Edizione Holding S.p.A. Press Release.

Business Editors

TREVISO, Italy--(BUSINESS WIRE)--April 23, 2004

The decision of the Autorita Garante della Concorrenza e del Mercato (Antitrust Commission) of 8th April 2004, relating to the initiation of proceedings, in accordance with art. 19 L.287/90, against Edizione Holding S.p.A., were published today. The action is the result of an alleged inobservance by Edizione of AGCM regulations contained in acts n. 8090/2000 and n. 9928/2001, relating to the privatisation of Autostrade S.p.A..

Edizione contests in toto the arguments of the initiation of proceedings of the AGCM and will take all appropriate action to defend its legitimate interests. In fact:

1. The AGCM criticises the alleged lack of vigilance by Edizione Holding of the operations of Roland Berger Strategy Consultants S.r.l., the trust company nominated by Autostrade in accordance with AGCM requirements, and over which Edizione has no power of action, given that, under instruction of the AGCM, this company was granted full freedom of action.

2. The AGCM attributes to Edizione the decision made by the trust company with regards to the modality of the competitive tender and of the selection of the participants, modalities which were autonomously defined by the trust company and in line with the strategic decisions delegated to it.

3. In particular, the objections regard the alleged "discriminatory character", in favour of Autogrill of the constraint to tender for oil and catering services together, provided for in several cases of competitive tenders for areas which, for their technical (single unit) or economic characteristics (size of turnover), require an integrated management of the oil and catering services. In this sense, Edizione points out that "the integrated management of oil and catering services is a widely adopted model in highway service areas in many countries in the European Community and therefore widely tested by many foreign operators in the sector; the provision for a combined tender therefore produces, if anything, pro-competitive effects, favourable to foreign companies interested in entering the Italian market. In addition it should be noted that this criteria has been adopted in the past without criticism from the AGCM."

4. The AGCM contests, moreover, the participation in the competitive tender of Associazioni Temporanee di Impresa - ATI (Temporary Company Associations) with an operator holding pre-emptive rights for catering services, given that the ATI has been created by members who, according to the AGCM, are able to participate alone in the call for bids of both oil and catering services. Edizione affirms that "the pre-emptive rights date back to before the merger with Autostrade and their legality was never questioned; besides the admission of ATI to tender procedures is legal insofar as it does not produce anticompetitive effects, which constitutes a general principle in the law on tender procedures. The participation of ATI in the present tender in effect produces pro-competitive effects: the operators that employed this contractual form in fact carry out complementary and synergic activities and would not have been able to present autonomous offers of the same level of quality as those presented as ATI. Moreover, the participation of ATI in the competitive tender was discussed in detail, in total transparency, in line with queries posed to the advisor and related answers".

The publicity now surrounding the initiation of proceedings and the arguments pertaining to the analytical reconstruction of the activities of the advisor, moreover, risks endangering the blind trust structure which AGCM itself imposed, precisely with the aim of protecting competition.

Edizione intends to protect its interests and those of the market, at a time that is particularly delicate for the subsidiary Autogrill, in the belief that it will demonstrate the correctness of its actions, and with full confidence in the independent nature of the evaluations and the transparency of conduct of Roland Berger, which, to the best of our knowledge, has always acted in respect of its mandate, the only example in Europe of a blind trust to safeguard the market.

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