Corporate Presentation
September 2026
2Why invest in FNM xxx Integrated operator of railways ,toll roads , public transport and renewable energy in a wealthy EU region
FNM provides
essential services,
ensuring resilience
across economic
cycles1
Strategic
Assets
≈80% of revenues
derive from
concessions or
regulated contracts
Terminal value clauses
safeguard investments
with long economically
useful life
Regulation ensures
fair remuneration of
capital invested2
Low -Risk
Model
Ambitious growth
outlook with €1.3bln Capex plan in ’24 -29
Debt refinanced
including a €1bln
sustainability -linked
loan, extending
maturity beyond 2031 Financial discipline: Adj.
NFP/EBITDA in line with I.G. rating (BBB+/Baa3)3
Strong
Financials
FNM’s activities have positive social impact on the communities involved and are aligned with EU
taxonomy
Morningstar ESG leader
across Regional,
Industry and Global categories (8.3 score)4
Inherently
ESG focused
3An integrated player in infrastructure management and mobility services in Northern Italy…
Shareholders’ structure
Regione
Lombardia57.57
% Free float27.69 % Ferrovie dello Stato
14.74
% 2021 2024 Historical business
•Leasing of
rolling stock
•Corporate and ICT services •Digital platforms •Railway infrastructure management •Intermodal terminal and freight logistics•LPT road transport
•Train replacement
•Digital payments•Renewable energy generation •Development of new initiatives•Motorway infrastructure management
4Operating sectors
Mobility
Infrastructure•Management of toll roads trough a concession expiring in October 2028 •Management of railway infrastructure in Lombardy trough a concession expiring
in 2060
•Intermodal terminal management and freight logistic development185 Km
Motorway
Network
548 Km
Rail
Tracks
Energy•Renewable energy production trough 30 plants already operational •Multiple initiatives for solar and wind power plants in different stages of implementation •Hydrogen production and distribution facilities for rail and heavy road transport107 MW
Installed capacity
Ro.S.Co •Leasing of rolling stock mainly to the local public transport in Lombardy •Corporate services to subsidiaries and management of the real estate assets •Corporate VC and development of digital platforms according to MaaC paradigm # 99
Owned trains
Mobility
& Services•Road LPT in Lombardy (Province of Varese, Brescia and Como) and Veneto (Province of Verona) •Train replacement services for Trenord
•Digital payments27M
Bus-km
FOCUS
FOCUS
FOCUS
5Motorway 2025- 2028 economic -financial plan update New ART regulatory framework ›Since 2019 motorway toll regulation has been governed by a uniform framework established by ART trough Resolutions n. 69/2019 and n. 15/2024 ›ART Resolution n. 241/2025, effective from January 1st2026 , further revised the regulatory framework ›Expected impact on MISE remains limited due to:
oShort residual concession life oSafeguard mechanisms preserve remuneration of investments completed or under execution before 2026 oPotential effects from the technical extension regime only in case of significant additional investments to be made after 202 8
EFP 2025 -2028
›2020 -2024 EFP became effective in October 2025, marking the completion of the long -running update process started in 2018 ›Since the initial submission in July 2024, the 2025 -2028 EFP has undergone several iterations through an ongoing dialogue with the competent authorities . ART's Opinion n. 11/2026 was issued in February 2026 following the latest version submitted in December 2025.
