Mundys (formerly: Atlantia SpA)

M&A Activity • Feb 26, 2021

Press Release

ATLANTIA'S BOARD OF DIRECTORS EXAMINES OFFER FOR 88% OF ASPI NEW GENERAL MEETING CALLED FOR EXTENSION OF DEMERGER PLAN DEADLINE

Milan, 26 February 2021 – Today's meeting of the Board of Directors of Atlantia SpA, chaired by Fabio Cerchiai, took note of the binding offer to acquire Atlantia's entire 88% stake in Autostrade per l'Italia SpA ("ASPI"), submitted on 24 February 2021 by the consortium consisting of CDP Equity SpA, The Blackstone Group International Partners LLP and Macquarie Infrastructure and Real Assets LTD (the "Consortium").

Following an initial assessment, the Board considers that the offer falls below expectations, as effectively confirmed by the matching valuation of independent advisors, and that the proposed financial and contractual terms are not consistent with the interests of Atlantia or its stakeholders as a whole.

Despite this, the Board has authorised the Chairman and the Chief Executive Officer, assisted by the Company's appointed advisors, to assess the potential for the necessary substantial improvements to the Consortium offer. The Board will, therefore, hold a further meeting in order to take a decision, which will be promptly announced to the market.

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In line with the dual-track process launched on 24 September 2020 and approved by the General Meeting of shareholders held on 15 January 2021 (almost unanimously, with shareholders representing 99.7% of the issued capital voting in favour), the Board of Directors also decided to

Investor Relations e-mail: investor.relations@atlantia.it

Media Relations e-mail: media.relations@atlantia.it

call an Extraordinary General Meeting of shareholders for 3.00pm on 29 March 2021. This Meeting will be asked to deliberate on an extension of the deadline for the potential submission by third parties of binding offers for Atlantia's controlling interest (represented by a 62.8% stake) in Autostrade Concessioni e Costruzioni SpA until 31 July 2021, compared with the original deadline of 31 March 2021. It should be noted that, on completion of the transaction described in the demerger plan (involving the demerger, transfer and concomitant listing of Autostrade Concessioni e Costruzioni SpA), this latter company will hold an 88% interest in ASPI.