6,383), for prudent provisions made for receivables for advances to
subcontractors. The remainder of the write-down related to the write-down of receivables
relating to the head office.

12. Other operating costs

Other operating costs total 7,848 (8,021 at 31 December 2012) and are composed of:
Year Year Change %
(Values in ) 2013 2012 Chg

Provisions 774 5,233 (4,459) -85%


OTHER OPERATING COSTS 7,074 2,788 4,286 154%
Total other operating costs 7,848 8,021 (173) -2%

Other operating costs, equal to 7,575, represent almost all of this item and are attributable, in
the main, to negative contingencies, capital losses and other operating expenses.

13. Financial income and expenses

Financial income

Financial statements at 31 December 2013 245


Salini S.p.A.

Year Year Change


(Values in /000) 2013 2012

Contributions/interest on financing 705 277 428


Bank interest receivable 633 4,351 (3,717)
Leases 278 155 123
Income from equity investments 539,856 1,800 538,056
Interest income subsidiaries 16,685 11,559 5,126
Interest income parents 6,263 1,035 5,229
Other income and earnings 10,080 12,531 (2,450)
TOTAL FINANCIAL INCOME 574,501 31,707 542,794

Financial expenses
(Values in /1000) 2013 2012 Change

Bank overdrafts and finance 26,717 11,502 15,214


Bank loans 21,918 38 21,880
Charges on bonds 104 10 94
Bank fees 0 360 (360)
Leases 5,683 2,764 2,920
Factoring 4 0 4
Interest payable to subsidiaries 889 150 739
Other financial expenses 10,777 195 10,583

TOTAL INTEREST AND OTHER FIN. EXPENSES 66,092 15,018 51,074

Exchange rate gains (losses), split between realised and unrealised, are shown separately in
the table below:

Exchange rate gains (losses)


(Values in /1000) 2013 2012 Change

Realised exchange gains 90,627 19,587 71,040


Unrealised exchange gains 5,939 8,361 (2,422)
Realised exchange losses (99,590) (7,712) (91,878)
Unrealised exchange losses (8,556) (15,364) 6,809

TOTAL EXCHANGE RATE GAINS (LOSSES) (11,579) 4,872 (16,451)

The figure for net financial income, of 497 million, is higher than the previous year (by 22
million), due to the positive impact of income from equity investments, amounting to 540

Financial statements at 31 December 2013 246


Salini S.p.A.
million, mainly relating to the dividends paid by subsidiaries (of which 534 million from
Impregilo S.p.A., 5 million from Salini Hydro Ltd. and 0.4 million from Co.Ge.Ma. S.p.A.)
and interest income on correspondent current accounts with subsidiaries (16,3 million) and
the parent Salini Costruttori S.p.A. (4,5 million).

14. Income/(expenses) from equity investments

Year Year Change


(Values in /000) 2013 2012

TOTAL REVALUATIONS 0 1,329 (1,329)


TOTAL WRITE-DOWNS 69,466 0 69,466
Income/(expenses) from equity investments (69,466) 1,329 (68,137)

For more information on the write-down see the note on equity investments.

15. Income tax

Year Year
%
Change
(Values in ) 2013 2012 Chg

Current regional income tax (IRAP) for the period 1,065 2,021 (956) -47%
Current corporate income tax (IRES) for the period 7,884 2,014 5,870 291%
Foreign current taxes 0 9,612 (9,612) -100%
Prior period taxes 0 1,278 (1,278) -100%

Current taxes 8,950 14,925 (5,976) -40%

Deferred tax (income) expense (12,438) 1,866 (14,303) -767%

Total taxes (3,488) 16,791 (20,279) -121%

The following table contains a reconciliation of theoretical tax:

(Values in /000) 31 December 2013

Pre-tax profit (loss) 415,637


Theoretical taxes (114,300) 27.5%
Taxes on net permanent differences 106,416
Effective corporate income tax (IRES) (A) (7,884) 1.9%
Regional income tax (IRAP) and other taxes (B) (1,065) 0.3%

Actual income tax for the period (A+B) (8,949) 2.2%

Deferred tax balance 12,437

Net profit (loss) 419,125

The following table contains a breakdown of deferred tax assets and liabilities passed to the
income statement:

Financial statements at 31 December 2013 247


Salini S.p.A.

2013 (Values in /000)


A) Recalculation of taxes upon reversal of deductible temporary differences (positive temporary differences)
2013
Corporate Prepaid corporate Regional Prepaid
income tax income tax tax regional tax Total Prepaid
ITEMS Residual (IRES) (IRES) (IRAP) (IRAP) tax
A B X=A*B C Y=A*C X+Y
Expenses for other years
IAS 38 deferred charges** 22,769 27.5% 6,261 4.82% 0 6,261
FTA IAS 11 - CTC (2,726) 27.5% (750) 4.82% (131) (881)
maintenance** 14,578 27.5% 4,009 4.82% 0 4,009
statutory depreciation/amortisation higher than the
admissible tax rate** (227) 27.5% (62) 4.82% 2 (61)
unrealised exchange losses* 2,616 27.5% 720 4.82% 0 720
property write-downs (46) 127.5% (13) 4.82% 4 (8)
other deferred expenditure 0 27.5% 0 4.82% 0 0
capital gains on sales of assets to subsidiaries (24) 27.5% (7) 4.82% (1) (8)
contractual risks on works in progress** 615 27.5% 169 4.82% 0 169
risks on completed work (336) 27.5% (92) 4.82% (14) (107)
work in progress expenses 0 27.5% 0 4.82% 0 0
other legal dispute risks*** 7 27.5% 2 4.82% (10) (8)
country and receivables risks* 5,905 27.5% 1,624 4.82% 0 1,624
Unpaid directors compensation* 20 27.5% 6 4.82% 0 6

TOTAL A 43,152 27.5% 11,867 4.82% (151) 11,716

B) Recalculation of taxes upon reversal of taxable temporary differences (negative temporary differences)
2013
Deferred
Corporate corporate income Regional Deferred
income tax tax tax regional tax
ITEMS Resdiual (IRES) (IRES) (IRAP) (IRAP) Total Def. tax

Deferred revenues
capital gains instalments** (557) 27.5% (153) 4.82% 0 (153)
FTA IAS 17 - finance leases (1,759) 27.5% (484) 4.82% (85) (569)

TOTAL B (2,316) 27.5% (637) 4.82% (85) (722)

NET DEFERRED/PREPAID INCOME TAXES (A-B) 45,468 27.5% 12,504 4.82% (66) 12,438

(*) Amounts not subject to IRAP


(**) Amounts not subject to IRAP from 2008 onwards
(***) Amounts not subject to IRAP for the part relating to labour disputes

The amounts receivable for deferred tax assets at 31 December 2013 totalled 9,027, while
amounts payable for deferred tax liabilities totalled 270.
The following table contains a breakdown of deferred tax assets and liabilities:

Financial statements at 31 December 2013 248


Salini S.p.A.
A) Recalculation of taxes upon reversal of deductible temporary differences (positive temporary differences)

2012 2013
Prepaid Prepaid Prepaid
Corporate corporate Regional Prepaid regional corporate Regional regional
income tax income tax income tax income tax Total Corporate income income tax income tax income tax Total Prepaid
ITEMS Residual (IRES) (IRES) (IRAP) (IRAP) Prepaid tax Residual tax (IRES) (IRES) (IRAP) (IRAP) tax
A B X= A * B C Y=A*C X+ Y A B X= A * B C Y=A*C X+ Y
Expenses for other years
IAS 38 deferred charges** 0 27.5% - 4.40% - - 22,769 27.5% 6,261 4.82% - 6,261
FTA IAS 38 - intangible assets 97 27.5% 27 4.40% 4 31 97 27.5% 27 4.82% 5 32
FTA IAS 11 - CTC 2,726 27.5% 750 4.40% 120 870 0 27.5% - 4.82% - -
FTA IAS 19 - Post-employment benefits** 372 27.5% 102 4.40% - 102 372 27.5% 102 4.82% - 102
FTA IAS 27 - Elimination intragroup sales adjusments (533) 27.5% (147) 4.40% (23) (170) 0 -
maintenance** 8,597 27.5% 2,364 4.40% - 2,364 23,175 27.5% 6,373 4.82% - 6,373
statutory depreciation/amortisation higher than the admissible tax rate** 3,187 27.5% 876 4.36% 2227.088 893 2,960 27.5% 814 4.82% 18 832
unrealised exchange losses* (289) 27.5% (79) 4.36% 0 - 79 2,327 27.5% 640 4.82% - 640
property write-downs 1,448 27.5% 398 4.36% 55.551 461 1,402 27.5% 385 4.82% 68 453
other deferred expenditure 0 27.5% 0 4.36% 0 - 0 27.5% - 4.82% - -
capital gains on sales of assets to subsidiaries 6,558 27.5% 1,804 4.36% 1901.989 2,089 0 27.5% - 4.82% - -
Taxed reserves 0 0 0 0 - -
contractual risks on works in progress** 0 27.5% 0 4.36% 0 - 615 27.5% 169 4.82% - 169
risks on completed work 381 27.5% 105 4.36% 1304.984 105 45 27.5% 12 4.82% 2 15
work in progress expenses 0 27.5% 0 4.36% 0 - 0 27.5% - 4.82% - -
other legal dispute risks*** 783 27.5% 215 4.36% 533.333 215 790 27.5% 217 4.82% 15 233
country and receivables risks* 11,012 27.5% 3,028 4.36% 0 3,028 16,917 27.5% 4,652 4.82% - 4,652
provision for taxes* - 27.5% 0 4.36% 0 - 0 27.5% - 4.82% - -
Unpaid directors compensation* - 27.5% - 4.36% - - 20 27.5% 6 4.82% - 6

TOTAL A 34,340 27.5% 9,443 4.36% 446 9,910 71,490 27.5% 19,660 4.82% 108 19,768

B) Recalculation of taxes upon reversal of taxable temporary differences (negative temporary differences)

2012 2013
Deferred Deferred Deferred
Corporate corporate Regional Deferred corporate Regional regional
income tax income tax income tax regional income Total Def. Corporate income income tax income tax income tax
ITEMS Residual (IRES) (IRES) (IRAP) tax (IRAP) tax Residual tax (IRES) (IRES) (IRAP) (IRAP) Total Def. tax

Deferred revenues
capital gains instalments** 2,227 27.5% 612,449 4.36% - 612,449 1,670 27.5% 459 4.82% - 459
FTA IAS 17 - finance leases 10,756 27.5% 2,958 4.40% 473 3,431 8,338 27.5% 2,293 4.82% 376 2,669
FTA IAS 39 - amortised cost 35 27.5% 10 4.40% 2 11 35 27.5% 10 4.82% 2 11
FTA IAS 21 - Translation reserve 26,187 27.5% 7,201 4.40% - 7,201 26,187 27.5% 7,201 4.82% - 7,201
FTA IAS 27 - Revaluations of equity investments (1,305) 27.5% (359) 4.40% - (359) 0
capital losses on sales of assets to subsidiaries 56 27.5% 15,277 4.36% 2,422 17,699 0 27.5% - 4.82% - -
gain on disposal of Salini Nigeria Ltd receivables* 0 27.5% - 4.36% - 0 0 27.5% - 4.82% - -
uncollected late-payment interest* 1,902 27.5% 523.05 4.36% - 523 1,902 27.5% 523 4.82% - 523
unrealised exchange gains* 0 27.5% - 4.36% - 0 0 27.5% - 4.82% - -
Deferred dividends 0 0 0 - -
equity method revaluations* 1,305 27.5% 359 4.36% - 359 0 27.5% - 4.82% - -
Additional tax depreciation* 533 27.5% 147 4.36% - 147 533 27.5% 147 4.82% - 147

TOTAL B 41,696 27.5% 638,564 4.36% 2,897 641,461 38,666 27.5% 10,633 4.82% 378 11,011

NET DEFERRED/PREPAID INCOM E TAXES (A-B) (7,357) 27.5% (629,121) 4.36% (2,431) (631,522) 32,824 27.5% 9,027 4.82% (270) 8,756

(*) Amounts not subject to IRAP


(**) Amounts not subject to IRAP from 2008 onwards
(***) Amounts where the portion for labour disputes is not subject to IRAP

16. Statement of comprehensive income (OCI)

As shown in the statement of comprehensive income it differs from the net profit (loss) by
1,014; this is due to:

translation differences on foreign assets of 1,061;


actuarial gains/(losses) on employee benefits of (57). For more information, see the
note on employee benefits;
cash flow hedges for the for the period of (7);
tax impact of 18, due to employee benefits and cash flow hedges.

Financial statements at 31 December 2013 249


Salini S.p.A.
17. Property, plant and equipment

These total 224,636, an increase compared with the amount at 31 December 2012 of
16,148. The breakdown and changes in this item are shown below.
Industrial Work
Land and Plant and and Other Leased in
Vehicles TOTAL
buildings machinery commercial assets assets progre
equipment ss

(Values in /000)
Balances at 31 December 2012 23,410 148,026 75,670 48,150 10,982 128,754 5,628 440,619
Exchange rate adjustment (673) (595) (158) (88) (28) 0 0 (1,541)
Investments 1,310 7,792 10,216 9,292 1,306 54,040 83 84,039
Disposals 0 (10,684) (2,507) (1,104) (238) 0 (3,767) (18,300)
Repurchase of leased assets 0 2,492 0 335 (1) (2,951) 0 (125)
Reclassification under non-current assets held for
0
sale 0 0 0 0 0 0 0
Other changes (657) (3,797) 3,692 (497) 105 (3,499) 0 (4,653)
Historical cost at 31 December 2013 23,389 143,235 86,913 56,088 12,127 176,343 1,944 500,039

Balances at 31 December 2012 (5,718) (111,128) (47,435) (35,693) (7,098) (25,059) 0 (232,131)
Exchange rate adjustment (123) (544) (150) (85) (21) 0 0 (923)
Depreciation and amortisation (1,302) (13,363) (8,928) (10,785) (1,470) (24,348) 0 (60,197)
Write-downs/Reversals 0 0 0 0 0 0 0 0
Disposals 0 9,601 2,481 1,040 199 0 0 13,320
Repurchase of leased assets 0 (1,623) 0 (249) 0 2,039 0 167
Reclassification under non-current assets held for
0
sale 0 0 0 0 0 0 0
Other changes 901 5,630 (3,296) 1,192 (63) 0 0 4,364
Exchange rate adjustment 22 (39) 9 1 2 0 0 (5)

Accumulated Depreciation at 31 December 2013 (6,220) (111,467) (57,319) (44,579) (8,451) (47,368) 0 (275,405)

Net amount at 31 December 2012 17,692 36,897 28,235 12,457 3,884 103,695 5,628 208,488

Net amount at 31 December 2013 17,169 31,768 29,593 11,509 3,675 128,976 1,944 224,636

The increases and decreases in the items relating to plant and machinery, vehicles, equipment
and other assets were due to the acquisitions and/or increased expenses and to disposals in the
period caused by investments for new work sites and for the replacement of assets used in the
production process.

Compared to the previous year there was a substantial increase in leased assets, classified
under Property, plant and equipment in accordance with IAS 17. Specifically, additional
acquisitions were recognised during the year for excavators, drill rigs and truck cranes for the
GERDP contract in Ethiopia and for tractors and drilling machines lease purchased by the
Head Office to then be hired out to the companies Salini Malaysia SDN BHD and JA Todini
Akkord Salini.

The balance of fixed assets under construction is mainly due to new fixed assets and the
inclusion of the production cycle of capital equipment designed for foreign work sites.

