Group Profile

Acea is one of the main Italian groups operative in the industrial management of networks and services of general economic interest.
The company, which adopted the choice of sustainability as the reference point for its business mission, operates in all the segments of the energy industry (generation, distribution and sale of electricity and gas, management of public lighting, energy efficiency), the integrated water service (collection, distribution and treatment) and waste management services (treatment, energy development of waste and economic management of waste). Deeply embedded in the Rome area, as from when its activities were launched in 1909, accompanying the infrastructural, economic and social development up to the present day, the Acea Group is present throughout the country, thanks to alliances and participation existing with other public services companies, and is also present in certain areas of Latin America8 with reference to management of the water cycle.
To-date, according to the most recent data, the Acea Group is the leading Italian operator in the water sector, in terms of inhabitants served, the third leading operator in Italy both in terms of volumes of electricity distributed and volumes sold on the end energy market and fifth national operator in terms of volumes of waste treated.

THE HISTORY OF ACEA

1909 established as the Azienda Elettrica Municipale (AEM) for the Municipality of Rome, with the aim of supplying electricity for public and private lighting

1937 it becomes Azienda Governatoriale Elettricità e Acque (AGEA) and is granted the aqueduct service

1945 the Company changes its name to A.C.E.A. - Azienda Comunale Elettricità ed Acque

1964 the Company takes over the assets of Società Acqua Marcia and acquires the management of the entire Roman aqueduct service

1975 it is appointed by the Rome Municipal Authority to carry out the Plan to improve the water and sanitary conditions in outlying districts of Rome

1985 it acquires the waste water treatment service, laying the foundations for the integrated management of the entire water cycle

1989 the company changes its name to A.C.E.A. - Azienda Comunale Energia e Ambiente and develops expertise in the artistic and monumental lighting sector

1992 the Company acquires legal status, entrepreneurial independence and Articles of Association, maintaining its nature of instrumental municipal body

1998-2000 Acea begins to operate as a Joint-Stock Company under the name of Acea SpA. It is listed on the Stock Exchange in 2009 and becomes a corporate group, launching a policy for expansion on both the Italian and overseas markets and exploring new areas of activities

2001-2002 it consolidates its presence in Rome, absorbing from Enel SpA in 2001 the energy distribution business in the metropolitan area of the capital and acquiring, within the sphere of the adjudication of the integrated water cycle in ATO 2 – Central Lazio, the management of the sewerage service for the Rome Municipal Area in 2002. In the same year, together with the partner GdF Suez, it created the joint venture AceaElectrabel operative in the energy area.

2003-2005 it develops its energy production  capacity, investing in Tirreno Power and acquiring additional  generation companies between 2003 and 2004. In the water sector, it is awarded the management of the integrated water service  in new Optimum Areas of Operation (ATO), in Lazio, Tuscany and Campania.

2006  it acquires control over  TAD Energia Ambiente SpA, operative within the sphere of the production of energy rom waste (waste-to-energy). It enhances its networks and the sales initiatives for energy and gas, with interest in the potential of other areas (Puglia, Umbria, Tuscany ).

8 And in greater detail Peru, Honduras, Colombia and the Dominican Republic (see the section Activities abroad).

Chart No. 2 - ACEA GROUP ACTIVITIES

Chart No. 2 - ACEA GROUP ACTIVITIES

2007-2009 it increases the energy production capacity both from traditional sources, constructing and starting up new thermo-electricity installations, and from renewable sources, in this sphere strengthening the generation from wind and photovoltaic sources and laying the foundations for the growth of waste-to-energy activities. It consolidates the management of the integrated water management service in ATOs in Lazio, Campania, Tuscany and Umbria. In 2008, it establishes Acea8cento by means of which it internalizes the management of the channels of contact between Group companies and customers.

2010-2012 together with the partner GdF Suez, it establishes the winding-up of the joint venture AceaElectrabel, active in the energy sector, thereby becoming entirely independent in this sphere. With a view to this, in 2011 Acea adopted a corporate structure for the production and sale of electricity which it fully owns and runs (Acea Produzione and Acea Energia). It develops technological innovations and operating efficiency activities within the sphere of electricity distribution (smart grids and sustainable mobility) and continues with the development of the activities pertaining to the waste management industrial area, revamping the waste-to-energy plants and consolidating the operations of the waste recovery and treatment plants. In conclusion, in order to pursue the strategy defined by the new business plan approved in 2012, it sells off its photovoltaic assets located in Puglia, Lazio and Campania.

Table No. 5 – THE ACEA GROUP: THE NUMBERS FOR 2012

employees (number, per % of consolidation) 7,257
net revenues (millions of Euro) 3,612.7
total capitalisation (millions of Euro) 3,310.5
bonds 1,011.10
shares 1,098.90
long-term loans 1,200.50
total balance sheet assets (millions of Euro) 6,818.74
Electricity
generation (GWh) (gross) 652
from renewable sources (GWh) (gross) 530
Hydroelectric 361
photovoltaic 60
waste-to-energy 109
distribution (GWh) 11,863
sale (GWh) (eligible and protected market) 13,397
electricity and gas customers (number) 1,422,960
waste to energy (WtE)
energy generation (GWh) (gross) 218
Waste treated - WDF (t) 218,256
public lighting
lighting units managed in Rome (number) 186,238
water (integrated water service)
drinking water supplied (Mm3) 655.7
number of analytical controls on drinking water 1,169,201
waste water treated (Mm3) 851.9
inhabitants served in Italy (millions)
8.6
abroad (millions)
9.7
NB: the figures relating to energy generation relate to Acea Produzione, to Acea Reti e Servizi Energetici and to A.R.I.A., which Acea SpA wholly owns; the figures relating to the water services, 100% attributable to the Group, refer to the main water companies.