›ART Opinion n. 11/2026 highlighted two key topics with final assessment delegated to the Ministry of Infrastructure and Transport:
1.Recovery of COVID -19 economic impacts (nominal amount ≈€107mln) 2.Determination of concession terminal value (regulatory threshold ≤1.6x average EBITDA of previous 3 years) ›Following discussions with MIT, a tariff top -up mechanism was identified for 2027 -2028 to recover COVID -19 impacts and restore project IRR , without overcompensation ›Terminal value expected to remain broadly aligned with ART reference thresholds , supported by short residual concession term and investments already approved ›An updated 2025 -2028 EFP was submitted to MIT on August 6th― approval is subject to ART review and final CIPESS endorsement
6Robust and visible pipeline development
123173
Installed capacity at
30/06/26Pending grid
connectionUnder construction Authorized Expected development in the next 18 months107≈220
9%68%
23% Feed -in-tariff (FER) + Biogas Feed -in-Premium (Conto Energia) Market/PPA PipelineFrom July 2026 ≈20.3 MW of capacity reallocated out of FER incentive scheme, with energy production now sold at market prices 3.4 MW connected in July500 MW PV and wind pipeline under development (o/w ≈230 MW currently in the permitting phase) Renewable energy portfolio | MW
7Commitment to supporting the development of public transport services in Lombardy and addressing evolving mobility needs Rolling stock | # of trains Key characteristics
23 23761320
109
Fleet at
30/06/262026- 2027 2027- 2028 Fleet at
202999132
Locomotives Passenger trains›New trains will be leased to Trenord under existing contractual arrangements and will support the expansion of regional rail services ›Fully consistent with FNM's core mission of enabling and supporting sustainable mobility ›Highly visible and low-risk business model , supported by the Service Contract in place until 2033 and the obligation for any future operator to take over the related leasing agreement ›Rail assets provide resilient long -term value with a useful life up to 25 years for new trains (avg. fleet residual life ≈11 years)Not included in the
Strategic Plan,
broadly offset by the
rescheduling of
other investments
(mainly Motorways
and Energy)
8Group Overview
AppendixStrategic Plan 2024 -2029 1H 2026 financial results
9Past performance –steady growth and strong resilience, despite extraordinary macro events Adj. EBITDA | €mln
70154193211221227
2020 2021 2022 2023 2024 2025 CAPEX | €mln Adjusted NFP | €mln MISE is fully
consolidated
from 26 February
2021
6893146
72122140
2020 2021 2022 2023 2024 202544767
643723
2020 2021 2022 2023VIRIDIS
2024 2025759
669 25%32% 32%34% 34% 34%
0.6x4.3x4.0x
3.3x3.0x3.2x
EBITDA MarginMISE
Adj. EBITDA Adj. NFP Adj. NFP/EBITDA
10Consolidated financial projections show progression driven by mobility infrastructure and energy
Revenues| €mln
Adj. EBITDA | €mln
-20002004006008001.000
2024A 2025A 2029
Strategic Plan651673
Energy Mobility infrastructure Ro.S.Co. Mobility & Services Intercompany elisions0100200300400
2024A 2025A 2029
Strategic Plan221 227 1 –Calculation based on the Economic and Financial Plan assumptions submitted to ART in 2024 and may be subject to regulatory c hanges.1 1
11Investments focused on low -volatility businesses
Gross
CAPEX ≈
€1.3bln
50100150200350400450
2024A 2027 2028 2029350- 400
2024 2025 2026 2025A
Updated guidance
€300 -350mln
12Financial sustainability
Net Financial Position | €mln 2024A 2025A 2026E 2029669723750- 800≈1bln 3.0x 3.2x 3.0-3.5x3.5-4.0x
Adj. NFP/EBITDATERMINAL
VALUE1
UPDATE :
•Financial discipline also excluding terminal value recognition •Confirmed I.G. rating –Moody’s Baa3 | Fitch BBB+ •Full coverage of the financial needs of the Strategic Plan and strengthening capital structure:
>€1bln loan agreement oTerm Facility: €500mln expiring in 2031 and a partial amortization plan starting in 2029 oCapex Facility (Green Loan): €450mln with bullet repayment in 2031 and +2 years extension option oRCF: €50mln expiring in 2031 +2 years extension option oVariable rate 6M Euribor + 1.5% / 1.9% >€40mln loan from Finlombarda oMaturity in 2037 consistent with useful life of rolling stock oVariable rate 3M Euribor + 1.25% >€80mln loan from European Investment Bank oMaturity of 15 years from drawdown with amortizing repayment and 3 years grace period oOption to select either fixed or floating rate based on terms quoted at each drawdown 1 –Calculation based on the Economic and Financial Plan assumptions submitted to ART in 2024 and may be subject to regulatory c hanges.