18. Intangible assets

The balance of this item is 162. The details of these assets are shown below:

Financial statements at 31 December 2013 250


Salini S.p.A.
Assets in
Concessio
Research, course of
Start-up ns, Rights to
developmen Intellectual Contract constructi
and licences infrastruct
(Values in /000) t and property acquisitio Other on and Total
expansion and ure under
advertising rights n costs payments
costs trademar concession
costs on
ks
account
Balances at 31 December
0 55 466 90 0 0 0 0 611
2012
Purchases and capitalised
0 0 87 0 0 0 0 0 87
costs
Disposals 0 0 0 0 0 0 0 0 0
Reclassifications 0 0 (183) 0 0 0 0 0 (183)
Exchange rate gains (losses) 0 0 0 0 0 0 0 0 0
Change in consolidation
0 0 0 0 0 0 0 0 0
scope
Other changes 0 (55) 0 0 0 0 0 0 (55)
Historical cost at 31
0 0 370 90 0 0 0 0 460
December 2013

Balances at 31 December
0 0 (340) (16) 0 0 0 0 (357)
2012
Depreciation and
0 0 (123) (1) 0 0 0 0 (124)
amortisation
Disposals 0 0 0 0 0 0 0 0 0
Reclassifications 0 0 183 0 0 0 0 0 183
Exchange rate gains (losses) 0 0 0 0 0 0 0 0 0
Change in consolidation
0 0 0 0 0 0 0 0 0
scope
Other changes 0 0 0 0 0 0 0 0 0
Accumulated Amortisation
reserve at 31 December 0 0 (280) (18) 0 0 0 0 (298)
2013

Net amount at 31 December


0 55 125 74 0 0 0 0 255
2012

Net amount at 31 December


0 0 89 73 0 0 0 0 162
2013

The net decrease of 93 compared to the figure at 31 December 2012 is attributable to the net
effect of the amortisation for the period partially offset by the capitalisations.
The balance of the item is therefore composed as follows:
- 89 for Intellectual property rights, which include software amortised on a straight-
line basis over three financial years;
- 73 for Trademarks, licences and concessions: this amount relates to the license on
the land for the work site of the Uganda branch.

19. Equity investments

The analysis of equity investments is as follows:

(Values in /000) 31 December 2013 31 December 2012 Change

Investments in associates, subsidiaries and joint ventures 1,295,800 355,853 939,947


Other equity investments 109 1,261 (1,152)
Total Equity Investments 1,295,909 357,114 938,795

Financial statements at 31 December 2013 251


Salini S.p.A.
Changes during the year are summarised below:

Investments in associates,
(Values in /000) subsidiaries and joint Other equity investments
ventures

Balance at 31.12.2012 355,853 1,261


Change in consolidation method 0 0
Acquisitions, capital injections and disinvestments 975,570 (1,152)
Share of profit (loss) of equity-accounted investees 0 0
Dividends from equity-accounted investees and other investees 0 0
Other changes including changes in the translation reserve 30 0
Impairment losses (35,653) 0
Total 939,947 (1,152)
Balance at 31 December 2013 1,295,800 109

Investments in associates, subsidiaries and joint ventures increased by 975,600 mainly due
to:
- the increase in the value of the equity investment in the subsidiary Impregilo S.p.A.,
which, net of disposals during 2013, amounts to 956 million;

- the increase of 15 million in the value of the equity investment in the subsidiary
CMT I/S, as a result of the conclusion of the agreement, finalised on 10 October 2013,
for the sale of 39.995% of the interests attributable to CMT I/S held by Tecnimont
Civil Construction S.p.A.;

- the increase of 2.8 million in the value of the equity investment in the wholly-owned
subsidiary Salini Australia Pty Ltd;

- the increase of 1.1 million in the value of the equity investment in the Turkish
associate Gaziantep Hastane Sag.Hizm.Isl.Yat.Anonim Sirketi.

The other equity investments decreased during the period by (1,152). The change was due to
the disposal of the equity investment in the company Autostrade Torino-Milano S.p.A.
(1,126) and the closure of the equity investment in the company Costruttori Romani Riuniti
Grandi Opere (26).
The impairment test of the item Equity investments, carried out also to assess any reversals
of previously recognised impairment losses, has been carried out on a caseby-case basis,
considering the specific objectives pursued by each investee during the performance of their
operating activities.
Based on such approach, the item Equity investments can be analysed as follows:
Interests in special purpose entities (SPEs) 33,915 17,384 16,531
Other Equity investments in companies with indefinite lives 1,261,994 339,730 922,264

Equity investments 1,295,909 357,114 938,795

Special purpose entities (SPEs) are legal entities set up specifically and solely to carry out
construction contracts which Salini will not carry out directly and in which Salini has an
interest equal to its share of the tender. These entities have a corporate structure compliant
with the customers requirements as communicated during the tender procedure and
Financial statements at 31 December 2013 252
Salini S.p.A.
considering the specific legal context of the country in which the contract will be performed.
They are classified depending on whether they are: (i) SPEs, the profit or loss of which are
allocated to their venturers in line with their interests as provided for by law (i.e.: Italian-
based consortia and consortium companies which operate on a recharges of costs basis),
and (ii) other SPEs for which this allocation is not provided for by law (e.g., foreign limited
liability companies, companies limited by shares, etc.).
With respect to the SPEs that directly allocate their profit or loss to the venturers on whose
behalf they operate, the company does not test them for impairment as any contract losses are
passed on to the venturers.
The other SPEs are assessed for impairment as the profits or losses on the contracts they
perform are not systematically reflected in the income statements of their venturers.
Accordingly, their contracts are considered when testing for indication of impairment.
Specifically, the SPEs statements of financial position, which include the estimated contract
costs or profits and are prepared in accordance with the relevant accounting standards
interpreted by the Groups procedures, are considered as they show the estimated cash flows
of the entity.
Other equity investments in companies with indefinite lives relate to non-consortium
companies whose business object covers more than just one contract.
In compliance with the provisions of the current IAS 36 and as recommended by the Bank of
Italy CONSOB ISVAP joint document no. 4 of 3 March 2010, the Company has
conducted impairment tests to identify any impairment losses and reversals of previous
impairment losses recognised, by analysing the individual investee companies considering the
specific objectives pursued by each of them during the performance of their operating
activities. This measurement was carried out based on the discounting of future cash flows
forecast in the companies business plans.
As a result of these measurements, impairment losses totalling (69,452) were recognised for
the year 2013, relating to:
Todini S.p.A. 69,000;
Salini India Private Limited 240;
SALINI RUS OOO 74;
TB Metro S.r.l. 138.

Specifically, for the measurement of the value in use of Todini S.p.A., in accordance with the
procedures established by the applicable accounting standards, the following Cash Generating
Units have been identified, according to geographic area, as announced in the Business Plan
approved by the Board of Directors of the Company in 2013 as part of the merger plan:

Financial statements at 31 December 2013 253


Salini S.p.A.

Italy
European Union (excluding Italy)
European countries outside of the European Union
Asia
Africa
America

In line with previous years, certain prudent adjustments were made to the assumptions
underlying the Plan and in particular:
a) a lower growth rate for revenues;
b) EBITDA and EBIT around 3% lower.

Moreover, the company has considered the following assumptions in its calculation of value
in use based on the expected cash flows taken from the Plan:
the terminal value was calculated by developing an assumption of sustainable earnings
that enabled the estimation of stable net operating cash flow over the long term on a
going concern basis. The assumptions underlying the estimate of the sustainable net
operating cash flow are:
o EBITDA equal to the average for the years 2016/2018;
o EBIT equal to around 5.5% of revenues (vs 8.5% in the Salini 2013-2016
Business plan);
o depreciation and amortisation aligned to investments for maintenance of the
level of fixed capital (i.e. 4% of revenues);
o balance of working capital of 0.

The operating cash flows used are net of theoretical tax expense calculated based on
Italian taxation (IRES corporate income tax 27.5%, IRAP regional business tax
4.82%). This is a prudential approach because the company operates in countries
operates in countries with lower tax rates than in Italy.
Risk Free
o Mature countries: calculated by taking the corresponding ten-year government
bond (six-month average) as the reference for the risk-free return;
o Emerging countries: calculated by taking the ten-year German government
bond (AAA rating, six-month average) as the reference for the risk-free return;
Beta: calculated based on the average volatility of Salini Impregilo and the main
comparable listed companies in the last 2 years, taking into account the differential
effects related to the level of debt and the tax rate (source: Bloomberg)
Equity market risk premium: equal to 5%, commensurate with the yield differential
(historic and long-term) between equities and bonds on international financial markets
Country Risk Premium:
o Sovereign risk: calculated according to the rating associated with the country
of reference on the basis of default risk (source: Damodaran/Moodys)
o Long-term inflation differential between Germany (Mature country) and the
country of reference: reflecting the expected depreciation of the local currency
against the Euro. This approach is conservative because it assumes that the
future cash flows are fully exposed to currency risk, whereas in practice also a
significant part of the cash flows is governed by contracts in hard currency
(i.e. Euro);
Financial statements at 31 December 2013 254
Salini S.p.A.
The cost of debt has been estimated, based on the risk-free market rate (including the
Country Risk Premium) and an average corporate spread of 300 basis points,
expressed net of the tax shield.
Structure of objective sources of funding (D/D+E): equal to 30%, in line with the
average debt, at market values, of the Salini Impregilo Group and the main
comparable listed companies.
The overall weighted average cost (WACC) of Todini has been calculated by
considering the underlying risk specific to the countries in which Todini operates
(blended discount rate); the weighting factor has been set on the basis of the average
exposure of the business reflected in the business plan for the different countries.
The rate of growth in operating cash flows after the explicit period and in perpetuity,
which is used to calculate the residual value (rate g), has been estimated at 2%. The
rate has been estimated taking into account the macroeconomic parameters of
reference (relative GDP growth) of the countries in which Todini operates; this value
of approximately 4% was prudently estimated at 2% (value aligned to the growth rate
of Salini used for the purposes of the exchange).

Based on the above assumptions applied to analyse the Plans cash flows, the resulting value
in use for Todini S.p.A. is 196 million. This value, when compared to the overall investment
held by the Company in Todini S.p.A., of 265 million, consisting of the carrying amount of
the equity investment held by the Company of 35.2 million and financial receivables due to
the Company from Todini S.p.A. of 230 million, showed an impairment loss of 69,000.
Accordingly the Company fully wrote-down the carrying amount of the equity investment in
Todini S.p.A. by 35,201 and recognised an amount of 33,799 under the risk provision to
cover losses on equity investments.

20. Financial assets

Non-current financial assets


Non-current financial assets total 4,350, as shown in the following table:
Change on
statement of
(Values in /000) 31 December 2013 31 December 2012
financial
position

Non-current receivables from subsidiaries > 12 1,658 1,658 0


Non-current receivables from associates > 12 0 28 (28)
Non-current receivables from other group companies > 12 81 46 36
Non-current receivables from others > 12 2,611 2,626 (15)

Non-current financial assets 4,350 4,358 (8)

Non-current financial assets consist of: i) 1,658 relating to receivables due for interest-
bearing loans granted to associates and subsidiaries; ii) 2,611 for non-current receivables due
from other companies, mainly consisting of security deposits to third parties, of which 802
relating to Italy, 1,485 to Dubai, 185 to Uganda, and 83 to Ethiopia.

Financial statements at 31 December 2013 255


Salini S.p.A.

Current financial assets


Current financial assets at 31 December 2013 amounted to 447,929 composed primarily of:
65,000 in the form of a receivable for an interest-bearing loan to the parent company
Salini Costruttori S.p.A.. This loan, funded with the third tranche of the tender offer
loan called Tranche A3 launched in 2013, is aimed at enabling the parent company
to repay its medium- to long-term debt deriving in particular from a loan agreement
signed on 5 August 2009 with Centrobanca S.p.A. and a loan agreement signed on 29
July 2010 with Intesa Sanpaolo S.p.A.;
82,610 relating to the credit balance on the correspondent current accounts with the
parent company Salini Costruttori S.p.A. classified under current financial assets;
289,607 relating to credit balances on correspondent current accounts with
subsidiaries, including in particular around 235 million with Todini Costruzioni
Generali S.p.A., around 40 million with Salini Malaysia SDN and around 4 million
with Salini Nigeria Ltd;
7,881 relating to interest bearing loans to subsidiaries, including in particular around
5.6 million to Salini Polska Zoo.

21. Other assets

Other non-current assets

Other current financial assets at 31 December 2013 amounted to 4,427 composed primarily
of:
2,145 relating to advances to suppliers and subcontractors, including in particular
1,900 for the Uganda branch, 140 for the Ethiopia branch and 105 for the Dubai
branch;
398 relating to prepayments for guarantees;
1,871 relating to miscellaneous prepayments.

Other current assets

Other current assets total 71,510 and are mainly composed of:

Financial statements at 31 December 2013 256


Salini S.p.A.

31 December 2013 31 December 2012 Change

Advances to suppliers 39,149 49,432 (10,283)


Provision for impairment losses on other receivables (10,941) (7,341) 3,600
Advances to suppliers 28,208 42,091 (13,883)
Receivables from other companies 19,735 19,376 359
Accrued income and deferred insurance charges 1,028 1,186 (158)
Lease Payments on account 645 392 253
Other accrued income 24 0 24
Miscellaneous consulting prepayments 100 144 (44)
Subscription prepayments 4 23 (19)
Other prepayments 14,684 14,763 (79)
Receivables branch current accounts (0) (0) 0
Miscellaneous debtors 1,764 1,121 643
Receivables from employees 253 123 130
Receivables from social security institutions 58 362 (304)
Receivables from others for security deposits 25 34 (9)
Other receivables from associate companies 286 0 286
Other receivables from associate companies 347 32 315
Other receivables from parent companies 4,348 1,228 3,121
Other 21,895 17,831 4,064

Other current assets 71,510 80,875 (9,365)

Net receivables for advances to suppliers relate mainly to Kazakhstan (13,889), Ethiopia
(6,636), Uganda (2,063), Romania (2,175), Libya (1,209) and the head office of Salini
S.p.A. (1,565). The decrease in advances to suppliers of 13,883 is due to increases and
decreases prompted mainly by: the decrease for the Kazakhstan branch (of 10,055), Ethiopia
branch (of 5,503) and Italy (of 1,366), partially offset by the increase for the Romania
branch (of 2,176) and the Libya branch (of 1,202).
Receivables from other companies of 19,735 million mainly included receivables from
partners Acciona and Ghella S.p.A. in the temporary partnership established with Salini
S.p.A. (former Salini Costruttori S.p.A.) to execute the TAV/San Ruffillo contract amounting
to 18,630.
Receivables from parent companies relate to the receivables from Salini Costruttori S.p.A., of
which 3,120 relating to the national tax consolidation system and the remainder, 1,228,
relating to the reinvoicing of an insurance settlement awarded to the parent Salini Costruttori
S.p.A. but due to Salini S.p.A.

22. Inventories

Inventories total 132,133, as shown in the following table:


(Values in /000) 31 December 2013 31 December 2012 Change % Chg

RAW MATERIALS, ANCILLARY MATERIALS AND CONSUMABLES 132,133 111,446 20,687 19%

Total inventories 132,133 111,446 20,687 19%


Financial statements at 31 December 2013 257
Salini S.p.A.

The geographical breakdown of the item is as follows:


(Values in /000) 31 December 2013 % 31 December 2012 % Change % Chg.

ITALY 4 0% 253 0% (250) -99%


DUBAI 2,741 1% 3,489 3% (749) -21%
ETHIOPIA 123,519 93% 97,099 87% 26,420 27%
KAZAKHSTAN 1,242 1% 6,119 5% (4,877) -80%
SIERRA LEONE 4,628 4% 3,002 3% 1,626 54%
UGANDA 0 0% 1,484 1% (1,484) -100%

Total inventories 132,133 111,446 20,687 19%

The table below shows the changes in raw materials, ancillary materials and consumables:

(Values in /000) 31 December 2013

Balance at 1 January 2013 111,446


Exchange rate effect (1,763)
Income Statement changes 22,450

Balance at 31 December 2013 132,133

Inventories of raw materials, ancillary materials and consumables are essentially made up of
construction materials and spare parts for operating machinery.
The increase in this category, of 20,687, coincides with the net increase in inventories and is
mainly due to: the decrease in procurement in Uganda, by 1.5 million, due to the closing of
contracts in Kazakhstan, by 4.9 million, due to the progressive approach towards the
conclusion of the works; the increase in procurement in Ethiopia, by 26.5 million, due to the
full operation of the existing contracts and the increase in procurement in Sierra Leone, by
1.6 million, due to the start-up during 2013 of the Matatoka-Sefadu contract and variation
orders on the already existing contracts.
These amounts are due to the extensive procurement of materials and spare parts necessary
for complex works.

