DIF Capital Partners (“DIF”) is pleased to announce that DIF Infrastructure VI has closed the acquisition of Grupo Itevelesa (“Itevelesa” or the “Company”), a market leading provider of vehicle inspection services in Spain with a network of 72 stations nationwide serving ca. 2.3 million customers annually. Simultaneously, DIF has secured a long-term debt financing for the refinancing of the Company and to partially finance the acquisition. The debt financing was fully underwritten by Santander Corporate & Investment Banking which was also involved in hedging the interest rate exposure between signing and completion of the transaction.

Founded in 1982 and headquartered in Madrid, Itevelesa is one of Spain’s largest independent providers of periodical technical inspection services for vehicles, which are conducted under contracts with regional governments of which the majority is concession-based. The Company operates 72 fixed locations and 20 mobile units across 11 autonomous communities; it also provides industrial safety, metrology and environmental inspection services, playing a relevant role in ensuring ESG standards. With the long-term support of DIF, Itevelesa will aim to continue its strong growth path and further consolidation of its relevant market position.

Jesús García Gil, CEO of Itevelesa, said: “It is a pleasure to welcome DIF on board as our new shareholder. We have worked extremely closely with DIF along the last months and I truly believe that it is the ideal partner to support the Company’s growth and diversification business strategy; this transaction ensures that we can continue delivering the highest possible safety and quality service to our customers under the highest ESG standards.”

Gijs Voskuyl, Partner at DIF, said: “We are delighted to have completed the acquisition of Itevelesa. The Company provides a crucial service across Spain under a regulated environment which aligns well with our core strategy. We are looking forward to working closely with the Itevelesa team to deliver a high-quality service to its customers and continue growing in the market.”

DIF has been advised by Cantor Fitzgerald (Financial), Herbert Smith Freehills (Legal), Roland Berger (Commercial), PwC (accounting and tax) and WTW (insurance). Hayfin has been advised by Alantra (Financial) and Linklaters (Legal).

About DIF Capital Partners

DIF Capital Partners is a leading global independent investment manager, with ca. EUR 11 billion in assets under management across ten closed-end infrastructure funds and several co-investment vehicles. DIF invests in infrastructure companies and assets located primarily in Europe, the Americas, and Australia through two complementary strategies:

• Traditional DIF funds, of which DIF Infrastructure VI is the latest vintage, target core infrastructure equity investments with long-term contracted or regulated income streams including public-private partnerships, concessions, utilities, and energy transition projects (incl. renewable energy).
• DIF CIF funds, of which DIF CIF III is the latest vintage, target equity investments in small to mid-sized core-plus infrastructure companies in the telecom, energy transition, and transportation sectors.

DIF Capital Partners has a team of over 190 professionals, based in eleven offices located in Amsterdam (Schiphol), Frankfurt, Helsinki, London, Luxembourg, Madrid, New York, Paris, Santiago, Sydney, and Toronto. For more information please visit www.dif.eu.

Contact: Thijs Verburg, t.verburg@dif.eu.

DIF Capital Partners (“DIF”) is pleased to announce that DIF Infrastructure III (“DIF III”) and DIF Infrastructure IV (“DIF IV”) have agreed to the sale of their 10.66% shareholding in Thames Tideway Tunnel (“Tideway”) to DIF’s existing co-shareholders in the project: an affiliate of Allianz Capital Partners, two Amber Infrastructure-related entities (International Public Partnerships and Swiss Life Asset Managers) and Dalmore Capital. The transaction has arisen due to DIF III coming to the end of its fund life.

Tideway is a unique UK infrastructure project and is the largest single asset in the UK water sector. The 25km long tunnel is being constructed to help prevent the release of 37 million cubic metres of untreated sewage that is currently discharged into the River Thames in a typical year. The ‘super sewer’ will significantly increase the capacity of London’s sewer network and help to transform the River Thames into a healthier and cleaner river.

DIF, along with Allianz, Amber Infrastructure and Dalmore Capital, was awarded the project licence for Tideway from Ofwat in 2015, and has managed the project successfully through its most challenging construction phase. At the end of April 2022, Tideway reached a significant milestone with the completion of tunnelling.

Andrew Freeman, Head of Exits at DIF, said: “During our joint ownership, the co-shareholders have championed our collective vision of providing long-term benefits to London by upgrading its essential infrastructure. We are delighted to leave Tideway under their stewardship.”

DIF was advised by RBC Capital Markets (financial) and Norton Rose Fulbright (legal).