Dividend Policy
Accrued dividends evolution | €mln Dividend per share1of a minimum of 2.3 euro cents up to 3.2 euro cents
2023A 2024A 2025A10.0
2026 2027 2028MINMAX
13 1 – Dividend per ordinary share outstanding (equal to 434,902,568 shares)
Strategic Plan ESG objectives
14CLIMATE CHANGE AND BIODIVERSITY
≈35% reduction inemissions generated bybuses and corporate consumption [tCO 2eqvs2023]≈650 GWh ofrenewable energy production from photovoltaic and
wind power
≈ 830 tons/year of hydrogen productionAdoption ofatransition plan to achieve net-zero GHG emissions by
2050
OWN WORKFORCE, CONSUMERS AND END USERS
Adoption ofaDiversity, Equality &Inclusion Policy ,inline with theCER –ETF“Women inRail”≈2million sqm ofareas affected by urban regeneration (FILI project) ≈25km ofadditional track inhigh -
density areas, improving service quality≈€1,500K/km forinvestments related tohighway network safety ≈€270K/km forinvestments related to railway network safety
GOVERNANCE
50% of orders placed by 2029 with suppliers with ESG ratings, by adopting a policy to define ESG criteria and providing training for Group’s staffBusiness Impact Analysis in business continuity management and inthe process ofpreparing business
continuity plans
* ESG targets based on the 2024- 2029 Strategic Plan, currently under review considering the Transition Plan adoption
15Group Overview
AppendixStrategic Plan 2024 -2029 1H 2026 financial results
16 % = EBITDA MarginFinancial Highlights Revenues | €mln Net Result | €mln
EBITDA | €mln
1H 2025 1H 2026327.1 340.1+4.0%
1H 2025 1H 2026114.3 116.1+1.6%
1H 2025 1H 202641.9
32.8-21.7%
34.9%
34.1%
Adj. NFP | €mln 31/12/25 30/06/26722.5 716.3-0.9% Gross CAPEX | € mln
1H 2025 1H 202672.3102.0+41.1%
17Operating Highlights | Sustainable mobility Motorway traffic | mln . v-km LPT demand | mln . pax
1,281.7
321.1
1H 20251,312.5
332.6
1H 20261,602.81,645.1+2.6%
Light vehicles Heavy vehicles1H 2025 1H 2026104.5
34.7110.7
35.2+5.9%
Trenord Bus transport+1.4%
18Operating Highlights | Renewable energy Installed capacity | MW Net energy produced | MWh
69.9
30/06/2025104.6
30/06/202671.9106.6
Solar -PV Biogas+34.7 MW
51,964
7,725
1H 202566,238
7,525
1H 202659,68973,763
Solar -PV Biogas+23,6%
19 Consolidated financial results Group Net Result | €mln
1H 2025 ∆ EBITDA ∆ D&A ∆ Net
financial result∆ Taxes ∆ Equity in
Affiliates +
Minorities1H 202641.9
1.8(0.7) 0.2 (3.1)
(6.9)
32.8-21.7%
-9.1mln
Higher taxable
income, lower
recognition of DTA and absence of €1.8mln IRAP tax
refund benefit
recorded in 1H25In 1H25 recorded insurance claim for €2.6mln and Covid
compensations for
€4.5mlnBroadly stable as lower interest costs following debt repayments were offset by lower financial income due to absence of €1.5mln TE revaluation gain recorded in 1H25 and reduced cash yieldAbsence of €6.8mln
TEM remeasurement
gain recorded in 1H25 (see next slide)
20Consolidated financial results | Associates & JV €mln 1H 2025 1H 2026 ∆€ Trenord 2.2 1.6 (0.6) Autostrada Pedemontana Lombarda (APL) 0.5 0.4 (0.1) Tangenziali Esterne di Milano (TEM) 6.8 (0.4) (7.2) Other 1.0 0.0 (0.1) Profit (Loss) of companies consolidated at equity 10.5 1.6 8.9 1 Trenord performance still affected by increase in operating and personnel costs, which more than offset the growth in revenue s 21 2 In 1H25 the result included the capital gain from revaluation at fair value of shareholding in Tangenziale Esterna (TE) following capital increase to refinance maturing debt and restructure its financial position1 1 –The operation, finalized in April 2025, was carried out based on a valuation of €2 per share, which led to a revaluation of T E’sfair value. This also positively impacted the valuation of Tangenziali Esterne di Milano which now holds 43.6% of Tangenziale Esterna .