23. Amounts due from clients/amounts due to clients

The current assets of the statement of financial position include the item Amounts due from
clients which at 31 December 2013 stood at 251,391, an increase on the balance of 23,773
at 31 December 2012.
The table below shows the amount of work in progress measured according to the percentage
of completion method, net of actual or estimated losses at the reporting date and progress
billing:

Financial statements at 31 December 2013 258


Salini S.p.A.

31 December
31 December 2013 Change
(Values in /000) 2012

Contract works in progress 2,580,296 2,859,713 2,352,366


Provisions for risks on works in progress (906) (52) (593)
Prepayments from clients (2,328,000) (2,632,044) (2,328,000)
Total amounts due from clients 251,391 227,617 23,773

31 December
(Values in /000) 31 December 2013 Change
2012
Italy 69,754 89,568 (19,814)
EU (excluding Italy) 648 0 648
Non-EU 0 0 0
Asia 36,770 59,800 (23,030)
Africa 144,219 78,249 65,970
Total amounts due from clients 251,391 227,617 23,773

The changes posted during the year, amounting to 23,773, are due for the increase to the
contracts in Ethiopia and the contract in Libya, and for the decrease to the contract in
Kazakhstan, Dubai contract and the Metro B1 contract in Italy.
Amounts due to clients within 12 months, shown in the statement of financial position under
current liabilities, totals 157,165, up by 24,429 compared with the balance transferred at 31
December 2012.
This item breaks down as follows:
31 December
(Values in /000) 31 December 2013 Change
2012

Contract works in progress 266,303 752,967 (486,664)


Provisions for risks on works in progress 0 (261) 261
Prepayments from client (240,863) (874,819) 633,956
Contractual advances within 12 months 131,725 254,849 (123,124)
Total amount due to clients within 12 months 157,165 132,736 24,429

31 December
(Values in /000) 31 December 2013 Change
2012
Italy 667 147 520
EU (excluding Italy) 19,028 0 19,028
Non-EU 0 0 0
Asia 3,392 18,344 (14,952)
Africa 134,078 114,245 19,834

Total current amounts due to client 157,165 132,735 24,429

The changes posted during the year, amounting to 24,429, are due for the increase to the
contracts in Ethiopia and the contract in Romania, and for the decrease to the contract in
Kazakhstan.
The item Amounts due to client after 12 months, presented in the statement of financial
position under non-current liabilities, totals 400,433, a reduction of 16,068 compared with
Financial statements at 31 December 2013 259
Salini S.p.A.
the balance transferred at 31 December 2012. This item, which includes the amount of the
advance to be refunded, as contractually agreed, to the client after 12 months, is composed as
follows:

31 December 31 December
(Values in /000) Change
2013 2012
Contractual advances after 12 months 400,433 416,500 (16,068)
Total amount due to clients after 12 months 400,433 416,500 (16,068)

31 December
(Values in /000) 31 December 2013 Change
2012
Italy 0 0 0
EU (excluding Italy) 0 0 0
Asia 0 0 0
Africa 400,433 416,500 (16,068)
North America 0 0 0
South America 0 0 0
Oceania 0 0 0
Total non-current amounts due to clients 400,433 416,500 (16,068)

The contractual advances are almost entirely attributable to the Ethiopia branch.
Contract work in progress posted to liabilities represents the negative net value resulting, for
each individual contract, from the algebraic sum of works in progress, provisions for
contractual risks and partial billing.

24. Trade receivables

Trade receivables totalled 306,527, as indicated in the following table:

31 December 31 December
(Values in ) Change
2013 2012

Receivables from clients 214,415 131,011 83,404

Receivables from subsidiaries 91,031 62,067 28,965

Receivables from parents 4,769 1,055 3,714

Receivables from associates 2,305 6,295 (3,990)

Provision for impairment losses on trade receivables (5,993) (6,471) 478

Provision for impairment losses on receivables for penalty interest 0 (12) 12

Trade receivables 306,527 193,945 112,583

The following table contains a geographical breakdown of the aforementioned receivables:

Financial statements at 31 December 2013 260


Salini S.p.A.

December % December % Change


(Values in /000) 2013 2012

ITALY 78,751 26% 38,842 20% 39,909


PANAMA 1 0% - 0% 1
DUBAI 27,429 9% 26,472 14% 957
ETHIOPIA 113,745 37% 58,330 30% 55,417
GUINEA 290 0% 290 0% (0)
KAZAKHSTAN 13,135 4% 12,331 6% 804
LIBYA 270 0% - 0% 270
MOROCCO 18,615 6% 18,749 10% (134)
SIERRA LEONE 13,618 4% 12,693 7% 925
TURKEY - 0% 3 0% (3)
UGANDA 1,023 0% 9,704 5% (8,681)
ZIMBABWE 39,461 13% 16,532 9% 22,929
CHILE 141 0% - 0% 141
SINGAPORE 49 0% - 0% 49

Total trade receivables 306,527 193,945 112,582

During the period, a net increase in receivables accrued totalling 112,582. The net effect was
due to the following main changes that occurred during the period:
- in Italy the change, of 39,909, was mainly due to: (i) issue of certificates on operational
contracts (21,521); (ii) the allocation of 4,551 to invoices to be issued following the
Council of State ruling (see section 7 of these explanatory notes); (iii) the increase in
interest income on the correspondent current account held with the subsidiary Todini
Costruzioni Generali S.p.A. of around 4,663 those held with the parent Salini Costruttori
S.p.A. of around 3,520;
- in Ethiopia the change, of 55,417, was attributable for around 41 million the
classification under liabilities of a contractual advance connected to a contract, and for the
remainder, of around 16 million, to ordinary operations and therefore to an increase in
receivables from customers;
- in Zimbabwe the change, of 22,929, was mainly due to the reallocation of the 2013
earnings of the subsidiary JV Mukorsi:
- lastly in Uganda the change, of 8,681, was attributable to receipts on certificates issued,
following the completion of the works. The figure still outstanding at 31 December 2013
was due to the sale of a machine that was no longer used because the production activities
had ended;
- the remaining changes were attributable to the normal operational management of the
contracts.
The provision for impairment losses had a balance at the end of the year of 5,993, having
decreased by 478 during the year as shown in the table below:
Release of Balance at
Balance Sheet
Balance at 31 Allocation to provision 31
use of the
December 2012 provisions to Income December
provision
(Values in /000) Statement 2013
For receivables from customers 5,931 0 0 0 5,931
For receivables from other customers 540 53 (531) 0 62
Total Provision for impairment losses on receivables 6,471 53 (531) 0 5,993
Financial statements at 31 December 2013 261
Salini S.p.A.

The provision made for Customers, of 5,931, is entirely attributable to the Sierra Leone
branch.
The part relating to Other Customers, amounting to 62, decreased during the year by 478
almost entirely due to the balance sheet use of the provision following the proceeds received
on the items written down in previous years.

25. Tax receivables

These total 33,297, representing an increase of 20,670 compared with 2012:


(Values in /000) 31 December 2013 31 December 2012 Change

ITALY 5,502 11 5,492


ETHIOPIA 26,809 12,499 14,309
KAZAKHSTAN 260 0 260
MOROCCO 62 63 (1)
ROMANIA 547 0 547
SIERRA LEONE 0 0 0
TURKEY 95 51 44
UGANDA 17 0 17
CHILE 6 4 2

Total tax receivables 33,297 12,628 20,670

The balance at 31 December 2013 is mainly composed of VAT receivables and indirect taxes.

26. Cash and cash equivalents

This item, amounting to 49,903, has increased compared to the previous period by (21,729)
and is composed as follows:
(Values in /000) 31 December 2013 31 December 2012 Change

Non-restricted bank and postal deposits 28,506 71,305 (42,799)


Restricted bank and postal deposits 20,905 0 20,905
Cash in hand 492 327 165
Accrued bank interest income 0 0 0
Accrued bank interest income 0 0 0

Total cash and cash equivalents 49,903 71,632 (21,729)

The balance of cash and cash equivalents represents active bank account balances at the end
of the year and the amounts of cash, cheques and securities existing at the registered office,
the work sites and the foreign subsidiaries.
The restricted deposits at 31 December 2013 relate almost entirely to a revolving deposit
account opened by the Romania branch, amounting to 20,905, for contractual advances
received.

Financial statements at 31 December 2013 262


Salini S.p.A.

The following table shows the change in short-term bank overdrafts:

ANALYSIS OF CASH AND CASH EQUIVALENTS Note Dec 2013 Dec 2012

CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR

Cash and cash equivalents (26) 71,632 0

Payables to banks ord. C/A debit balance (28) (29,655) (0)

41,977 0

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR

Cash and cash equivalents (26) 49,903 71,632

Payables to banks ord. C/A debit balance (28) (17,593) (29,655)

32,310 41,977

27. Shareholders equity

Shareholders equity at 31 December 2013 amounted to 672,006 inclusive of net profit of


419,125.
Changes for the year in the different shareholders equity items are summarised in the table
attached to the separate financial statements.
Disclosures about the individual items are set out below.
Share capital
The Share Capital of 62,400 is unchanged with respect to 31 December 2012 and consists of
62,400,000 shares with a nominal value of 1.
The shares the Company are entirely held by Salini Costruttori S.p.A.
Details on the possible use of shareholders equity items and uses in prior years are
summarised below:

Summary of use in
Available the previous three
Nature/description Amount Possible use years
portion

To cover
Other
losses

Share capital 62,400,000


Equity-related reserves:
Reserve for treasury shares* -

Profit reserves:
Legal reserve 2,252,215 B
FTA reserve 18,445,357 B
Capital contribution reserve 141,483,568 A,B,C 141,483,568
Reserve ex art. 2426.8 bis Civil Code 993,971 A,B 993,971
Non-distributable reserve ex art. 2426.4 Civil Code 0 A,B 0
Other Reserves 160,922,896

Translation loss reserve 6,177,880 -

Financial statements at 31 December 2013 263


Salini S.p.A.
Actuarial (gains) losses reserve (440,548) -
Cash flow hedge reserve (5,231) - 0
OCI reserves 5,732,100

Retained earnings 20,526,840 A,B,C 20,526,840

Total 163,004,379
non-distributable portion 993,971

distributable portion 162,010,809


A: share capital increase B: to cover losses C: dividends

On 12 June 2013 the Shareholders Meeting, during the approval of the financial statements at
31 December 2012, resolved on the allocation of the net profit for the year of 45,044 (on the
basis of the financial statements prepared in accordance with the Italian accounting standards)
and the dividend distribution.
The distribution was approved of a dividend of 0.208 per share, for a total of 12,979.

Legal reserve
The legal reserve, amounting to 2,252 (0 at 31 December 2012), changed during the period
due to the allocation of the profit for the year 2012.
IFRS conversion reserve
The IFRS conversion reserve amounted to 18,445. See section 39 for more details regarding
the breakdown of the balance of this reserve.
Other reserves
Other reserves totalled 142,478 and related to:
o Capital contribution reserve of 141,484, unchanged from the previous year;
o Reserve ex art. 2426.8bis Civil Code, amounting to 994, entirely constituted during
the year upon allocation of the profit for the year 2012.

OCI reserves
Reserves relating to components of comprehensive income at 31 December 2013 totalled
5,732,100, representing an increase of 33 compared with the previous period. See the
statement of comprehensive income for details of the change.

28. Financial liabilities

Financial liabilities totalled 1,228,209, increasing by 854,291 compared with 2012, as


detailed below:
(Values in /000)
December 2013 December 2012 Change

Payables to banks ord. C/A debit balance 17,593 29,655 (12,062)

Banks S/T loan - Hot money (30 - 90 days) 20,294 20,290 4

M-L/T bank loans > 12 569,138 189,349 379,789

Transaction costs for mortgage/loans (52,257) (1,107) (51,150)

Financial statements at 31 December 2013 264


Salini S.p.A.
M-L/T bank loans < 12 59,981 28,981 31,001

Accrued expenses for bank and other interest payable < 12 12,264 102 12,162

Accrued expenses for Derivative products < 12 6 7 (1)


Payables to banks 627,019 267,277 359,743
Payables to other lenders > 12 95,486 83,793 11,693
Payables to other lenders < 12 32,752 19,702 13,050

Payables to other lenders for leases 128,238 103,495 24,743


Ordinary bonds > 12 399,726 0 399,726
Transactions costs for bonds (6,719) 0 (6,719)
Payables for bond issues 393,007 0 393,007
Other payables to subsidiaries (Financial) < 12 15,828 1,197 14,631
Correspondent C/As with subsidiaries 64,110 1,950 62,160
Financial payables to Subsidiaries, Associates and Parents 79,938 3,147 76,791
Derivative instruments (negative fair value) 7 0 7
Payables for financial instruments 7 0 7

Total financial liabilities 1,228,209 373,919 854,291

of which non-current portion 1,005,374 272,034 733,340

222,835 101,885 120,951


of which current portion

The following table contains a breakdown of payables to banks, divided into current and non-
current:

(Values in /000) December December Change December December Change


2013 2012 2013 2012

CURRENT NON-CURRENT

Debit balances 17,593 29,655 (12,062) - - -


Hot money (30-90 days) 20,294 20,290 4 - - -
Financing 53,279 29,090 24,189 535,853 188,241 347,612
Loans - - - - - -
Total Payables to Banks 91,166 79,036 12,131 535,853 188,241 347,612

Bank overdrafts amounted to 17,593 and mainly consisted of 3,094 for the Head Office and
14,397 for the Dubai branch.
Short-term loans in the form of hot money remained essentially unchanged compared to the
previous year, while other loans, totalling 589,132 at 31 December 2013, mainly related to:
- 354,992 from the subscription, on 10 December 2013, of an unsecured Term Loan
Facility (for a total of 425,000 also considering the amount attributable to the former
Impregilo S.p.A.) with a 3-year expiry, taken out to refinance debt assumed for the
public tender offer as well as some existing credit facilities. Banca IMI/Intesa
Sanpaolo SpA, BNP Paribas Italian Branch, Natixis SA Milan Branch, and UniCredit
SpA are involved in the transaction as Mandated Lead Arrangers, while Banco
Santander SA Milan Branch and Banco Bilbao Vizcaya Argentaria SA Milan Branch
are acting as Co-Arrangers;

Financial statements at 31 December 2013 265


Salini S.p.A.
- 100,220 relating to the BNP Paribas Export SACE loan attributable to the Head
Office, of which 19,626 representing the short-term portion, for the purchase of
machinery;
- 52,490 relating to the Intesa Sanpaolo loan, of which 9,490 representing the short-
term portion, connected to the execution of the Gibe 3 contract in Ethiopia;
- 35,000 relating to the Banca del Mezzogiorno loan, of which 4,683 representing the
short-term portion;
- 30,234 relating to the Cariparma medium/long term loan;
- 30,000 relating to the Banca Popolare Emilia Romagna medium/long term loan;
- 15,000 relating to the Banca Popolare di Bergamo short-term loan.
For the unsecured Term Loan Facility (former public tender offer loan) and the BNP Paribas
Export SACE loan transaction costs have also been recognised, after amortisation for the year,
for a total of 52,257.
The following table gives a detailed breakdown of loans and finance, solely for the principal
amount, net of transaction costs:

portion
2014 2015 2016 2017 2018
Lending bank type >5 Total
portion portion portion portion portion
years
Banca Pop. Emilia Romagna Loan 20,294 20,294
Intesa San Paolo Loan 9,490 25,000 18,000 52,490
Banca Popolare di Bergamo Loan 15,000 15,000
BNL Bnp Paribas SACE Loan 19,626 20,000 20,000 20,000 20,594 100,220
Banca del Mezzogiorno Loan 4,683 9,674 10,099 10,543 35,000
CBD Dubai Loan 1,974 1,974
BMCE Marocco Loan 5,796 5,796
Banca IMI Refinancing Loan 3,413 354,992 358,405
Cariparma Loan 30,234 30,234
Banca Pop. Emilia Romagna Loan 30,000 30,000

Total Loans 80,275 469,901 48,099 30,543 20,594 0 649,413

Payables due to other lenders totalled 128,238 and were composed as follows:

December December Change December December Change


2013 2012 2013 2012

CURRENT NON-CURRENT
Indirect factoring transactions 1,183 - 1,183 - - -
Leases 31,569 19,702 11,867 95,486 83,793 11,693
Total payables to other lenders 32,752 19,702 13,050 95,486 83,793 11,693

For the year 2013 there was an overall increase of 24,743 in Payables to Other Lenders
essentially due to the greater use of leases for the purchase of industrial machinery and
equipment especially for the Ethiopia branch.