About DIF Capital Partners

DIF Capital Partners is a leading global independent investment manager, with ca. EUR 11 billion in assets under management across ten closed-end infrastructure funds and several co-investment vehicles. DIF invests in infrastructure companies and assets located primarily in Europe, the Americas, and Australia through two complementary strategies:

• DIF CIF funds, of which DIF CIF III is the latest vintage, target equity investments in small to mid-sized core-plus infrastructure companies in the telecom, energy transition, and transportation sectors.
• Traditional DIF funds, of which DIF Infrastructure VI is the latest vintage, target core infrastructure equity investments with long-term contracted or regulated income streams including public-private partnerships, concessions, utilities, and energy transition projects (incl. renewable energy).

DIF Capital Partners has a team of over 190 professionals, based in eleven offices located in Amsterdam (Schiphol), Frankfurt, Helsinki, London, Luxembourg, Madrid, New York, Paris, Santiago, Sydney, and Toronto. For more information please visit www.dif.eu.

Contact: Thijs Verburg, t.verburg@dif.eu.

DIF Capital Partners (“DIF”) is pleased to announce that DIF Core Infrastructure Fund I (“CIF I”) signed an agreement to sell its 55% ownership stake in ADTIM SAS (“ADTIM”), a French fibre company, to HICL Infrastructure PLC (“HICL”), the listed core infrastructure fund managed by InfraRed Capital Partners. This will be the first exit for CIF I.

ADTIM operates an independent wholesale broadband network that focuses on low-density areas in the Ardèche and Drôme departments. ADTIM was awarded two complementary concession contracts by the public local authority Syndicat mixte ADN, under the French PIN (Public Initiative Networks) scheme. The company operates two infrastructure networks providing broadband access to telecom operators serving both residential and business retail markets.

During DIF’s ownership, ADTIM has realised over 100,000 new rolled-out connections in the low density household areas of the Drôme and Ardèche departments, and established a very robust BtB platform with over 2,000 enterprises served by the ADTIM network. It has maintained its network to a high standard with an overall availability of its network reaching over 99%. DIF has exercised its oversight authority effectively as majority shareholder of ADTIM to ensure that ADTIM complies responsibly with its concession agreements with ADN as well as to its clients and end users.

Andrew Freeman, Head of Exits, said “This is the first exit for CIF I, an important milestone for our CIF strategy. Benefitting from the strong momentum in the European fibre market, this exit is expected to yield attractive returns to our CIF I investors. We believe InfraRed is an excellent counterparty and is very well placed to manage the company going forward.”

DIF was advised on the transaction by DC Advisory (financial), Orrick (legal), Analysys Mason (commercial), KPMG and Denjean & Associés (tax & accounting), Currie & Brown (technical), as well as Marsh (insurance).

Closing of the transaction is subject to the receipt of customary approvals and consents.

About DIF Capital Partners

DIF Capital Partners is a leading global independent investment manager, with ca. EUR 11 billion in assets under management across ten closed-end infrastructure funds and several co-investment vehicles. DIF invests in infrastructure companies and assets located primarily in Europe, the Americas, and Australia through two complementary strategies:

• DIF CIF funds, of which DIF CIF III is the latest vintage, target equity investments in small to mid-sized core-plus infrastructure companies in the telecom, energy transition, and transportation sectors.
• Traditional DIF funds, of which DIF Infrastructure VI is the latest vintage, target core infrastructure equity investments with long-term contracted or regulated income streams including public-private partnerships, concessions, utilities, and energy transition projects (incl. renewable energy).

DIF Capital Partners has a team of over 190 professionals, based in eleven offices located in Amsterdam (Schiphol), Frankfurt, Helsinki, London, Luxembourg, Madrid, New York, Paris, Santiago, Sydney, and Toronto. For more information please visit www.dif.eu.

Contact: Thijs Verburg, t.verburg@dif.eu.

DIF Capital Partners (“DIF”) is pleased to announce that DIF Infrastructure III (“DIF III”) has signed an agreement to sell its stakes in three Irish roads to Semperian PPP Investment Partners (“Semperian”).

The Irish roads portfolio consists of shareholdings in three projects that DIF invested into between 2013 and 2016: M3 Motorway, M4 Motorway and M50 Motorway. The M3 and M4 Motorway projects are demand-based toll roads and the M50 Motorway is an availability-based public private partnership. DIF has optimised these projects throughout its ownership and worked closely with the local management teams to successfully steer the roads through the Covid-19 pandemic. Traffic on the M3 and M4 Motorway projects has materially recovered in the last few months as lockdown restrictions have been lifted in Ireland. The sale of these assets means DIF III is almost fully divested as the end of the fund life approaches.

