FS Italiane: Board of Directors' decision on Dossier Alitalia

Rome, 15 October 2019

The FS Italiane Board of Directors meeting held today determined the willingness to continue discussions regarding the definition of a shared, solid and long-term Business Plan aimed at evaluating the formulation of a final offer for purchasing from Alitalia SAI S.p.A. and Alitalia Cityliner S.p.A.—both under Extraordinary Administration—the business complexes they head, with the joint participation in a primary airline that brings commercial, network, operational, technical and management skills, that undertakes to share and adopt the Business Plan as well as taking on a shareholding in the Newco's capital.

FS Italiane's shareholding cannot thus be without further insights in regards to:

• the definition of a shareholding structure for the Newco that sees FS Italiane as a minority shareholder;
• the identification of an Industrial Partner to participate in Newco's capital with a significant shareholding;
• the achievement of an agreement on the Newco's governance structure and on the Top Management with other shareholders;
• the final definition of the Newco's Business Plan, shared and adopted by the Industrial Partner that will have to play a decisive role in managing and implementing such.

FS Italiane maintains that such conditions can be satisfactorily addressed with further working sessions.

Lastly comes the importance of finding an appropriate solution to certain contextual issues, being essentially to enable the formulation of a binding offer, including:

• the need for the Extraordinary Administration to be able to manage the business complexes until the closing of the operation and the necessary organisational turnaround, also through suitable social mitigation instruments;
• the EU's clearance regarding the financial measures taken in favour of Alitalia;
• the institutional initiatives needed to enable Alitalia to harmonically develop the Business Plan under market conditions.