Financial statements at 31 December 2013 266


Salini S.p.A.
On 23 July 2013 a senior unsecured bond issue was completed for a nominal amount of
400,000 with a 5-year maturity. The bonds, which have a minimum denomination of
100,000 and an annual gross coupon of 6.125%, were placed with primary international
institutional investors at a price of 99.477. Banca IMI S.p.A., Natixis and UniCredit Bank
acted as Joint Lead Managers and Joint Bookrunners for the placement of the bonds.
The securities, with issue date of 1 August 2013 and a maturity of 1 August 2018, will pay
interest annually. The liability recognised at 31 December 2013, of 393,007, includes the
transaction costs directly associated with the issue of the bond, which amounted to 6,719
after amortisation for the year.

Lastly, the Financial payables to Subsidiaries, Associates and Parents, which increased from 3,147 at
31 December 2012 to 79,938 at 31 December 2013, showed a marked increase mainly as a result of
the:
- debit balance on the correspondent current account opened on 7 October 2013 with the
subsidiary CMT I/S, amounting to 59,295;

- loan disbursed to the subsidiary Salini Namibia Pty Ltd. of 18 October 2013 for 12,358.

29. Provisions for risks and charges

Provisions for risks and charges totalled 41,512, and increased by 32,660 compared with 31
December 2012 as shown in the table below:

Work in progress Subsidiaries Completed Legal Tax Provisions


TOTAL
expenses losses hedge contracts risk disputes (No Deferred Tax)
(Values in /000)
Balance at 31.12.2012 374 2,640 20 727 5,091 8,852
Allocation to provisions 0 33,799 0 71 502 34,372
Balance Sheet use of the provision 0 0 0 (116) (836) (952)
Release of provision to Income
Statement (336) 0 0 (157) 0 (493)
Reclassifications and other changes 0 0 0 (268) 0 (268)

Balance at 31 December 2013 38 36,439 20 258 4,757 41,512

The individual items were broken down as follows:


- The provisions to cover the losses of subsidiaries are made in relation to the
commitments to cover losses exceeding subsidiaries equity. At 31 December 2013
these provisions amounted to 36,439 in relation to the coverage of losses accrued as
detailed below:

Financial statements at 31 December 2013 267


Salini S.p.A.

COMPANY (/000)
Groupment Italgisas in liquidation 842
Ital.Sa.Gi. Sp.Z.O.O. 222
Risalto 2
Salini Bulgaria AD 1,425
Tokwe Mukorsi Dam 121
Con.Sal. S.c.n.c. in liquidation 12
Variante di Valico Scarl in liquidation 5
Todini Costruzioni Generali 33,799
Other 10

Total 36,439

The accrual for the year 2013, totalling 33,799, incorporates the results of the impairment
tests carried out on the investee Todini Costruzioni Generali S.p.A.. The tests, identified the
need for a write-down of the carrying amount of the equity investment of 35.2 million, as
well as a provision to cover losses as reported above;
- provisions for risks on completed contracts, with a balance of 20, refer to the Poland
contract;
- the provision for risks on work in progress decreased during the period by 336 due to
the release of the legal expenses provision made in previous years;
- provisions for legal disputes, which shows a decrease for the year of 469 mainly due
to the release of provisions linked to social security positions closed during the 2013
(totalling 187) and the use of provisions by the Head Office (amounting to 78) and
the Uganda branch;
- the tax provisions consist of the allocations made for contingent liabilities for pending
lawsuits and provisions for legal expenses and amount to 4,757 mainly for the
provision made by the Ethiopia branch.

30. Other liabilities

Other liabilities totalled 32,938, of which 6,249 was the non-current portion and 26,688
the current portion, as detailed below:

December 2013 December 2012 Change

Social security payables 3,942 3,235 707


Other payables to parents 7,097 (7,097)
Other payables to subsidiaries 8,356 8,136 220
Other payables to associates 1,012 165 847
Other payables 19,628 23,712 (4,084)

Total other liabilities 32,938 42,346 (9,408)

of which non-current portion 6,249 6,853 (604)

of which current portion 26,688 35,493 (8,804)

Financial statements at 31 December 2013 268


Salini S.p.A.
Social security payables of 3,942 are in line with the prior period.
Other payables stand at 28,996 and include;
Payables to subsidiaries for share capital subscribed and not paid for the companies
Metro B S.r.l. (7,878), Salini Australia Pty Ltd. (118) and the Turkish company
Salini naat Taahht Sanayi ve Ticaret Anonim irketi (321);
Payables to associates mainly resulting from the share capital subscribed and not paid
to the Turkish company Gaziantep Hastane Salik Hizmetleri letme Yatirim Anonim
irketi (846);
Other payable, mainly resulting from the short-term payable to personnel of the Head
Office, the Dubai branch and the Ethiopia branch, totalling 10,801 and the
medium/long term payable to the Consorzio IRICAV Due of 5,733.

31. Employee benefits

Employee benefits totalled 1,856 and comprised the following:

(Values in /000) December December Change


2013 2012

Employee termination benefits 1,401 1,420 (19)

Other provisions for employees 455 441 14

Employee benefits 1,856 1,861 (5)

The loyalty bonus is governed by Article 66 of the national collective agreement of 5 July
1995 for the building industry. The agreement states that, from the 20th year of uninterrupted
and effective service, the employer shall pay the employee, each year, or on each subsequent
anniversary, a bonus equivalent to one months salary. In addition, in the event that an
employee who is already eligible for the bonus should be dismissed other than on disciplinary
grounds, the agreement states that the bonus shall continue to accrue for as many months as
there are whole months of service since the previous bonus vested. The loyalty bonus is thus
similar to a deferred salary and falls into the category of defined benefit plan.
The method used to measure defined benefit plans is the Projected Unit Credit Method
(PUCM).
To calculate the termination benefits accrued according to the PUCM, as described in the
accounting policies, the valuation is based on the following actuarial assumptions:

Demographic assumptions about employees who are entitled to receive the benefit,
such as:

Salini SpA

Death RG48 Tables

Disability INPS Tables

Turnover 20%

Annual advance rate 3%

Financial statements at 31 December 2013 269


Salini S.p.A.
The retirement age has been calculated, based on the date on which each employee
started work, by considering the first effective window according to the prevailing
legislation on pensions at the measurement date.

Financial/economic assumptions concerning the potential scenarios for benefits


calculations:
December 2013
Annual discount rate 2.50%
Annual rate of pay increase 3.00%
Annual inflation rate 2.00%

The following table illustrates the changes in the provision in question, highlighting the
effects on the statement of income, particularly the service cost classified under personnel
costs and the interest cost classified under financial expenses, the offsetting entry of
actuarial (gains)/losses is shareholders equity.
(Values in /000) Termination benefits Loyalty bonus

Balance at 1 January 2013 1,420 441


Disbursements (50) (61)

Service cost 0 14
Interest cost 38 12
Impact on statement of income 38 26

Actuarial (gains)/losses (7) 49


Impact on shareholders equity (7) 49

Balance at 31 December 2013 1,401 455

32. Trade payables

Trade payables totalled 280,712, as indicated in the following table:

(Values in /000) December December


Change
2013 2012

Payables to suppliers 184,693 154,769 29,925

Payables to subsidiaries 67,458 88,503 (21,045)

Payables to associates 21,230 21,151 79

Payables to parents 7,331 0 7,331

Trade payables 280,712 264,423 16,289

Financial statements at 31 December 2013 270


Salini S.p.A.
The geographical breakdown of the item is as follows:

(Values in /000) December December


2013 % 2012 % Change

ITALY 88,507 32% 90,544 34% (2,037)


ABU DHABI 4 0% 4 0% 0
PANAMA 3 0% 0 0% 3
DUBAI 14,283 5% 16,664 6% (2,381)
ETHIOPIA 130,451 46% 100,132 38% 30,319
JORDAN 8 0% 8 0% 0
GUINEA 0 0% 2 0% (2)
KAZAKHSTAN 24,285 9% 24,445 9% (160)
LIBYA 1,179 0% 48 0% 1,131
MOROCCO 609 0% 609 0% 0
ROMANIA 396 0% 0 0% 396
SIERRA LEONE 5,346 2% 11,290 4% (5,944)
TURKEY 0 0% 5 0% (5)
UGANDA 543 0% 2,698 1% (2,155)
ZIMBABWE 15,013 5% 17,969 7% (2,956)
CHILE 15 0% 5 0% 10
SINGAPORE 71 0% 0 0% 71

280,712 264,423 16,290

The overall increase in trade payables, from 264,423 at 31 December 2012 to 280,712 at 31
December 2013 is mainly attributable to the net effect of the greater debt position recognised
by the Ethiopia branch and the reduction in the payables recognised by the Zimbabwe,
Uganda, Sierra Leone and Dubai branches.
The Italy payables amount to 88,507.

33. Tax payables


Current tax payables amount to 16,102 and are broken down as follows:

(Values in /000) December December Change


2013 2012

Indirect taxes 8,581 3,801 4,780


Direct taxes 7,522 7,032 490
Current Tax Payables 16,102 10,833 5,270

The figure has increased by 5,270 compared to 31 December 2012. The item Indirect Taxes
mainly consists of the VAT payable recognised for the Ethiopia branch (amounting to 3,138)
and the Romania branch (amounting to 4,531), whereas the item Direct Taxes is
essentially made up of the IRPEF payable for employees attributable to the Head Office
(2,047) and Other Direct Taxes relating to income tax local personnel and withholding tax
on services both relating to the Ethiopia branch (totalling 4,739).
Financial statements at 31 December 2013 271
Salini S.p.A.

34. Related-party transactions

There are no material transactions with related parties, including intercompany transactions,
of a non-recurring or unusual and/or atypical nature.

The following tables contain information on material transactions of a capital, financial and
economic nature at 31 December 2013:

Total
Financial Total Provisions for risks and
Receivables Payables Total Costs financing
assets Revenues charges
income (costs)

Consorzio Fat 0 46 0 11 0 0 0

Corso del Popolo Eng 0 571 0 125 0 0 0

Corso del Popolo Spa 0 25 0 11 0 0 0

Maver 0 46 0 11 0 0 0

Perugia 219 0 46 0 11 0 0 0

Piscine dello Stadio 0 54 0 11 0 0 0

Piscine Scarl 0 35 0 30 0 0 0

Salini Malaysia 0 47,309 40 3,132 0 2,537 0

SALINI AUSTRALIA PTY LTD 0 1,174 184 158 0 136 0

SALINI IMPREGILO JV MUKORSI 0 40,484 15,527 51 0 (79) 120

Todini Costruzioni Generali 0 254,760 163 10,858 2,000 8,995 33,799


Todini SpA-Akkord Industry-Salini
SpA 0 6,603 0 0 89 11 0

J.V. TODINI-TAKENAKA LLC 0 592 0 0 0 0 0

Salini Rus OOO 600 9 0 9 0 0 0

Salini Nigeria 0 10,596 1,928 1,716 0 3,337 0

Salini India Private Limited 300 250 0 215 0 13 0

Salini Bulgaria EAD 815 1,190 0 69 10 33 1,425

CMT I/S 0 896 59,644 2,874 0 (348) 0

Salini Namibia 0 973 12,468 380 0 157 0

Salini Hydro Ltd 0 1,235 1,157 0 0 4,874 0

Salini Usa Inc. 566 18 0 0 0 3 0

Metro B1 0 9,147 43,754 845 26,568 0 0

Rimati 0 1,632 4,966 1 3,071 0 0

Metro B 0 282 7,878 268 0 0 0

Cogema 0 0 5,473 451 2,569 240 0

SACOLAV in liq. 0 0 36 0 0 (2) 0

Sama in liq. 0 0 68 0 0 (4) 0

TB Metro 1,658 105 0 5 0 29 0

Salini Polska ZOO 5,600 1,079 198 446 0 467 0

Empresa Costructora Metro 6 Ltda. 0 993 21 636 0 494 0

Salini Kolin GCF 0 0 0 415 0 0 0

Impregilo Salini Panama SA 0 0 0 1,176 0 151 0

Impregilo S.p.A 0 468 587 678 0 534,456 0

Salini Canada Inc. 0 0 7 0 4 0 0

Financial statements at 31 December 2013 272


Salini S.p.A.
Consorzio Mina de Cobre 0 0 5 0 3 0 0

Subsidiaries 9,539 380,619 154,103 24,593 34,314 555,500 35,344

CEDIV SPA 0 621 0 77 0 0 0

Co.Ge.Fin s.r.l. 0 46 0 11 0 0 0

Colle Todi S.c.a.r.l. in liquidation 0 46 0 11 0 0 0

Forum S.c.a.r.l. 0 0 174 0 0 0 0

Galileo scarl 0 27 0 11 0 0 0

G.A.B.I.RE. Srl 0 206 0 38 0 0 0


Groupment Italgisas (Morocco) IN
LIQUIDATION 740 0 0 0 0 0 842
Group. dentreprises Salini Strabag
(Guinea) 0 0 5 0 0 0 0

Gaziantep Hastane Saglik 0 902 0 55 0 0

Ital.Sa.Gi. Sp.Z.O.O. (Poland) 0 44 0 0 0 0 222

Risalto srl 0 0 0 0 0 0 2

Risalto S.r.l. RM in liquidation 0 0 0 0 0 0 0

Con.Sal. S.c.n.c. in liquidation 43 0 160 0 0 0 12


Variante di Valico S.c.a.r.l. (IN
LIQUIDATION) 0 0 0 0 0 0 5

Zeis Group 21 2,248 131 319 903 45 0

Salini Saudi Arabia 0 344 3 0 0 0 0

Madonna dei Monti 0 0 0 10 270 2 0

Group. dentr Salini Strabag-Guinea 0 289 497 0 0 0 0

Impregilo S.p.A. Morocco branch 0 0 0 0 0 0 0

J.V. Salini Acciona - Etiopia 0 1,054 0 0 0 0 0

Associates and affiliates 804 4,926 1,872 478 1,296 47 1,084

Consorzio Iricav Due 0 244 6,740 0 140 0 0

PANTANO S.C.R.L.(10.5%) 0 0 65 0 1 0 0

Other Companies 0 244 6,805 0 141 0 0

Salini Costruttori 65,000 91,680 4,884 70 14,696 6,263 0


SALINI SIMONPIETRO & C.
S.A.P.A. 0 47 14 0 0 0

Parent companies 65,000 91,727 4,884 84 14,696 6,263 0

35. Commitments and guarantees and contingent liabilities

Guarantees
The total value of guarantees given is 344,619 as detailed below:

Financial statements at 31 December 2013 273


Salini S.p.A.
(Values in /000) December 2013
Bonds for bank facilities 49,891
Bonds for finance leasing transactions 0
Bonds for warranties on work 657,422
Bonds for participation in bidding 32,266
Other bonds 25,567
Total direct guarantees given 765,146

Third-party guarantees issued to the Group


Guarantees issued by credit institutions and insurance companies in the interest of Italian and
foreign suppliers and subcontractors in relation to their contractual obligations towards the
Group totalled 82,386.

36. Information on risk management and financial instruments required by

IFRS 7
The principal market risks to which the Company is exposed are interest rate risk, exchange
rate risk, liquidity risk and credit risk.