3% 16%
6% 2%
72% 21Consolidated financial results | Segment EBITDA
1H 2025
0.9 Motorways
(1.3) Railway Infrastructure
(0.5) Energy
6.3 Ro.S.Co.
(3.6) Mobility & Services
1H 2026114.3
116.11H 2026
€116.1mln
22Cash flow generation Gross CAPEX | €mln Cash flow | €mln
FFO(54.9)
∆ NWC(88.8)
Net
Capex90.8
Net Capex
Rail Infra.(9.2)
Other Net CF101.1
39.030.1
3.65.6
16.5
16.5
1H 20258.0
9.0
23.3
58.2
3.5
1H 202672.3102.0
Motorways
Railway infrastructure
EnergyRo.S.Co.Mobility & ServicesNet CAPEX =
€88.8mln
managed onlyMostly driven by higher funded investments receivables and current contract assets linked to project progress on railway infrastructure and rolling stock investments
Higher investments
grants collected vs investments made
23Financial sustainability | Gross debt composition Gross Debt | €mln
Baa3
BBB+Stable
Stable
Long term credit ratings
Adj. NFP
30/06/26Cash Total debt Advances
for Rail
Infra.
investmentsGross Debt
30/06/26716.3
357.61,073.9 (277.9)
796.0
1 –Only on bank debt and bond 2 – xxxBreakdown by instrument
82.0%5.0%
1.0%3.0%9.0% Bond
FinlombardaEIBBank debtOther
Avg. cost of debt1 = 1.40% Interest rate composition1 = 92% fixed rate Liquidity headroom: available uncommitted credit lines of €126mln Partially offset by "Funded
investment receivables"
recognized in Operating Net Working Capital
24Financial sustainability | Maturity structure Total maturities | €mln 2026 2027 2028 2029 After 2029673.0 5.9 5.9 5.933.8
Bond
FinlombardaViridis bank debtEIBMise bank debt
UPDATE:
• Prepayment of €35mln RCF on March 5th2026 • €650mln bond maturing in October 2026 –fully covered by available cash balance and drawdown of term loan facility • Repaid €16mln bank loans, with the remaining outstanding balance largely scheduled for repayment in 2H26 • Capex facility to be drawn on a as -needed basis, taking into account available cash resources€724.5mln
25FY 2026 outlook:
Confirmed EBITDA estimates, Adj. NFP revised downward Adj. EBITDA | €mln Gross CAPEX | €mln Adj. NFP | €mln
2025 Guidance
2026
"OLD"Guidance
2026
"NEW"140.2350- 400
300- 350
2025 Guidance
2026
"OLD"Guidance
2026
"NEW"722.5850- 900
750- 800
3.2x3.5x /
4.0x3.0x /
3.5xAdj. NFP/EBITDA
2025 Guidance
2026226.5230- 240
26Group Overview
Strategic Plan 2024 -2029 1H 2026 financial results
Appendix
27Core business segments overview Energy Mobility & Services Ro.S.Co. Mobility infrastructure
28Infrastructure portfolio of mobility assets Motorways, Railways and LPT
Railway Network
FERROVIENORD
Railway Network
Area covered by bus serviceMISE Motorway NetworkMotorway NetworkTransfer corridors - volume
low high
Surplus assets at book value (30 June 2026) 29Digital platformsReal EstateOther
Aggregate
carrying value of
equity interests
and real estate >€300mlnJV with Trenitalia (50% stake) active in Rail Local Public Transport Minority investments in motorway concessionaires active in Lombardy (22.05% stake in APL and 10.22% in TE) JV with Deutsche Bahn (40% stake) active in Freight Rail Transportation Include Cadorna HQ carried at historical cost.
