Agreement between Italmobiliare and Arriva for the sale of Sab Autoservizi

AGREEMENT BETWEEN ITALMOBILIARE AND ARRIVA FOR THE SALE OF SAB AUTOSERVIZI

Bergamo, 1 July 2002 - The Italmobiliare Group and the Arriva Group have signed an agreement for the sale of SAB Autoservizi Srl. The agreement for the sale of the entire share capital of the company includes the payment of a consideration of 58 million euro on completion of the operation which is subject to approval by the Antitrust Authority. The agreement also includes an additional consideration, of up to 10 million euro, related to the achievement by 2004 of the targets set out in the company’s business plan.

Arriva is one of the leading companies in public transport in Europe, with wide experience in rail and road urban and interurban services and in integrated road-rail services.

The British company has seen significant growth rates in the last few years and marked growth in continental Europe thanks to a business strategy which has successfully combined the decentralization of operations with the enhancement of local management. In a similar vein, the current chairman of SAB Autoservizi, Bruno Isabella, will remain on the Board of Directors and will keep his position as chairman.

Regarding the acquisition and future developments, David Martin, Arriva’s international business manager, said: "The acquisition of SAB represents an important step in the international expansion strategy for Arriva which thus becomes a leading player in the public transport sector in Italy. By means of this acquisition it will be possible to make use of the experience and innovative skills the group has acquired in the numerous European countries where it operates”.

The chairman of SAB, Bruno Isabella, said about the operation: “Arriva’s core business is in the public transport sector, it is a big company and has wide-ranging know-how and solid experience in various European countries. All this will be the basis for realizing a high growth strategy for the SAB Group and also represents the guarantee of an adequate response, in terms of quality and innovation, to the needs of the local communities that the companies in the SAB Group serve now and in the future”.

Italmobiliare was helped by JPMorgan, Francesco Silva’s SFERA consulting and by the law company Bonelli Erede Pappalardo; Arriva was helped by ING Barings and by the law company White & Case Varrenti.

Note on Arriva and SAB Autoservizi

Arriva


Arriva is a British company listed on the London Stock Exchange with a wide body of shareholders, which recorded consolidated revenues of around 3 billion euro in 2001. The main activity of the Arriva Group is passenger transport services on road and rail (62% of total revenues), mainly the former (around two thirds of the total passengers carried).

In the United Kingdom Arriva has a fleet of over 6,000 buses, mainly in the North- East, North-West and South-East, including about 20% of urban services in London and manages two sections of railway line in the North.

Around a third of its road-based business is carried out in continental Europe with a fleet of over 3,000 buses and a marked presence in Denmark (where it is the largest road transport operator with a 20% share of the total market and 45% of road-based services in Copenhagen) and Holland (a market share of 20% of regional road transport and management of rail services and integrated road-rail services), and has operations in Spain, Portugal and Sweden.

Arriva’s other activities include car sales and rental and the retail distribution of new and used buses.

SAB Autoservizi

SAB Autoservizi, a 100% owned subsidiary of Italmobiliare, is the largest private company offering road-based public transport services in Italy.
The SAB Group has been involved in passenger transport for over a century and, both directly and through its subsidiary and associated companies, covers over 53 million kilometers mainly in Lombardy (Bergamo, Brescia, Cremona and Lecco) and in the urban part of Trieste.
In 2001 the SAB Group recorded net sales of 81.2 million euro and net income of 9.6 million income.