CPL FINANCIAL STATEMENT 2012

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of the group ACGF S.r.l. from Rome. On 20 September 2012 Ghirlandina Sport transferred 10 % of the shares of Modena Calcio and in January 2013 it transferred a further 54.155 %. In 2013, following the Special Shareholders’ Meeting on 31 January of Ghirlandina Sport, several shareholders left the company, so now 93% of the company Ghirlandina is owned by CPL, 6% by WAM Group and the remaining 1% by Mivebo S.r.l. The results of the company Modena Football Club S.p.A for the year ended 31 December 2012 showed a loss of Euro 3,425,589. As a result of this, the financial statements of Ghirlandina Sport, show a loss of Euro 2,890,020, while the company's net equity was negative by Euro 279,236. The share capital was then partly restored during the members’ meeting, and in part by payments made during the approval of the Financial Statements. On the basis of these results, the Cooperative adjusted the value of the holding of the subsidiary Ghirlandina Sport S.r.l. to the corresponding portion of its net equity, with an effect on its financial statements of Euro 2,325,994.

MODENA FOOTBALL CLUB S.p.A. • At the start of the financial year 61% of the company was controlled by CPL Group. In the financial year 2012 some shareholders left Ghirlandina Sport, the controlling company of Modena Football Club S.p.a., because they did not agree with the entry in the company of the group ACGF S.r.l. from Rome. On 20 September 2012 Ghirlandina Sport transferred 10 % of the shares of Modena Calcio and in January 2013 it transferred a further 54.155 %. In 2013, following the Special Shareholders’ Meeting on 31 January of Ghirlandina Sport, several shareholders left the company, so now 93% of the company Ghirlandina is owned by CPL, 6% by WAM Group and the remaining 1% by Mivebo S.r.l. Therefore today CPL indirectly controls Modena Football Club S.p.a. with 32.12% of the shares. The result of the 2012 financial year showed a loss of Euro 3,425,589, about 2 million higher than the previous year. This increase is related to the reduced income from the stadium and from the proceeds from the sale of television rights. In addition, no transfers were made that generated capital gains. The Cpl Group is evaluating the possibility of further reducing its shares in the company, now run by the majority shareholder A.C.G.F., which foresees management costs significantly lower than in the past.

INVERSIONES ENERGIA Y AMBIENTE S.A. • The Cooperative acquired 75% of the shares of Argentine Holding in January 2012. The company is in fact the sub Holding established under Argentine law that holds shares in companies operating in the distribution and sale of gas and, more specifically, 99 % of the company Emprigas S.A. and 96 % of the company Redengas S.A. The company, according to Argentine accounting principles, valuated the two holdings in its financial statements using the net equity method for the company Redengas, and the cost method for the company Emprigas. The financial statements of the company Redengas clearly reflect the fact that the tariff system had not been adjusted in Argentina. We believe, however, that with the next expected increase of the tariff system and with the recognition of the residual values ​​of Emprigas, the Argentine subconsolidated values will be profitable. This is the belief of our minority partner Tradegar S.A. that on 18 April 2013 acquired 25 % of the shares of the Argentine Sub Holding thus becoming an equal partner and the company’s controlling company in 2013. REDENGAS S.A. • The company, 96% of which is owned by the Argentinean Holding Inversiones Y Energia Ambiente S.A. and 0.06% by the associated company Emprigas S.A., manages the gas distribution grid of the city of Paranà in the province of Entre Rios, serving about 49,000 users. Over the last 10 years the Argentine government has blocked the gas sales prices, while inflation has increased by 20-25% per year. 46

CPL CONCORDIA | CPL CONCORDIA’s financial statements and consolidated financial statements


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