Not included «Palazzo U9» c lassified as leased asset with zero -cost purchase option Fair value of FNM stake based on recent transactions ≈€100mln1 2 1 –FNM holds a strategic stake in Tangenziale Esterna S.p.A., both directly (0.39%) and indirectly through a 22.55% share in Tangenziali Esterne di Milano S.p.A., which in turn owns 48.4% of the concessionaire. 2 –Includes a €64.6mln (€150mln nominal) shareholder loan, subordinated to existing debt. The loan accrues Pa yment -in-Kind interest at 3M Euribor +285bps, with payments expected from 2045. FNM retains option to convert the loan into APL equity
Trenord | Among the most important LPT railway players in Europe excluding the National train operatorsties 30
Around
700,000
Pax/day
Almost
2,200
Routes/day
1 –Legambinete, Rapporto Pendolaria 2022 28%
48%24%Trenord
TrenitaliaOther
2.9mln
pax/day in
Italy1
LombardyLazio
Tuscany
Emilia -
Romagna
VenetoLombardy faces a complex operating environment with high rail traffic congestion , having the highest ratio of daily routes per km of railway track (51% single -
track), primarily concentrated in the Milan metropolitan area during peak hoursPassengers per day on regional trains (‘000 pax/ day)1 Trenord isa50:50JVbetween Trenitalia and FNM Group and operates passengers railservices inLombardy region Trenord, established in2011, isaleading suburban and regional railoperator inEurope, servicing 460 stations over 2,000 kmofnetwork .Itcovers 77% of Lombardy's municipalities, benefiting 92% ofitscitizens .Additionally, Trenord manages theMilan raillink (Passante Milanese), theconnections totheCanton of Ticino (inpartnership with Swiss Federal Railways), and theMalpensa Express toMalpensa International Airport Part ofthefleet isleased forafeefrom FNM and Trenitalia. The remaining portion ismade available under afree loan agreement byRegione Lombardia
31APL | A strategic infrastructure for Lombardy’s road system •FNM holds though MISE a 22.05 % stake in APL (Regione Lombardia controls the remaining 77.95%) + a shareholder loan of nominal €150mln •Total length of ≈188km , o/w 85km in operation since 2015 (A, B1, A59, A60) •Concession of 30 years starting from the completion of the project •Improve mobility and reduce travel time in a densely urbanized area, currently not served appropriately Capex plan fully backed by EFP and RL support
32TEM | The new outer road system in Milan A35 A58 1 –FNM holds though MISE a 22.55% stake in TEM -which in turn owns a single shareholding of 43.62% in TE -and a direct stake of 0.39% in TE •FNM holds though MISE a 10.2% stake in TE1(ASTM controls the
remaining 88.7%)
•The new outer ring road system was needed to improve traffic flow:
rationalize the congested mobility following significant urban expansion , especially towards the east, integrating the route of the existing ring roads geographical area with a strong industrial vocation, connecting the A35 –BreBeMi with the existing Milan ring road system (East, West and North) managed by MISE •Total length of 32km , as well as 38km of interchanges and related works •The entire route went into operation in2015, with theconcession setto expire on16May 2065 Source: TE, Charter of Services 2024
FNM aims to integrate mobility, technology and digital services through investments in innovative startups complementary to the Group’s traditional transportation and infrastructure business 33Mobility as a Community | The community -based approach as an innovative paradigm, exploiting new technologies
MaaC
Ecosystem
•FNM is evolving from a traditional mobility operator into a platform- driven mobility ecosystem , leveraging technology, digital services and venture investments to create integrated and community -based solutions •Development of an innovative white -label platform called “ FlexyMob ” which enables user -centric mobility experiences tailored to specific communities such as corporates, event attendees and vulnerable people.