Interest rate risk


The Company uses external sources of funding in the form of short-term and medium-/long-
term variable-rate debt.
Accordingly, an optimal balance must be found between fixed-rate and variable-rate debt in
the financing structure, in order to reduce financial costs and volatility, selectively
implementing hedging transactions through simple derivative instruments that convert
variable-rate debt to fixed-rate debt (IRS).
At 31 December 2013, the Company had two derivative contracts outstanding.
The following table summarises the key features of these transactions:
Contract Maturity Notional Fair value at 31
Type Currency
date date amount December 2013
IRS 12-Feb-2010 01-Aug-2016 EUR 1,711 (55)
CAP 13-May-10 01-Dec-2016 EUR 5,095 0

The change in fair value, recognised in the comprehensive income for the effective part, was
(7).
The fair value of the derivatives, amounting to (55), was recognised under non-current
financial liabilities.
With regard to the exposure to interest-rate, if 2013 interest rates had been 75 basis points
higher (or lower) on average, with all other variables constant and without considering cash
and cash equivalents, the pre-tax profit (loss) would have had a negative (positive) change of
4,121 million, (906 negative/positive for the income statement for the year 2012).
Exchange rate risk
In terms of exchange rate risk, Company policy is to preserve the monetary difference
between trade receivables and payables in foreign currency by borrowing in local currency.
At 31 December 2013, no cash flow hedges were in place for specific contracts.
Financial statements at 31 December 2013 274
Salini S.p.A.
The following table illustrates the main assets and liabilities in foreign currency at 31
December 2013, together with the results of the sensitivity analysis:

(Values in /000)

FOREIGN CURRENCY EXPOSURE SENSITIVITY


2013 2013

D D
STATEMENT STATEMENT
OF INCOME OF INCOME
LIABILITI Exchange
ASSETS NET EXCHANGE EXCHANGE
STATEMENT OF FINANCIAL ES rates at 31
(Currenc (Currency/0 RATE RATE
POSITION EXPOSURE (Currency/0 December
y/000) 00) EUR/Currenc EUR/Currenc
00) 2013
y y
+5% -5%
(EUR/000) (EUR/000)

Trade receivables
Amounts in United Arab Emirates Dirham
97,755 97,755 (965) 965 5.07
(Dubai)
Amounts in Tenge (Kazakhstan) 2,605,270 2,605,270 (613) 613 212.44
Amounts in Ethiopian Birr (Ethiopia) 113,130 113,130 (214) 214 26.40
Amounts in Moroccan Dirham (Morocco) 58,075 58,075 (258) 258 11.25
Amounts in Libyan Dinar (Libya) 270 270 (8) 8 1.70
Amounts in Zloty (Poland) (0) (0) 0 (0) 4.15
Amounts in Leone (Sierra Leone) 3,868,199 3,868,199 (33) 33 5,944.51
Amounts in Ugandan Schillings (Uganda) 0 0 0 0 3,484.63
Trade payables
Amounts in United Arab Emirates Dirham
(66,308) (66,308) 655 (655) 5.07
(Dubai)
Amounts in Tenge (Kazakhstan) (2,632,646) (2,632,646) 620 (620) 212.44
Amounts in Ethiopian Birr (Ethiopia) (130,451) (130,451) 247 (247) 26.40
Amounts in Moroccan Dirham (Morocco) (15,622) (15,622) 69 (69) 11.25
Amounts in Libyan Dinar (Libya) (1,179) (1,179) 35 (35) 1.70
Amounts in Zloty (Poland) (131,405) (131,405) 1,582 (1,582) 4.15
Amounts in Leone (Sierra Leone) (6,161,348) (6,161,348) 52 (52) 5,944.51
Amounts in Ugandan Schillings (Uganda) (1,918,846) (1,918,846) 28 (28) 3,484.63

TOTAL GROSS STATEMENT OF


6,742,699 (11,057,805) (4,315,106) 1,195 (1,195)
FINANCIAL POSITION EXPOSURE

Derivative instruments 0 0 0 0 0

TOTAL NET STATEMENT OF


6,742,699 (11,057,805) (4,315,106) 1,195 (1,195)
FINANCIAL POSITION EXPOSURE

Financial statements at 31 December 2013 275


Salini S.p.A.

Liquidity risk
The Company may be exposed to liquidity risk deriving, on the one hand, from a slowdown in
payments from clients, and on the other from potential difficulties in locating external sources
of funding to finance its industrial projects. Therefore, the Group dedicates special attention to
managing the resources generated or absorbed by operating and/or investment activities and
to the characteristics of the debt in terms of maturity and renewal in order to ensure effective
and efficient management of financial resources.
As a result, a number of policies and processes have been adopted to optimise the
management of financial resources in order to manage and mitigate liquidity risk:
tendency towards centralised management of collection and payment flows;
monitoring the available liquidity level;
optimising the lines of credit;
monitoring the forecast liquidity.

The following tables illustrate the Companys exposure to liquidity risk and maturity analysis:

(Values in /000)

Balance at 31 December 2013

TRADE DERIVATIVE
TOTAL
FINANCIAL PAYABLES INSTRUMENTS
PAYABLES
MATURITY
(/000) (/000) (/000) (/000)
a
d=a+b
b c
+c

Within 1 year 222,822 280,712 13 503,547


Between 1 and 2 years 431,066 0 451,504
Between 2 and 3 years 30,651 0 30,651
Between 3 and 5 years 543,657 0 543,657
Between 5 and 7 years 0 0 0
After 7 years 0 0 0

TOTAL 1,228,195 280,712 13 1,508,920

The maturities shown here have been analysed using non-discounted cash flows and the
amounts have been entered taking into account the first date on which payment could be
required.
To meet these liquidity requirements, the Company has cash reserves and generates cash flow
from operations.

Credit risk
Credit risk is represented by exposure to potential losses arising from non-performance of
obligations assumed by clients, nearly all of which are associated with sovereign states or
government bodies. Credit risk is thus linked to country risk.

Financial statements at 31 December 2013 276


Salini S.p.A.
At 31 December 2013 trade receivables totalled 306,527. The Company aims to minimise
credit risk through the overall management of operating working capital with respect to both
receivables from customers and payables to sub-contractors and suppliers that are typical of
the reference industry.

Classification of financial assets and liabilities


The following table illustrates the breakdown of the Companys assets and liabilities by
measurement category.
Assets and
Available- Total
31 December 2012 Loans and Assets held to liabilities at Liabilities at Fair
for-sale carrying
(Values in /000) receivables maturity fair value amortised cost value
assets amount
through P&L

Non-current assets

Loans to associate companies, subsidiaries and other Group companies 4,358 4,358 4,358

Financial assets deriving from concessions - -

Current assets

Trade receivables 193,945 193,945 193,945

Other current assets* 80,875 80,875 80,875

Current financial assets 241,848

Cash and cash equivalents 71,632 71,632 71,632

Non-current liabilities

Non-current financial liabilities 272,034 272,034 272,034

Current liabilities

Trade payables 264,423 264,423 264,423

Current financial liabilities 241,848 241,848 241,848

Other current liabilities* 80,875 80,875 80,875

Assets and
Available- Total
31 December 2013 Loans and Assets held to liabilities at Liabilities at Fair
for-sale carrying
(Values in /000) receivables maturity fair value amortised cost value
assets amount
through P&L

Non-current assets
Loans to associate companies, subsidiaries and other Group companies 4,350 4,350 4,350
Financial assets deriving from concessions - -
Current assets
Trade receivables 306,527 306,527 306,527
Other current assets* 71,510 71,510 71,510
Current financial assets 447,929 447,929 447,929
Cash and cash equivalents 49,904 49,904 49,904

Non-current liabilities
Non-current financial liabilities 1,005,374 1,005,374 1,005,374
Current liabilities
Trade payables 280,712 280,712 280,712
Current financial liabilities 222,835 222,835 222,835
Other current liabilities* 26,688 26,688 26,688

Financial statements at 31 December 2013 277


Salini S.p.A.

37. TRANSITION TO THE IAS/IFRS

INTRODUCTION
As stated in Note 1, as part of the project commenced in 2008 for the transition to the IAS/IFRS
for the presentation of the separate and consolidated financial statements of the most
significant Group companies, the Company, in order to bring itself into line with the
prevailing being used by companies in the construction industry and ensure access to
international tender contracts, exercised the right established in Articles 2 and 3 of Legislative
Decree 38 of 28 February 2005. Accordingly, the separate financial statements and the
consolidated financial statements at 31 December 2013 have been prepared in accordance
with the above-mentioned international financial reporting standards.
To that end, for the preparation of the above-mentioned document and the presentation of the
financial data and necessary comparison information, the date of transition to the IAS/IFRS
was designated as 1 January 2012.
In accordance with IFRS 1 First Time Adoption, the quantitative and qualitative information
on the effects of the transition to IFRS is provided below. In particular, this information
relates to the impact that the transition to the International Financial Reporting Standards
(IFRS) has had, with reference to the year 2012, on the financial position, earnings and cash
flows.
The that end, the following have been prepared:
notes concerning the rules for first time adoption of IFRS (IFRS 1), and the other
standards selected, including the assumptions of the directors on the standard and the
IFRS interpretations in force and the accounting policies adopted in the preparation of
these complete separate financial statements prepared in accordance with the IFRS at 31
December 2013.
The reconciliation between the shareholders equity in accordance with previous
accounting standards and the shareholders equity under IFRS at the following dates:
- date of transition to the IFRS (1 January 2012);
- date of closure of the last financial year for which financial statements were prepared
in accordance with the previous accounting standards (31 December 2012).
The reconciliation of the profit or loss reported in the last financial statements prepared in
accordance with the previous accounting standards (year 2012) with the profit or loss from
the application of the IFRS for the same year.
The comments to the reconciliations.
The IFRS statements of financial position at 1 January 2012 and at 31 December 2012 and
the IFRS consolidated income statement for the year ended 31 December 2012.
The statements of financial position at 1 January and at 31 December 2012 and the income
statement and the statement of comprehensive income for the year ended 31 December 2012
have been prepared by making the appropriate adjustments and reclassifications to the final
figures, prepared in accordance with the Italian laws and accounting standards, to reflect the
amendments to the basis of presentation, recognition and measurement required by the IFRS.
The financial statements and reconciliations have been prepared solely for the purpose of
preparing the first complete financial statements in accordance with the IFRS as adopted by
the European Union and do not contain the comparative data and the explanatory notes that
would be required to give a true and fair view of the consolidated statement of financial
position and results of operations of the Company in accordance with the IFRS.
It should be noted, moreover, that they have been prepared in accordance with International
Financial Reporting Standards (IFRS) currently in force, including the IFRS recently adopted
Financial statements at 31 December 2013 278
Salini S.p.A.
by the International Accounting Standards Board (IASB), the International Accounting
Standards (IAS) and the interpretations of the International Financial Reporting
Interpretations Committee (IFRIC), including those previously issued by the Standing
interpretations Committee (SIC). These standards are those in force at 31 December 2013.

FIRST-TIME ADOPTION RULES APPLIED IN THE TRANSITION TO THE IFRS


For the adoption of the international financial reporting standards the Company, on the basis
of the instructions given and the choices made by the Salini Group (now Salini Impregilo) has
applied IFRS 1. The main choices made, including the exemptions allowed by IFRS 1, with
details of those used in the preparation of the opening statement of financial position at 1
January 2012 and the financial statements at 31 December 2012, are listed below:
business combinations: IFRS 3 has not been applied retrospectively to business
combinations that occurred before the date of transition to the IFRS. Accordingly,
business combinations that occurred before 1 January 2012 are accounted for on the basis
of Previous Accounting Standards;
measurement of property, plant and equipment and intangible assets at fair value or,
alternatively, at revalued cost as deemed cost: fair value at the date of transition
calculated based on values obtained from an appraisal prepared by an independent third
party as been used for the category of assets classified as Investment property, whereas
cost has been used for the other asset categories. Also, in consideration of the information
provided above regarding business combinations, the cost calculated according to the
Previous Accounting Standard has been as the deemed cost for assets acquired through
such combinations;
cumulative translation differences: as permitted by IFRS 1, cumulative net exchange
differences arising from the translation of previous financial statements of foreign
operations have not been recognised at the transition date (1 January 2012); instead only
those arising after that date have been recognised.
employee benefits: all cumulative actuarial gains and losses at 1 January 2012 have been
recognised in full at the date of transition to the IFRS, as well as the actuarial gains and
losses arising subsequently.

STATEMENT OF RECONCILIATION BETWEEN THE SHAREHOLDERS


EQUITY AT 1 JANUARY 2012 AND AT 31 DECEMBER 2012 AND THE 2012
PROFIT OR LOSS

The differences arising from the application of the IFRS compared to the Italian accounting
standards, as well as the choices made by the Company in the accounting options provided by
the IFRS, have resulted in a restatement of the accounting figures prepared in accordance with
the previous Italian regulations on financial statements with effects on shareholders equity
that may be summarised as follows:

Financial statements at 31 December 2013 279


Salini S.p.A.

Shareholders equity al 1 January 2012

Italian accounting
(/000) Adjustments IAS/IFRS
standards

Shareholders equity 230,018 (3,160) 226,858


Shareholders equity at 31 December 2012

Italian accounting
(/000) Adjustments IAS/IFRS
standards

Shareholders equity 276,930 (15,728) 261,203

The reconciliation between the shareholders equity at 1 January 2012 and 31 December
2012, as well as the profit or loss at 31 December 2012, prepared on the basis of Italian
accounting standards and in accordance with the IFRS is provided below. The individual
adjust items are shown in the table after tax; the Tax effect on the reconciling items is
shown in a separate adjustment item.

Shareholders equity at Shareholders


Net
profit
(/000) Note
1 January 2012 equity at for the
year
2012
31.12.2012
Amounts according to the
230,018 276,930 45,044
Italian accounting standards
IAS/IFRS adjustments
Finance Leases (IAS 17) A 14,965 10,097 (4,868)
IAS 21 - Foreign exchange
B 2,906 1,030 181
effect
Valuation of equity investments
C 1,708 (9,368) (10,544)
at cost
Intangible assets D (369) (12) 357
Works in progress under
E (8,716) (5,546) 4,231
contract
Employee benefits F (190) (379) 6
Tax effect on the reconciling
(13,465) (11,550) (74)
items
Total net IAS/IFRS adjustments (3,160) (15,727) (10,710)
Amounts according to the
226,858 261,203 34,334
IFRS:

Financial statements at 31 December 2013 280


Salini S.p.A.

Financial statements at 31 December 2013 281


Salini S.p.A.

COMMENTS ON THE STATEMENT OF RECONCILIATION BETWEEN THE


SHAREHOLDERS EQUITY AT 1 JANUARY 2012 AND AT 31 DECEMBER 2012
AND THE 2012 PROFIT OR LOSS

The comments on the main IFRS adjustments are provided below:


A. Finance Leases (IAS 17). Finance leases, which substantially transfer to the Company
all risks and rewards incidental to ownership of the leased asset, are capitalised under
tangible fixed assets on inception of the lease at the fair value of the leased asset, or at
the present value of the lease payments, whichever is lower. This will be offset by a
payable for an equal amount, which is gradually reduced based on the lease repayment
plan. Lease payments are divided between the principal and interest, so as to obtain
the application of a constant interest rate on the residual balance (principal amount).
Interest is charged to the statement of income. The assets are depreciated over their
estimated useful life. The application of this standard has resulted in:
a. at 1 January 2012 an increase in shareholders equity of 14,965, before the
related tax effect of (4,699).
b. At 31 December 2012 an increase in shareholders equity of 10,097, before
the related tax effect of (3,181), with an effect on the 2012 income statement
of (4,868), before the related tax effect of 1,518.
B. The adoption of IAS 21 required the preparation of financial statements of foreign
branches using a single functional currency that, with the exception of branches in
Dubai and Abu Dhabi, was the Euro. The application of this standard has resulted in:
a. at 1 January 2012 an increase in shareholders equity of 2,914, before the
related tax effect of (6,743).
b. At 31 December 2012 an increase in shareholders equity of 765, before the
related tax effect of (7,117), with an effect of 1,434 on the 2012 income
statement, before the related tax effect of (374).
C. Investments accounted for using the cost method and elimination of deferrals on
intercompany sales. The adoption of IAS 27 has resulted in the measurement of
investments in subsidiaries, associates and joint ventures at cost. In the financial
statements prepared in accordance with Italian accounting standards, equity
investments in subsidiaries were measured at equity and, in accordance with this
approach, asset sales with those companies, which generated gains/losses, were
recognized according to the duration of the depreciation of the assets sold. The
application of these standards has resulted in:
a. at 1 January 2012 an increase in shareholders equity of 1,708, before the
related tax effect of (1,528).
b. At 31 December 2012 a decrease in shareholders equity of (9,485), before
the related tax effect of (1,715), with an effect of (11,194) on the 2012
income statement, before the related tax effect of 321.
D. Intangible assets. Some types of deferred costs are not capitalised in accordance with
IAS 38. This approach has resulted:

Financial statements at 31 December 2013 282


Salini S.p.A.
a. at 1 January 2012, in a decrease in shareholders equity of 369, before the
related tax effect of (331).
b. at 31 December 2012, in a decrease in shareholders equity of (12), before the
related tax effect of 49, with an effect of 357 on the 2012 income statement,
before the related tax effect of 380.
E. Works in progress under contract. The adoption of the international accounting
standards has resulted in adjustments on the work in progress measured according to
the cost-to- cost method, in order to incorporate the following effects: (i) inclusion
in the final contract costs of building site start-up costs, previously classified under
intangible assets according to the Italian accounting standards; (ii) restatement of the
work in progress in order to take account of IAS 17 for leased assets (accordingly, the
depreciation of the assets, rather than the lease payments, is considered in the final
costs), and subsequent valuation of the work in progress in foreign currency at
stratified billing exchange rates. This approach has resulted:
a. at 1 January 2012, in a decrease in shareholders equity of 8,716, before the
related tax effect of (1,297).
b. at 31 December 2012, in an increase in shareholders equity of (5,527), before
the related tax effect of 785, with an effect of 3,189 on the 2012 income
statement, before the related tax effect of (511).
F. Employee benefits. The negative adjustments to shareholders equity of (435) at 1
January 2012 and (471) at 31 December 2012 (before the tax effect of 118) referred
to the application of actuarial methods to the post-employment benefits and the
recognition of the loyalty bonus not posted for the under the Italian accounting
standards.

