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Stirling Square backs MBI of Metroweb S.p.A from Italy’s AEM S.p.A

August 2006

London / Milan, 3rd August 2006. Stirling Square Capital Partners (“Stirling Square”), the pan-European private equity firm, is pleased to announce that it has executed a definitive agreement to acquire Metroweb S.p.A. (“Metroweb” or the “Company”) from Milan-based utility AEM S.p.A. (Milan Stock Exchange: AEM). Stirling Square is backing a team of experienced telecom managers in the MBI of Metroweb, which is valued in excess of €230 million. AEM will retain a 23.5% stake in the business.

Metroweb is a 3,200 km fibre optics network spanning every street in Metro Milan and selected backbone routes throughout Northern Italy. The Company rents its network to telecom operators that offer services to retail clients and corporations that require infrastructure for their captive telecommunication needs. Metroweb’s network was largely built between 1998 and 2004, and results from a joint venture between AEM and e.Biscom S.p.A., the predecessor of Fastweb S.p.A. (Milan Stock Exchange: FWB). AEM acquired 100% of Metroweb in 2003 as part of its exit from the joint venture with FWB; the latter remains Metroweb’s largest customer. On 31st December 2005 Metroweb employed 28 people.

The MBI Team is led by Alberto Trondoli and consists of former senior managers of both FWB and Metroweb who are very familiar with the Company’s business and the international telecoms sector at large. The MBI Team plans to capitalize on their knowledge of current ICT trends and expand Metroweb’s potential by targeting new user segments whilst ensuring seamless service continuity for existing customers. The MBI Team also plans to enhance the value of Metroweb’s network to the Milanese community, with product offerings targeted at private and public bodies that provide services of public utility.

Stefano Bonfiglio and Gregorio Napoleone, partners at Stirling Square, said, “We are enthusiastic at the prospects of partnering with AEM, the MBI Team and Metroweb’s stakeholders, with a view to steering the Company through its next phase of development. We look forward to contributing new entrepreneurial spirit to Metroweb and participate to the technological upgrading of Milan, the city where we were both raised. This deal is a classic example of the situations that Stirling Square targets for investment, where we can combine local and international perspectives to value creation.”

Alberto Trondoli, future CEO of Metroweb, added, “I am delighted to be re-joining Metroweb, a business with which I have had a close involvement over the years. The telecoms industry in Italy has been growing at a healthy pace over the last decade and is expected to continue to grow due to increasing demand for voice, data, internet and other interactive services. We see great development opportunities in the future for a pro-active Metroweb.”

The transaction is being financed by ING Bank NV. Stirling Square has been assisted by law firms Pavia & Ansaldo and Clifford Chance, AEM by Chiomenti Studio Legale, and ING by Ashurst.

Enquiries

Stefano Bonfiglio
sb@stirlingsquare.com
Stirling Square Capital Partners
+44 20 7808 4150

Gregorio Napoleone
gn@stirlingsquare.com
Stirling Square Capital Partners
+44 20 7808 4150

Ilias Catsaros
ilias.catsaros@cubitt.com
Cubitt Consulting
44 20 7367 5100

About Stirling Square Capital Partners

Stirling Square Capital Partners is a pan-European mid-market private equity firm backed by Citigroup through a $250 million capital commitment. Stirling Square Capital Partners seeks to invest in European companies with enterprise values in the €50-500 million range, operating across a broad range of sectors and industries. Target companies are sector leaders with strong growth aspirations, defensible competitive advantages, and talented management teams capable of executing a clearly defined value creation strategy
www.stirlingsquare.com

About Metroweb S.p.A.

Metroweb is a 3,200 km fiber optics network spanning Metro Milan and selected backbone routes throughout Northern Italy. Metroweb rents its network to telecom operators that offer services to retail clients and corporations that require infrastructure for their captive telecommunication needs. On 31st December 2005, Metroweb employed 28 people.
About AEM S.p.A.

Founded in 1898, AEM S.p.A. (Milan Stocks Exchange: AEM, €3.6 billion market capitalization) is one of Italy’s leading energy utilities engaged in power and gas distribution in the greater Milan area and Northern Italy. Through a number of initiatives, AEM has in recent years been a dynamic investor in power generation and diversified utility services, including a joint-control investment in Edison S.p.A. (Milan Stocks Exchange: EDN, €6.8 billion market capitalization). AEM is 43% controlled by the Municipality of Milan.