FlexyMob is the digital backbone of Busforfun’s mobility ecosystem •FNM joined CDP Venture Capital Corporate Partners I Fund in 2023 committing to invest €10mln in the
Infratech Compartment
34Digital platforms integrating FNM’s core activities Shared mobility for events
and communities
•Developer of the Flexymob platform •Offers B2B solutions specialized in collective mobility services for large -scale events and efficient commuting systems •Modular approach allows each organizer to combine different transport modes into a single, coherent mobility ecosystem •Delivers measurable impact: high vehicle occupancy, reduced traffic, lower CO ₂emissions and optimized costs •Companies can quantify their environmental impact and demonstrate compliance with sustainability frameworksSports tourism and
outdoor experiences
•Sportit operates a B2C and B2B travel -tech platform which connects travelers with activities such as skiing, cycling and hiking across major Italian destinations •Through its platforms —most notably Snowit , which focuses on ski passes and rentals — users can plan, book and pay for equipment as well as accommodation in one place •Opportunity to create additional vertical communities around sports ( Bikeit ), outdoor activities ( Tribala ) and eventsInclusive mobility for
fragile people
•Innovative startup that developed a digital marketplace for assisted mobility services dedicated to elderly passengers, vulnerable users and people with reduced mobility •Drivers are not generic ride -hailing drivers, but trained professionals in assisted mobility, and vehicles are typically adapted and equipped for accessibility to special needs •Beyond being a mobility platform, Mbility plays a strong social role addressing a traditionally underserved market segment
35The FILI Project | Anew urban landscape
MILANO CADORNA
MILANO BOVISA
SARONNO HUB
BUSTO ARSIZIO
ALONG FERROVIENORD RAILWAY NETWORK
FROM MILANO CODORNA TO MALPENSA
36ENVIRONMENT
Climate change
Key strategic levers for decarbonization*:
MOBILITY
INFRASTRUCTURE
MOTORWAYS
•enhancing safety
•digitization and development of
sustainable infrastructure
•construction of five hydrogen distribution stations •installation of charging stations for electric vehicles in service areas
RAILWAYS
•Sacconago logistics hub •investments to upgrade railway infrastructure •purchase of new electric trainsENERGY •investments for the development of installed capacity with an estimated annual production of approximately 650 GWh of green energy •launch and development of the H2IseO Project, which includes hydrogen production (0.8 Kton /y @2029)RO.S.CO.
•Investments with own funds for 13 new electric trains •Purchase of hydrogen- powered
trains
•Revamping of TAF trains •Engagement with train suppliers for Scope 3 emissions reductionMOBILITY & SERVICES •improvement of public road transport •renewal of the fleet and gradual replacement of diesel vehicles with higher environmental classes and incentives for the use of alternative fuels Development of a transition plan in line with the timetable set out in the 2024 -29 Strategic Plan
* Key strategic levers based on the 2024 -2029 Strategic Plan, currently under review considering the Transition Plan adoption
37Scope 1: 7% Direct GHG emissions Scope 2: 5% Indirect GHG emissions GHG Emissions
Main highlights:ENVIRONMENT
96% of energy used by the Group from certified renewable sources for corporate consumption 15,525 tCO2e avoidedScope 3: 88% Indirect GHG emissions in the value chain43% Capital goods (Cat.2) 42% Investments (Cat.15) 12% Purchased goods and services
(Cat.1)
3% Fuel and energy activities (Cat.3), Upstream transportation and distribution (Cat.4), Waste generated during operations (Cat.5), Business travel (Cat.6), Employee commuting
(Cat.7)
Scope 3E1, E1- 4 2025 [tCO2] Scope 1 36.463 Scope 2 (location -based) 25.123 Scope 3 444.595 Total GHG emissions [tCO2] 506.181
Contacts
Valeria Minazzi
Investor Relations Director Fixed line: +39028511 4302 valeria .minazzi@fnmgroup .it investor .relations@fnmgroup .it