Financial statements at 31 December 2013 283


Salini S.p.A.

BREAKDOWN OF THE IFRS STATEMENT OF FINANCIAL POSITION AT 1


JANUARY 2012 AND AT 31 DECEMBER 2012 AND THE IFRS INCOME
STATEMENT FOR THE YEAR ENDED AT 31 DECEMBER 2012
In addition to the reconciliations of the shareholders equity at 1 January 2012 and at 31
December 2012 and the profit for the year 2012, a breakdown is provided below of the
statements of financial position at 1 January 2012 and at 31 December 2012 and the income
statement for the year 2012 showing the following in separate columns for each item: (a) the
amounts according to the Italian accounting standards;(b) the amounts according to the Italian
accounting standards reclassified according to the IFRS;(c) the adjustments for the transition
to the IFRS that had an effect on shareholders equity; (d) the total of the effects; (e) the
amounts according to the IFRS.

1 January 2012
(Values in /000) ITA GAAP Adj IAS/IFRS IAS/IFRS
ASSETS Reclassified
Property, plant and equipment 74,780 72,771 147,551
Investment property 0 0 0
Intangible assets 1,074 (793) 281
Investments in associates, subsidiaries and joint ventures 51,095 (3,089) 48,006
Other equity investments 122,873 0 122,873
Non-current financial assets 3,598 32 3,629
Other non-current assets 1,717 0 1,717
Deferred tax assets 9,103 (5,924) 3,179

Total non-current assets 264,239 62,997 327,236


Inventories 90,342 (130) 90,211
Amounts due from clients 185,028 (8,438) 176,590
Trade receivables 318,833 0 318,833
Current financial assets 0 0 0
Tax receivables 1,296 0 1,296
Other current assets 93,717 (7,809) 85,909
Cash and cash equivalents 211,375 0 211,375

Total current assets 900,592 (16,377) 884,215

Non-current assets held for sale 0 0 0

TOTAL ASSETS 1,164,831 46,620 1,211,451

Financial statements at 31 December 2013 284


Salini S.p.A.

SHAREHOLDERS EQUITY ITA GAAP Adj IAS/IFRS IAS/IFRS


(Values in /000) Reclassified
Total Share capital 62,400 0 62,400
(Treasury shares) 0 0 0
Legal reserve 0 0 0
Retained earnings (losses) 0 0 0
Other reserves 167,618 (3,160) 164,458
Other components of comprehensive income 0 0 0

Total capital and reserves 230,018 (3,160) 226,858

Net profit/(loss) 0 0 0

Total shareholders equity 230,018 (3,160) 226,858


ITA GAAP Adj IAS/IFRS IAS/IFRS
LIABILITIES Reclassified
Non-current financial liabilities 4,218 38,697 42,915
Provisions for risks and charges 6,953 0 6,953
Other non-current liabilities 5,943 0 5,943
Employee benefits 1,535 240 1,775
Deferred tax liabilities 0 2,672 2,672
Amounts due to clients after 12 months 475,220 0 475,220

Total non-current liabilities 493,868 41,609 535,476


Amounts due to clients within 12 months 163,857 (770) 163,088
Trade payables 127,240 0 127,240
Current financial liabilities 127,143 8,941 136,084
Tax payables 14,513 0 14,513
Other current liabilities 8,191 0 8,191

Total current liabilities 440,945 8,171 449,117


Non-current liabilities held for sale 0
TOTAL LIABILITIES 934,813 49,780 984,593

SHAREHOLDERS EQUITY AND LIABILITIES 1,164,831 46,620 1,211,451

31 December 2012

(Values in /000) ITA GAAP Adj IAS/IFRS IAS/IFRS Note


ASSETS Reclassified Reclassifications
Property, plant and equipment 96,045 112,443 208,488 [1]
Investment property 0 0 0
Intangible assets 1,294 (1,039) 255 [2]
Investments in associates, subsidiaries and joint ventures 372,728 (16,875) 355,853 [3]
Other equity investments 1,261 0 1,261
Non-current financial assets 3,070 1,289 4,358
Other non-current assets 2,670 1,732 4,402
Deferred tax assets 7,460 (3,558) 3,902 [4]

Total non-current assets 484,527 93,992 578,519

Financial statements at 31 December 2013 285


Salini S.p.A.
Inventories 111,148 298 111,446
Amounts due from clients 227,668 (51) 227,617 [5]
Trade receivables 434,778 (240,833) 193,945
Current financial assets 0 241,848 241,848
Tax receivables 12,628 (0) 12,628
Other current assets 86,005 (5,129) 80,875 [6]
Cash and cash equivalents 71,632 (0) 71,632

Total current assets 943,860 (3,868) 939,992

Non-current assets held for sale 0 0 0

TOTAL ASSETS 1,428,387 90,124 1,518,511

SHAREHOLDERS EQUITY ITA GAAP Adj IAS/IFRS IAS/IFRS Note


(Values in /000) Reclassified Reclassifications
Total Share capital 62,400 0 62,400
(Treasury shares) 0 0 0
Legal reserve 0 0 0
Retained earnings (losses) 0 (0) (0)
Other reserves 169,486 (10,783) 158,703
Other components of comprehensive income 0 5,765 5,765

Total capital and reserves 231,886 (5,017) 226,869

Profit/(loss) for the year 45,044 (10,710) 34,334

Total shareholders equity 276,930 (15,728) 261,203

ITA GAAP Adj IAS/IFRS IAS/IFRS Note


LIABILITIES Reclassified Reclassifications
Non-current financial liabilities 194,314 77,720 272,034 [7]
Provisions for risks and charges 9,467 (614) 8,852
Other non-current liabilities 5,957 896 6,853
Employee benefits 1,432 429 1,861 [8]
Deferred tax liabilities 0 5,838 5,838 [9]
Amounts due to clients after 12 months 416,500 0 416,500

Total non-current liabilities 627,670 84,268 711,939


Amounts due to clients within 12 months 130,061 2,675 132,736 [10]
Trade payables 282,110 (17,687) 264,423
Current financial liabilities 79,444 22,440 101,885 [7]
Tax payables 10,833 (0) 10,833
Other current liabilities 21,338 14,155 35,493

Total current liabilities 523,786 21,583 545,369


Non-current liabilities held for sale 0
TOTAL LIABILITIES 1,151,457 105,851 1,257,308

SHAREHOLDERS EQUITY AND LIABILITIES 1,428,387 90,124 1,518,511

Financial statements at 31 December 2013 286


Salini S.p.A.

31 December 2012
INCOME STATEMENT ITA GAAP Adj IAS/IFRS IAS/IFRS Note
(Values in /000) Reclassified Reclassifications
Revenues 685,022 1,033 686,054 [11]
Other Revenues and Earnings 58,542 1,173 59,715

Total Revenues 743,564 2,206 745,769


Cost of Sales 93,056 976 94,032
Service costs 502,723 (18,571) 484,152 [12]
Personnel costs 82,386 (228) 82,157
Amortisation, Depreciation and Write-downs 25,405 23,767 49,172 [13]
Other operating costs 7,672 348 8,021

Total Costs 711,242 6,292 717,534

Costs capitalised for internal work 0 0 0

Operating Profit (Loss) (EBIT) 32,322 (4,087) 28,235


Total financial income 45,656 13,999 59,655 [14]
Total Interest and Other Fin. Expenses 32,369 5,726 38,094 [15]
Income/(expenses) from equity-accounted investments 16,002 (14,674) 1,329 [16]

Profit (loss) before tax 61,612 (10,487) 51,125

Income tax for the year 16,568 223 16,791

Profit (loss) from Continuing Operations 45,044 (10,710) 34,334

Profit (loss) from Discontinued Operations 0 0 0

Net profit 45,044 (10,710) 34,334

COMMENTS ON THE MAIN CHANGES IN THE STATEMENT OF FINANCIAL


POSITION AND THE INCOME STATEMENT
Brief comments are provided below on the main changes in the items of the statement of
financial position shown in the column Adj IAS/IFRS.

Note 1 Property, plant and equipment Non-current financial assets


The increase of 38,010 in this item at 1 January 2012 and 25,603 at 31 December 2012 it is
attributable to the net effect of the following changes: (i) application of IAS 17 - Leased
assets, which led to the inclusion in the financial statements of the assets on financial lease;
(ii) effect of the translation of the financial statements of foreign subsidiaries prepared in
multi-currency accounting, to a single functional currency, as required by IAS 21.

Note 2 Intangible assets


The decrease in this item at 1 January 2012 and at 31 December 2012 of 793 and 1,039
respectively, is mainly attributable to the elimination of intangible assets (tender expenses and
advertising expenses) not capitalised in accordance with IAS 38, part of which have been
included in the measurement of the contract work in progress (building site start-up and
contract acquisition costs).
Financial statements at 31 December 2013 287
Salini S.p.A.

Note 3 Equity investments


The decrease in this item at 1 January 2012 and at 31 December 2012 is 3,089 and 16,875
respectively; the Company, in accordance with IFRS 1.31, has used the carrying amount at 31
December 2011 (determined in accordance with ITA GAAP) as the deemed cost for the
equity investments in subsidiaries; accordingly for the year 2012 effects from measurement
using the equity method have been eliminated.

Note 4 Deferred tax assets


The decrease in the item at 1 January 2012 and at 31 December 2012 of 5,924 and 3,558
respectively, is attributable to the calculation of the deferred taxes on the adjustments
recognised, upon conversion to IFRS of the individual items concerns, net of the reabsorption
arising from the change in the tax rates at 31 December 2012 compared to those in force at 1
January 2012.

Note 5 Amounts due from clients


The increase in the item is mainly due to the following effects: (i) inclusion in the final
contract costs of building site start-up costs, previously classified under intangible assets
according to the Italian accounting standards; (ii) restatement of the work in progress in order
to take account of IAS 17 for leased assets (accordingly, the depreciation of the assets, rather
than the lease payments, is considered in the final costs); (iii) valuation of the work in
progress in foreign currency at stratified billing exchange rates.

Note 6 Other current assets


The change in the items is due to reclassifications of lease prepayments under current/non-
current financial liabilities.

Note 7 Non-current/current financial liabilities


The change in the items is attributable to the inclusion of the payables to other lenders in
relation to finance leases.

Note 8 Employee benefits


The positive adjustments of 240 at 1 January 2012 and 429 at 31 December 2012 referred
to the application of actuarial methods to the post-employment benefits and the recognition of
the loyalty bonus not posted for the under the Italian accounting standards.

Note 9 Deferred tax liabilities


The adjustments (2,672 at 1 January 2012 and 5,838 at 31 December 2012) are attributable
to the calculation of the deferred taxes on IFRS adjustments recognised, net of the
reabsorption arising from the change in the tax rates at 31 December 2012 compared to those
in force at 1 January 2012.

Financial statements at 31 December 2013 288


Salini S.p.A.
Note 10 Amounts due to clients
The increase in the item at 1 January 2012 and at 31 December 2012 is attributable to the
following changes: restatement of the work in progress in order to take account of IAS 17 for
leased assets (accordingly, the depreciation of the assets, rather than the lease payments, is
considered in the final costs), and subsequent valuation of the work in progress in foreign
currency at stratified billing exchange rates; enlargement of the consolidation scope.

Note 11 Revenues
The increase in revenues of 1,033 is mainly due to the net effect of the following changes:
(ii) restatement of the work in progress in order to take account of IAS 17 for leased assets
(accordingly, the depreciation of the assets, rather than the lease payments, is considered in
the final costs); (i) inclusion in the measurement of the contract work in progress of building
site start-up and contract acquisition costs, posted under intangible assets according to the
previous Italian accounting standards.

Note 12 Service costs


The decrease of 18,571 in service costs is due to the elimination of the costs for lease fees, in
accordance with IAS 17.

Note 13 Amortisation, depreciation, provisions and impairment losses


The adjustment of 23,767 in the item it is due entirely to the effect arising from the reversal
of the amortisation of intangible assets that can no longer be capitalised.

Note 14 Financial Income/Expense


The adjustments to financial income and expense are attributable to the effects of the
application of amortised cost, as well as the application of IAS 21, which have resulted in the
recognition in the income statement of exchange differences arising during the year and
recognized in a reserve for the translation of financial statements of foreign branches with
multi-currency accounting.

Note 15 Income/(expenses) from equity-accounted investments


The decrease of 14,674 in this item is attributable to the effect of the application of IFRS
1.31, as reported in Note 3 above.

Financial statements at 31 December 2013 289


Salini S.p.A.

38. Subsequent events


For significant events occurring after the end of the 2013 reporting period, see the Directors
report.