The Municipality of Rome is Acea SpA’s majority shareholder with 51% of the share capital, while the remaining 49% is listed on the Electronic Stock Exchange organised and managed by the Borsa Italiana. As of 31 December 2012, other significant shareholdings in the share capital, direct or indirect, were in circulation on the market for 21.1% (22.5% as of 31 December 2011), as well as held by the Caltagirone Group (16.4%) (15% as of 31 December 2011) and the GdF Suez Group (11.5%).

Chart No. 3 – THE SHAREHOLDING STRUCTURE AS OF 31 DECEMBER 2011

Chart No. 3 – THE SHAREHOLDING STRUCTURE AS OF 31 DECEMBER 2011

Acea  SpA,  the  Parent  Company,  holds  the  corporate shareholdings and exercises strategic policy and economic-financial  co-ordination   functions   for the Group’s activities. It also carries out activities for the management support and control of the operating companies via services of an executive, legal, logistical, technical, financial and administrative nature. Acea SpA’s macrostructure is divided up into corporate functions and four business areas - water, networks, energy, waste management - to which the individual companies report (see chart No. 6).

The Group’s scope of consolidation as of 31 Decem- ber 2012 included the 49 companies listed in table No. 6 (consolidated in the financial statements using the line- by-line and proportional method ) and an additional 16 companies carried at equity. No significant changes took place in the scope of consolidation during the year.

Table No. 6- SCOPE OF CONSOLIDATION AS OF 31 DECEMBER 2012 (companies consolidated on a line-by-line and proportional basis)

Company name Registered offices Acea SpA % holding Consolidation method
Acea Distribuzione SpA Rome 100.00% line-by-line
Acea Ato2 SpA Rome 96.46% line-by-line
Acea Reti e Servizi Energetici SpA Rome 100.00% line-by-line
Acque Blu Arno Basso SpA Rome 69.00% line-by-line
Acque Blu Fiorentine SpA Rome 69.00% line-by-line
Ombrone SpA Rome 84.57% line-by-line
LaboratoRi SpA Rome 100.00% line-by-line
Acea Ato 5 SpA Frosinone 94.48% line-by-line
Sarnese Vesuviano SpA Rome 99.17% line-by-line
Crea SpA Rome 100.00% line-by-line
Crea Gestioni Srl  Rome 100.00% line-by-line
Gesesa SpA Benevento 59.67% line-by-line
Lunigiana SpA (*) Aulla (MS) 95.79% line-by-line
Aguazul Bogotà  SA Bogotà-Colombia 51.00% line-by-line
Acea Dominicana  SA Santo Domingo 100.00% line-by-line
A.R.I.A Srl Terni 100.00% line-by-line
SAO Srl Orvieto (TR) 100.00% line-by-line
Ecoenergie Srl (*) Paliano (FR) 90.00% line-by-line
Aquaser Srl Volterra (PI) 84.21% line-by-line
Kyklos Srl Aprilia (LT) 51.00% line-by-line
Solemme SpA Monterotondo Marittimo (GR) 100.00% line-by-line
Acea8cento SpA Rome 100.00% line-by-line
Acea Gori Servizi Scarl Pomigliano d’Arco (NA) 69.82% line-by-line
Acea Illuminazione Pubblica SpA Rome 100.00% line-by-line
Acea Produzione SpA Rome 100.00% line-by-line
Acea Energia holding SpA Rome 100.00% line-by-line
Acea Energia SpA Rome 100.00% line-by-line
Acea Servizi Acqua Srl (*) Rome 70.00% line-by-line
Acque Blu Srl (*) Montecatini Terme (PT) 55.00% line-by-line
Innovazione Sostenibilità Ambientale Srl Pontercorvo (FR) 51.00% line-by-line
Acque SpA Pisa 45.00% proportional
Acque Industriali Srl Pisa 45.00% proportional
Acque Servizi Srl Pisa 45.00% proportional
Consorcio Agua Azul SA Lima – Peru 25.50% proportional
Umbria Energy SpA Terni 50.00% proportional
Voghera Energia Vendita SpA (*) Voghera (PV) 50.00% proportional
Elga Sud SpA Trani (BT) 49.00% proportional
Ecogena SpA Rome 51.00% proportional
Ecomed Srl Rome 50.00% proportional
Publiacqua SpA Florence 40.00% proportional
Publiutenti Srl Florence 40.00% proportional
Gori SpA Torre Annunziata (NA) 37.05% proportional
Umbra Acque SpA Perugia 40.00% proportional
A.PI.C.E. Srl (*) Rome 50.00% proportional
Intesa Aretina Scarl Milan 35.00% proportional
Nuove Acque SpA Arezzo 16.16% proportional
Ingegnerie Toscane Srl  Florence 43.01% proportional
Consorcio AZB-HCI (Conazul) Lima – Peru 60.00% proportional
Acquedotto del Fiora SpA Grosseto 40.00% proportional
(*) In liquidation.