The Board of Directors

Financial statements at 31 December 2013 290


Separate financial statements Annex

Annex 1 - Changes in equity investments


The equity investments of Salini S.p.A. are shown below:
(Values in /000)
31 De ce mbe r 2012 Change during the ye ar 2013 31 De ce mbe r 2013

Re valuation
Provis ion Provis ion Re le as e /Us e
Original Cos t Re valuations Write -downs B alance Re clas s ./Acq./Dis p. Divide nds s / write - Othe r change s Total Original Cos t Write -downs
Re clas s ification Accrual Provis ions
downs
a) Equity inve s tme nts in s ubs idiarie s
JV Todini - Akkord - Salini 2,055 0 0 2,055 0 0 0 0 0 0 0 0 2,055 0
SALINI AUSTRALIA PTY LTD 8 0 0 8 2,813 0 0 0 0 0 0 2,813 2,820 0
CO.GE.MA. SPA 2,059 0 0 2,059 0 0 0 0 0 0 0 0 2,059 0
CMT I/S 1,922 0 0 1,922 15,000 0 0 0 0 0 0 15,000 16,922 0
Impregilo SpA 0 0 0 0 1,253,318 0 0 0 0 0 0 1,253,318 1,253,318 0
HEMUS MOTORWAY AD 338 0 0 338 0 0 0 0 0 0 0 0 338 0
Salini India P rivate Limited 240 0 0 240 (240) 0 0 0 0 0 0 (240) 0 0
Metro B1 Scarl 1,953 0 0 1,953 0 0 0 0 0 0 0 0 1,953 0
Metro B s.r.l. 10,504 0 0 10,504 0 0 0 0 0 0 0 0 10,504 0
Risalto S.r.l. RM in liquidation 0 0 0 0 80 0 0 0 0 0 0 80 80 0
RIMATI SCARL 699 0 0 699 0 0 0 0 0 0 0 0 699 0
SAMA Scarl in liquidation 41 0 0 41 0 0 0 0 0 0 0 0 41 0
Salini Hydro Ltd 2,692 0 0 2,692 0 0 0 0 0 0 0 0 2,692 0
Salini Kolin Cgf Joint Venture 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sa.Co.Lav. S.c. a r.l. 10 0 0 10 0 0 0 0 0 0 0 0 10 0
Salini Malaysia SDN 610 0 0 610 0 0 0 0 0 0 0 0 610 0
Salini Polska Sp. Z.o.o. 55 0 0 55 0 0 0 0 0 0 0 0 55 0
Salini RUS OOO 74 0 0 74 (74) 0 0 0 0 0 0 (74) 0 0
Todini Costruzioni Generali SpA 34,964 237 0 35,201 (35,201) 0 0 0 0 0 0 (35,201) 0 0
TB METRO SRL 173 0 0 173 (138) 0 0 0 0 0 0 (138) 36 0
Variante di Valico Scarl in liquidation 0 0 0 0 38 0 0 0 0 0 0 38 38 0
EMP RESA CONSTRUCTORA METRO 6 Ltd 0 0 0 0 21 0 0 0 0 0 0 21 21 0
IMPREGILO SALINI (PANAMA), S.A. 0 0 0 0 4 0 0 0 0 0 0 4 4 0
Salini USA, INC 0 0 0 0 15 0 0 0 0 0 0 15 15 0
Consorzio Mina de Cobre 0 0 0 0 5 0 0 0 0 0 0 5 5 0
Salini Canada Inc. 0 0 0 0 7 0 0 0 0 0 0 7 7 0
SALINI INS.TAAH.SAN.VE TIK. ANONIM SIRKETI 0 0 0 0 18 0 0 0 0 0 321 339 339 0
Third parties 2 0 0 2 0 0 0 0 0 0 0 0 2 0
Total 58,401 237 0 58,638 1,235,666 0 0 0 0 0 321 1,235,987 1,294,624 0

a) Equity inve s tme nts in as s ociate s


Forum S.c.a.r.l. 10 0 0 10 0 0 0 0 0 0 0 0 10 0
Groupment Italgisas (Morocco) IN LIQ. 186 0 186 0 0 0 0 0 0 0 0 0 186 186
Group. d'entreprises Salini Strabag (Guinea) 5 0 0 5 0 0 0 0 0 0 0 0 5 0
Ital.Sa.Gi. Sp.Z.O.O. (Poland) 325 0 325 0 0 0 0 0 0 0 0 0 325 325
Impregilo SpA 297,141 0 0 297,141 (297,141) 0 0 0 0 0 0 (297,141) 0 0
Risalto srl 30 0 0 30 (30) 0 0 0 0 0 0 (30) 0 0
Joint Venture Salini-Acciona (Ethiopia) 9 0 0 9 0 0 0 0 0 0 0 0 9 0
Con.Sal. S.c.n.c. in liquidation 5 0 5 0 0 0 0 0 0 0 0 0 5 5
S. Ruffillo S.c.a.r.l. 21 0 0 21 0 0 0 0 0 0 0 0 21 0
Variante di Valico Scarl (IN LIQ.) 30 0 0 30 (30) 0 0 0 0 0 0 (30) 0 0
Gaziantep Hastane Saglik 0 0 0 0 1,129 0 0 0 0 0 0 1,129 1,129 0
Total 297,763 0 516 297,247 (296,072) 0 0 0 0 0 0 (296,072) 1,691 516

c) Othe r e quity inve s tme nts


Autostrade To- Milano S.p.A. 1,126 0 0 1,126 (1,126) 0 0 0 0 0 0 (1,126) 0 0
Consorzio Iricav Due 70 0 0 70 0 0 0 0 0 0 0 0 70 0
C.R.R. GG.OO. SPA 0.5% 26 0 0 26 (26) 0 0 0 0 0 0 (26) 0 0
I.S.V.E.U.R.-SPA (1%) 34 0 0 34 0 0 0 0 0 0 0 0 34 0
PANTANO S.C.R.L.(10.5%) 4 0 0 4 0 0 0 0 0 0 0 0 4 0
Total 1,261 0 0 1,261 (1,152) 0 0 0 0 0 0 (1,152) 109 0

Provis ions for ris ks on e quity inve s tme nts


Groupment Italgisas (Morocco) IN LIQ. 0 0 0 842 0 0 0 0 0 0 0 0 0 0
Ital.Sa.Gi. Sp.Z.O.O. (Poland) 0 0 0 222 0 0 0 0 0 0 0 0 0 0
Risalto srl 0 0 0 2 0 0 0 0 0 0 0 0 0 0
Salini Bulgaria AD 0 0 0 1,425 0 0 0 0 0 0 0 0 0 0
Tokwe Mukorsi Dam 0 0 0 121 0 0 0 0 0 0 0 0 0 0
Con.Sal. S.c.n.c. in liquidation 0 0 0 12 0 0 0 0 0 0 0 0 0 0
Todini Costruzioni Generali 0 0 0 0 0 0 0 0 33,799 0 0 33,799 0 0
Variante di Valico Scarl in liquidation 0 0 0 5 0 0 0 0 0 0 0 0 0 0
Third parties 0 0 0 10 0 0 0 0 0 0 0 0 0 0
Total 0 0 0 2,640 0 0 0 0 33,799 0 0 33,799 0 0

Separate financial statements at 31 December 2013 291


The list of equity investments held at 31.12.2013 and related information required by Articles 2427 and 2429 (last paragraph) of the Italian Civil Code is as follows:

31/12/2013
Amounts in thousands
Profit/(loss) Salini Salini Financial
Date of Shareholders' Profit % Shareholders
Registered Office Assets Liabilities Costs Revenues for the year, carrying Statements Risk
Establishment equity (Loss) Holding equity, pro rata
pro-rata amount Provision

Subsidiaries:
CO.GE.MA. S.p.A. 07/04/1982 Rome (Italy) 12,091 9,896 2,195 7,518 8,679 1,161 100.00% 1,161 2,195 2,059 0
Hemus Motorway AD (in liquidation) 05/08/2004 Sofia (Bulgaria) 660 2 658 3 0 (3) 51.00% (2) 336 338 0
J. V. Salini Impregilo Mukorsi (*) 20/09/1996 Mukorsi (Zimbabwe) 86,753 86,746 7 66,322 66,322 0 99.90% 0 7 0 121
Metro b1 s.c. a r l 27/10/2004 Rome (Italy) 69,407 66,988 2,419 37,604 37,604 0 80.70% 0 1,952 1,953 0
RI.MA.T.I. s.c a .r.l. 27/10/2004 Rome (Italy) 6,064 5,227 837 3,799 3,799 0 83.42% 0 698 699 0
Sa.Co.Lav. S.c.a r.l.. (in liq.) 08/05/2000 Rome (Italy) 51 40 12 1 2 1 100.00% 1 12 10 0
Sa.Ma S.c. a r.l. (IN LIQ.) 12/01/1999 Rome (Italy) 73 21 52 2 4 2 99.00% 2 51 41 0
Salini Hydro Limited 11/08/1993 Dublin (Ireland) 3,867 1,701 2,166 1,314 1,446 132 100.00% 132 2,166 2,692 0
Salini Bulgaria EAD 06/08/2008 Sofia (Bulgaria) 91 2,039 (1,948) 349 50 (299) 100.00% (299) (1,948) 0 1,425
Salini Nigeria ltd 03/01/2001 Abuja (Nigeria) 412,562 401,248 11,314 105,734 112,597 6,863 99.00% 6,794 11,201 0 0
TB Metro S.r.l. 13/03/2008 Rome (Italy) 1,842 1,770 72 34 8 (26) 51.00% (13) 37 36 0
Salini Malaysia SDN 13/01/2009 Kuala Lumpur (Malaysia) 127,370 124,300 3,070 182,179 182,175 (4) 90.00% (4) 2,764 610 0
CMT Danimarca 28/02/2011 Copenhagen (Denmark) 256,796 225,152 31,644 306,997 324,127 17,130 99.99% 17,128 31,640 16,922 0
Salini Polska Zoo 31/03/2011 Rome (Italy) 52,565 52,006 559 137,170 137,863 693 100.00% 693 559 55 0
Metro B Srl 07/02/2012 Rome (Italy) 4,870 1,369 3,501 2,897 1,990 (907) 52.52% (476) 1,839 10,504 0
Salini Rus OOO 03/09/2012 Moscow (Russia) 198 612 (414) 1,004 587 (417) 99.00% (413) (410) 0 0
Todini Akkord Salini JV Activity - Ucraina 29/09/2011 Rivne (Ukraine) 64,691 53,901 10,790 27,418 18,331 (9,087) 40.00% (3,635) 4,316 2,065 0
SALINI AUSTRALIA Pty Ltd 13/0672012 Brisbane 2,911 1,680 1,231 6,504 5,308 (1,196) 100.00% (1,196) 1,231 2,820 0
SALINI INDIA PRIVATE 24/11/2011 Haryana 204 574 (370) 588 96 (492) 95.00% (467) (352) 0 0
SALINI SINGAPORE 06/12/2012 Singapore 6 27 (21) 19 1 (18) 100.00% (18) (21) 0 0
Salini Kolin CFG JV - Turkey 14/10/2011 Kocaeli (Turkey) 20,062 13,611 6,451 62,910 67,877 4,967 38.00% 1,887 2,451 0 0
Salini Inaat taahht Sanayi ve Ticaret Anonim Sirketi 18/11/2013 Istanbul (Turkey) 10 0 10 8 0 (8) 100.00% (8) 10 339 0
Salini USA Inc. 04/10/2012 New Jersey (USA) 662 721 (59) 73 0 (73) 100.00% (73) (59) 15 0
Salini Namibia Pty Ltd. 20/02/2013 Windhoek (Namibia) 26,761 26,570 191 3,184 3,401 217 100.00% 217 191 1 0
Empresa Constructora Metro 6 Ltda 04/03/2013 Santiago del Chile (Chile) 32,025 31,713 312 23,629 23,972 343 51.00% 175 159 21 0
Consorzio Mina de Cobre 30/01/2013 Milan (Italy) 13,476 3,476 10,000 3,476 3,476 0 50.00% 0 5,000 5 0
Impregilo Salini (Panama) S.A. 21/01/2013 Panama 1,017 257 760 3,704 4,493 789 50.00% 395 380 4 0
Consorzio Libyan Expressway Contractors 26/09/2013 Milan (Italy) 310 300 10 40 40 0 15.50% 0 2 1 0
Risalto S.r.l. IN LIQ. (**) 10/06/2002 Rome (Italy) 105 34 71 1 0 (1) 66.66% (1) 47 80 2
Variante di Valico Scarl (IN LIQ. ) (**) 13/10/2004 Rome (Italy) 80 1 79 1 0 (1) 66.66% (1) 53 38 5
Subsidiaries total 1,197,580 1,111,982 85,599 984,482 1,004,247 19,766 21,980 66,507 41,308 1,553

(*) Costs and revenues divided pro-rata among the partners


(**) Unconsolidated companies
The list of equity investments held at 31.12.2013 and related information required by Articles 2427 and 2429 (last paragraph) of the Italian Civil Code is as follows:

31/12/2013
Amounts in thousands
Profit/(loss) Salini Salini Financial
Date of Shareholders' Profit % Shareholders
Registered Office Assets Liabilities Costs Revenues for the year, carrying Statements Risk
Establishment equity (Loss) Holding equity, pro rata
pro-rata amount Provision

Associates:
Con.Sal. S.c.n.c. IN LIQ. (****) 10/5/83 Rome (Italy) 555 608 (53) 22 10 (12) 30.00% (4) (16) 0 12
Forum S.c.a.r.l. 20/02/1996 Rome (Italy) 1,267 1,215 52 2 2 0 33.33% 0 17 10 0
Group. d'entreprises Salini Strabag (**) 22/12/1995 Guinea 1,195 1,184 10 382 486 103 50.00% 52 5 5 0
Groupement Italgisas (IN LIQ.)(*) 03/06/1992 Kenitra (Morocco) 144 2,951 (2,807) 3 0 (3) 30.00% (1) (842) 0 842
Ital.Sa.Gi. Sp.Z.O.O. (***) 20/07/1994 Katowice (Poland) 0 0 0 0 0 0 33.00% 0 (221) 0 222
J. V. Salini Acciona (**) 27/10/1998 Addis Ababa (Ethiopia) 178,225 172,413 5,812 2,952 2,952 0 50.00% 0 2,906 9 0
S. Ruffillo - S.c. a r.l. 08/02/2000 Rome (Italy) 41,824 41,764 60 208 208 0 0.00% 0 0 21 0
Associates total 223,210 220,136 3,074 3,569 3,658 88 47 1,849 45 1,076

(*) Final position at 31.12.2005


(**) Costs and revenues divided pro-rata among the partners; final position at 31.12.2012
(***) Final position at 31.12.2002
(****) Final position at 31.12.2012
Statement on the separate financial statements pursuant to article 81-ter of Consob
regulation no. 11971 of 14 May 1999 and subsequent amendments and integrations

1 Pietro Salini, as CEO, and Massimo Ferrari, as manager in charge of financial reporting,
of Salini Impregilo S.p.A., considering the provisions of article 154-bis.3/4 of Legislative
decree no. 58 of 24 February 1998, state:

that the administrative and accounting procedures are adequate given the
companys characteristics; and

that they were actually applied

during 2013 to prepare the separate financial statements.

2 No significant issues arose.

3 Moreover, they state that:

3.1 the separate financial statements:


a) have been prepared in accordance with the applicable International Financial
Reporting Standards endorsed by the European Community pursuant to EC
regulation 1606/2002 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 of the Issuer
at 31 December 2013 and its results of operations and cash flows for the year
then ended;
3.2 the Directors Report includes a reliable analysis of the financial position and
results of operations of the Issuer, together with information about the main risks
and uncertainties to which they are exposed.

Milan, 19 March 2014

Chief Executive Officer Manager in charge of financial reporting

Separate financial statements at 31 December 2013 1


Pietro Salini Massimo Ferrari
(signed on the original) (signed on the original)
Statement on the consolidated financial statements pursuant to article 81-ter of Consob
regulation no. 11971 of 14 May 1999 and subsequent amendments and integrations

1 Pietro Salini, as CEO, and Massimo Ferrari, as manager in charge of financial


reporting, of Salini Impregilo S.p.A., considering the provisions of article 154-
bis.3/4 of Legislative decree no. 58 of 24 February 1998, state:

that the administrative and accounting procedures are adequate given the groups
characteristics; and

that they were actually applied

during 2013 to prepare the consolidated financial statements.

2 No significant issues arose.

3 Moreover, they state that:

3.1 the consolidated financial statements:


a) have been prepared in accordance with the applicable International Financial
Reporting Standards endorsed by the European Union pursuant to EC
Regulation 1601/2002 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 31
December 2012 and the results of operations and cash flows for the year then
ended of the Issuer and its consolidated companies;
3.2 the Directors Report includes a reliable analysis of the financial position and
results of operations of the Issuer and the consolidated companies, together with
information about the key risks and uncertainties to which they are exposed.

Milan, 19 March 2014


Chief Executive Officer Manager in charge of financial reporting
Pietro Salini Massimo Ferrari
(signed on the original) (signed on the original)
Salini S.p.A. (incorporated into Salini Impregilo S.p.A.)
Financial Statements as of December 31, 2013

Independent auditors report


pursuant to art. 14 and 16 of Legislative Decree n. 39 dated 27 January 2010

(Translation from the original Italian text)


Reconta Ernst & Young S.p.A. Tel: +39 06 324751
Via Po, 32 Fax: +39 06 32475504
00198 Roma ey.com

Independent auditors report


pursuant to art. 14 and 16 of Legislative Decree n. 39 dated 27 January 2010
(Translation from the original Italian text)

To the Shareholders
of Salini Impregilo S.p.A. (which has incorporated Salini S.p.A.)

1. We have audited the financial statements of Salini S.p.A. as of December 31, 2013 and for the year then ended, comprising the
statement of income, the statement of comprehensive income, the statement of financial position, the statement of changes in
equity, the statement of cash flows and the notes to the financial statements. Effective January 1, 2014, the Company was merged
by incorporation into its subsidiary Impregilo S.p.A.. The preparation of these financial statements in compliance with International
Financial Reporting Standards as adopted by the European Union and with art. 9 of Legislative Decree n. 38/2005 is the
responsibility of Salini Impregilo S.p.A.s Directors, the Company resulting from the above mentioned merger by incorporation. Our
responsibility is to express an opinion on these financial statements based on our audit. The aforementioned financial statements
have been prepared for the first time in accordance with the International Financial Reporting Standards as adopted by the
European Union.

2. We conducted our audit in accordance with auditing standards recommended by CONSOB (the Italian Stock Exchange Regulatory
Agency). In accordance with such standards, we planned and performed our audit to obtain the information necessary to determine
whether the financial statements are materially misstated and if such financial statements, taken as a whole, may be relied upon.
An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, as well
as assessing the appropriateness of the accounting principles applied and the reasonableness of the estimates made by Directors.
We believe that our audit provides a reasonable basis for our opinion.

The financial statements of the prior year prepared in compliance with International Financial Reporting Standards as adopted by the
European Union, are presented for comparative purposes. Furthermore, the note n. 37 to the financial statements describes the
effects of the transition to the International Financial Reporting Standards as adopted by the European Union. We have examined the
information presented in the aforementioned note for the purpose of expressing our opinion on the financial statements as of 31
December 2013 and for the year then ended.

3. In our opinion, the financial statements of Salini S.p.A. at 31 December 2013 have been prepared in accordance with International
Financial Reporting Standards as adopted by the European Union; accordingly, they present clearly and give a true and fair view of
the financial position, the results of operations and the cash flows of Salini S.p.A. for the year then ended.

Reconta Ernst & Young S.p.A.


Sede Legale: 00198 Roma - Via Po, 32
Capitale Sociale 1.402.500,00 i.v.
Iscritta alla S.O. del Registro delle Imprese presso la C.C.I.A.A. di Roma
Codice fiscale e numero di iscrizione 00434000584
P.IVA 00891231003
Iscritta allAlbo Revisori Contabili al n. 70945 Pubblicato sulla G.U. Suppl. 13 - IV Serie Speciale del 17/2/1998
Iscritta allAlbo Speciale delle societ di revisione
Consob al progressivo n. 2 delibera n.10831 del 16/7/1997

A member firm of Ernst & Young Global Limited


4. We draw the attention to the following matters:

the voluntary public tender offer launched by Salini S.p.A. for the acquisition of all the Impregilo S.p.A.
ordinary shares, was completed in the first half of 2013, resulting in the acquisition of control. On 26
November 2013, the deed of merger of Salini S.p.A. in Impregilo S.p.A. was signed. Starting from the
effective date of the merger on 1 January 2014, the Company resulting from the merger was renamed
into Salini Impregilo S.p.A.. The relevant effects for civil, accounting and fiscal purposes have started
as of the said date. Additional details are disclosed in the Directors Report;

in December 2013, the Board of Directors of Salini S.p.A. resolved to dispose of its interest in Todini
Costruzioni Generali S.p.A.. As a consequence, as of December 31, 2013, the Salini Group accounted
for its investment in Todini S.p.A. in accordance with IFRS 5. Additional details are disclosed in note 19
to the financial statements and in the Chapter Non-current assets held for sale of the Directors
Report;

the Directors have disclosed the significant developments of the issues connected to the activities
related to the realization and management of the Urban Solid Waste disposal plants in Campania
operated by Fibe S.p.A. and Fibe Campania S.p.A. (merged into Fibe S.p.A.), owned through the
subsidiary Impregilo S.p.A.. Additional details are disclosed in the Chapter Non-current assets held
for sale of the Directors Report.
5. The Directors of Salini Impregilo S.p.A., the Company resulting from the above mentioned merger, are responsible for the
preparation of the Directors report in accordance with the applicable laws. Our responsibility is to express an opinion on the
consistency of the Directors report with the financial statements as required by law. For this purpose, we have performed the
procedures required under Auditing Standard 001 issued by the Italian Accounting Profession (CNDCEC) and recommended by
CONSOB. In our opinion the Directors report is consistent with the financial statements of Salini S.p.A. at 31 December 2013.

Rome, April 14, 2014

Reconta Ernst & Young S.p.A.


Signed by: Mauro Ottaviani, partner

This report has been translated into the English language solely for the convenience of international readers.

Reconta Ernst & Young S.p.A.


Sede Legale: 00198 Roma - Via Po, 32
Capitale Sociale 1.402.500,00 i.v.
Iscritta alla S.O. del Registro delle Imprese presso la C.C.I.A.A. di Roma
Codice fiscale e numero di iscrizione 00434000584
P.IVA 00891231003
Iscritta allAlbo Revisori Contabili al n. 70945 Pubblicato sulla G.U. Suppl. 13 - IV Serie Speciale del 17/2/1998
Iscritta allAlbo Speciale delle societ di revisione
Consob al progressivo n. 2 delibera n.10831 del 16/7/1997

A member firm of Ernst & Young Global Limited


Salini S.p.A. (incorporated into Salini Impregilo S.p.A.)
Consolidated Financial Statements as of December 31, 2013

Independent auditors report


pursuant to art. 14 and 16 of Legislative Decree n. 39 dated 27 January 2010

(Translation from the original Italian text)


Reconta Ernst & Young S.p.A. Tel: +39 06 324751
Via Po, 32 Fax: +39 06 32475504
00198 Roma ey.com

Independent auditors report


pursuant to art. 14 and 16 of Legislative Decree n. 39 dated 27 January 2010
(Translation from the original Italian text)

To the Shareholders
of Salini Impregilo S.p.A. (which has incorporated Salini S.p.A.)

1. We have audited the consolidated financial statements of Salini S.p.A. and its subsidiaries, (the Salini Group) as of December
31, 2013 and for the year then ended, comprising the consolidated statement of income, the consolidated statement of
comprehensive income, the consolidated statement of financial position, the consolidated statement of changes in equity, the
consolidated statement of cash flows and the notes to the consolidated financial statements. Effective January 1, 2014, the
Company was merged by incorporation into its subsidiary Impregilo S.p.A.. The preparation of these financial statements in
compliance with International Financial Reporting Standards as adopted by the European Union and with art. 9 of Legislative
Decree n. 38/2005 is the responsibility of Salini Impregilo S.p.A.s Directors, the Company resulting from the above mentioned
merger by incorporation. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with auditing standards recommended by CONSOB (the Italian Stock Exchange Regulatory
Agency). In accordance with such standards, we planned and performed our audit to obtain the information necessary to determine
whether the consolidated financial statements are materially misstated and if such financial statements, taken as a whole, may be
relied upon. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial
statements, as well as assessing the appropriateness of the accounting principles applied and the reasonableness of the estimates
made by Directors. We believe that our audit provides a reasonable basis for our opinion.

The consolidated financial statements of the prior year are presented for comparative purposes. As described in the notes to the
consolidated financial statements, Directors have restated certain comparative data related to the prior year with respect to the data
previously presented, on which we issued our auditors report dated 11 June 2013. We have examined the method used to restate the
comparative financial data and the information presented in the notes to the consolidated financial statements in this respect, for the
purpose of expressing our opinion on the consolidated financial statements as of 31 December 2013 and for the year then ended.

3. In our opinion, the consolidated financial statements of the Salini Group at 31 December 2013 have been prepared in accordance
with International Financial Reporting Standards as adopted by the European Union; accordingly, they present clearly and give a
true and fair view of the financial position, the results of operations and the cash flows of the Salini Group for the year then ended.

Reconta Ernst & Young S.p.A.


Sede Legale: 00198 Roma - Via Po, 32
Capitale Sociale 1.402.500,00 i.v.
Iscritta alla S.O. del Registro delle Imprese presso la C.C.I.A.A. di Roma
Codice fiscale e numero di iscrizione 00434000584
P.IVA 00891231003
Iscritta allAlbo Revisori Contabili al n. 70945 Pubblicato sulla G.U. Suppl. 13 - IV Serie Speciale del 17/2/1998
Iscritta allAlbo Speciale delle societ di revisione
Consob al progressivo n. 2 delibera n.10831 del 16/7/1997

A member firm of Ernst & Young Global Limited


4. We draw the attention to the following matters:

the voluntary public tender offer launched by Salini S.p.A. for the acquisition of all Impregilo S.p.A.
ordinary shares, was completed in the first half of 2013, resulting in the acquisition of control. On 26
November 2013, the deed of merger of Salini S.p.A. in Impregilo S.p.A. was signed. Starting from the
effective date of the merger on 1 January 2014, the Company resulting from the merger was renamed
into Salini Impregilo S.p.A.. The relevant effects for civil, accounting and fiscal purposes have
started as of the said date. Additional details are disclosed in the Directors Report;

in December 2013, the Board of Directors of Salini S.p.A. resolved to dispose of its interest in Todini
Costruzioni Generali S.p.A.. As a consequence, as of December 31, 2013, the Salini Group accounted
for assets, liabilities and the net result of the Todini Group, in accordance with IFRS 5. Additional
details are disclosed in note 19 to the consolidated financial statements and in the Chapter Non-
current assets held for sale of the Directors Report;

the Directors have disclosed the significant developments of the issues connected to the activities
related to the realization and management of the Urban Solid Waste disposal plants in Campania
operated by Fibe S.p.A. and Fibe Campania S.p.A. (merged in Fibe S.p.A.). Additional details are
disclosed in note 28 of the consolidated financial statements and in the Chapter Non-current
assets held for sale of the Directors Report;

the Directors have disclosed the situation of the Salini Groups activities in Libya. Detail are
reported in paragraph Risk areas of the industry of the Chapter Construction sector of the
Directors Report.
5. The Directors of Salini Impregilo S.p.A., the Company resulting from the above mentioned merger, are responsible for the
preparation of the Directors report in accordance with the applicable laws. Our responsibility is to express an opinion on the
consistency of the Directors report with the financial statements as required by law. For this purpose, we have performed the
procedures required under Auditing Standard 001 issued by the Italian Accounting Profession (CNDCEC) and recommended by
CONSOB. In our opinion the Directors report is consistent with the consolidated financial statements of the Salini Group at 31
December 2013.

Rome, April 14, 2014

Reconta Ernst & Young S.p.A.


Signed by: Mauro Ottaviani, partner

This report has been translated into the English language solely for the convenience of international readers.
SALINI IMPREGILO S.p.A.

Registered office in Milan, Via dei Missaglia 97

Share Capital 500,000,000.00

Tax code and Companies Register no.00830660155


*******

REPORT OF THE BOARD OF STATUTORY AUDITORS

TO THE SHAREHOLDERS OF SALINI IMPREGILO S.p.A.

ON THE FINANCIAL STATEMENTS

OF SALINI S.P.A. AT 31 DECEMBER 2013, PURSUANT TO ARTICLE 2429, PARA. 2,

OF THE ITALIAN CIVIL CODE

Dear Shareholders,

This report on the financial statements at 31 December 2013 of Salini S.p.A. has been

prepared by the board of statutory auditors of Salini Impregilo S.p.A., as this company

has merged into Impregilo S.p.A. (henceforth renamed Salini Impregilo S.p.A.), with

effect from 1 January 2014, as described below.

As a result of this merger, the corporate bodies of Salini S.p.A., including its Board of

Statutory Auditors, no longer exist.

To prepare this report we received the necessary information from the Standing

Statutory Auditors of Salini S.p.A. during 2013 (the Salini Auditors). We also met with

the representatives of Reconta Ernst & Young, the independent auditors appointed by

Salini S.p.A.

******

We would first like to note that a number of events took place in 2013 which are worthy

of mention in this report; specifically:


on 6 February 2013, Salini S.p.A., announced its decision, in a special notice

pursuant to Article 102.1, of Legislative Decree 98/58 (Consolidated Finance Act)

and Article 37 of Consob Regulation No.11971/99 (Issuers Regulation), to launch

a voluntary public tender offering, pursuant to Article 106.4 of the Consolidated

Finance Act, for all Impregilo S.p.A. ordinary shares not held by Salini S.p.A. at a

price of 4.00 per share;

the Offer Document was published on 16 March 2013, pursuant to the law,

accompanied by the related supporting documentation including, specifically, the

Issuers Statement (Impregilo), prepared pursuant to Article 103 of the

Consolidated Finance Act and Article 39 of the Issuers Regulation;

taking into account the shares tendered during the offering period (from 18

March to 12 April 2013) and the subsequent reopening of the terms (from 18 to 24

April 2013) Salini S.p.A. reached a total holding of 370,575,589 ordinary shares on

2 May 2013, amounting to approximately 92.08% of all ordinary shares of

Impregilo S.p.A.;

in view of the outcome of the offer, and considering that the aim was not to delist

Impregilo ordinary shares, on 30 April 2013, Salini S.p.A. announced its decision

to restore floating capital sufficient to ensure regular trading of said shares.

Therefore, as at 16 May 2013, the investment held by Salini S.p.A. in Impregilo

S.p.A. represented less than 90%. On the date of preparation of this report, Salini

Costruttori S.p.A.s investment in Salini Impregilo S.p.A. was 89.95% of the

ordinary shares, due to the merger referred to below;

on 24 June 2013, the Boards of Directors of Salini S.p.A. and Impregilo S.p.A.

approved the (reverse) merger plan of Salini S.p.A. into Impregilo S.p.A. (the

Merger) with effect from 1 January 2014, with approval by the extraordinary
shareholders meetings of the respective companies, setting an exchange ratio of

6.45 ordinary Impregilo ordinary shares to each Salini share;

in August 2013, Salini S.p.A. successfully concluded a 400 million bond issue, the

securities of which are listed on the Irish Stock Exchange (Dublin) and carry a

fixed coupon rate of 6.125%;

the merger was approved on 12 September 2013, by the extraordinary

shareholders meeting of Salini S.p.A.;

by deed drawn up on 26 November 2013, by Mr. Carlo Marchetti, Notary Public

in Milan, File no.10520, Folder no. 5396, registered at the Companies Register of

Rome on 4 December 2013, and in Milan on 5 December 2013, the merger of Salini

S.p.A. into Impregilo S.p.A. was finalised. The merger became effective on 1

January 2014, the date from which the name of the company changed to Salini

Impregilo S.p.A.;

******

That said, the Board of Statutory Auditors of Salini Impregilo S.p.A. met with the Salini auditors

to examine the activities they carried out in 2013.

With respect to the audits performed, taking account of the information provided by the Salini

Statutory Auditors, we would like to report the following information:

- During the year, the Board of Statutory Auditors of Salini S.p.A. performed their assigned

duties, as defined in Article 2403 of the Italian Civil Code;

- The statutory audit of the accounts, pursuant to Article 2409 bis of the Italian Civil Code

is carried out by the independent auditors Reconta Ernst & Young spa, who express their

opinion on the financial statements for the period in a special report. The independent

auditors report on the 2013 financial statements provides information on the conformity

of the financial statements with the provisions governing their preparation and the

accuracy of the Directors Report on the financial statements. The independent auditors

issued a clean opinion;


- during the year, Salini S.p.A.s Board of Statutory Auditors performed supervisory and

control activities based on the standards of conduct recommended by the Italian

Accounting Profession (Consiglio Nazionale dei Dottori Commercialisti and Esperti

contabili);

- The Board of Statutory Auditors of Salini S.p.A. did not report any findings as a result of

the supervisory activities concerning compliance with the law and bylaws, observance of

the principles of correct administration and, in particular, the organisational,

administrative and accounting structure of the Company and its actual performance;

*********

Financial statements

1) The Board of Statutory Auditors:

- reviewed the financial statements at 31 December 2013, comprising the statement of financial

position, the income statement and the notes to the financial statements. The financial statements

are accompanied by the Directors report;

- monitored the general approach adopted and general compliance with the law as far as its

composition and structure are concerned;

- verified compliance with laws and regulations concerning the preparation of the Directors

Report;

- verified the correspondence between the financial statements and the data and information it has

learned about.

In this respect, the Board has no particular observations to report.

There is no evidence that the directors departed from any legal provisions, pursuant to Article

2423.4, of the Italian Civil Code.

In view of the above, the Board of Statutory Auditors believes that there are no reasons not to

approve the financial statements for the year ended 31 December 2013.
Milan, 14 April 2014

The Board of Statutory Auditors

Alessandro Trotter Chairperson

Nicola Miglietta Statutory Auditor

Pierumberto Span Statutory Auditor

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