Andrew Freeman, Head of Exits at DIF: “We are very pleased with the sale of this high quality roads portfolio which delivers a strong exit outcome for our DIF III investors. We are confident that Semperian will be an excellent counterparty to the projects going forward given their extensive experience in managing these type of assets.”

DIF was advised on the transaction by Cantor Fitzgerald (financial), HSF (legal), Arthur Cox (Irish counsel), Jacobs (technical) and KPMG (tax & accounting).

Closing of the transaction is expected to take place in Q3 2022 subject to the receipt of customary approvals and consents.

About DIF Capital Partners

DIF Capital Partners is a leading global independent investment manager, with ca. EUR 10 billion in assets under management across nine closed-end infrastructure funds and several co-investment vehicles. DIF invests in infrastructure companies and assets located primarily in Europe, the Americas, and Australia through two complementary strategies:

• DIF CIF funds, of which DIF CIF II is the latest vintage, target equity investments in small to mid-sized core-plus infrastructure companies in the telecom, energy transition, and transportation sectors.
• Traditional DIF funds, of which DIF Infrastructure VI is the latest vintage, target core infrastructure equity investments with long-term contracted or regulated income streams including public-private partnerships, concessions, utilities, and energy transition projects (incl. renewable energy).

DIF Capital Partners has a team of over 190 professionals, based in eleven offices located in Amsterdam (Schiphol), Frankfurt, Helsinki, London, Luxembourg, Madrid, New York, Paris, Santiago, Sydney, and Toronto. For more information please visit www.dif.eu.

Contact: Thijs Verburg, t.verburg@dif.eu.

DIF Capital Partners (“DIF”), through its DIF CIF II fund, has signed an agreement to acquire an undisclosed stake from Spanish main shipping and port services company, Boluda Corporación Marítima (“Boluda CM”), in its container terminal division, Boluda Maritime Terminals. Boluda CM will remain the majority shareholder in the joint venture (“JV”).

The transaction involves 8 container terminals located in continental Spain and the Canary Islands with a total capacity of over 1.5 million TEUs. All terminals are operated under a concession granted by the port authorities. Focused on gateway cargo, these maritime terminals provide loading, unloading, warehousing, handling of containers, and general cargo services. The JV employs ca. 150 employees. Each terminal has its own financing in place with no new debt being arranged in the context of the transaction.

The terminal portfolio is key to serve essential goods from / to the Canary Islands, a region which represents a population of ca. 2 million inhabitants. The JV agreement includes specific arrangements to further invest in container terminal opportunities.

The terminals will continue to benefit from the support of Boluda Lines, the maritime transport division of Boluda CM, which has developed a successful container cargo service between the Iberian Peninsula, the Canary Islands and other regions in Europe and Africa. The JV has signed a long-term contract with Boluda Lines.

Willem Jansonius, head of DIF CIF Investments, says: “We are pleased to announce the agreement reached with Boluda CM to invest in their container terminal business. The Boluda terminals are essential infrastructure assets delivering cargo services 24/7 to the Iberian Peninsula and the Canary Islands. We are looking forward to continuing to grow the business together with Boluda CM, management and employees and aim to work closely with its customers, the port authorities and other stakeholders”.

The completion of the acquisition is subject to antitrust approval.

DIF was advised by Deloitte (financial), Uria (legal) and Drewry (commercial and technical). Boluda CM was advised by Ocean Capital Partners (financial) and CMS (legal).

About DIF Capital Partners

DIF Capital Partners is a leading global independent investment manager, with ca. EUR 10 billion in assets under management across nine closed-end infrastructure funds and several co-investment vehicles. DIF invests in infrastructure companies and assets located primarily in Europe, the Americas, and Australia through two complementary strategies:

• DIF CIF funds, of which DIF CIF II is the latest vintage, target equity investments in small to mid-sized core-plus infrastructure companies in the telecom, energy transition, and transportation sectors.
• Traditional DIF funds, of which DIF Infrastructure VI is the latest vintage, target core infrastructure equity investments with long-term contracted or regulated income streams including public-private partnerships, concessions, utilities, and energy transition projects (incl. renewable energy).

DIF Capital Partners has a team of over 180 professionals, based in eleven offices located in Amsterdam (Schiphol), Frankfurt, Helsinki, London, Luxembourg, Madrid, New York, Paris, Santiago, Sydney, and Toronto. For more information please visit www.dif.eu.

Contact: Jorda Zuurendonk, j.zuurendonk@dif.eu.

About Boluda Corporación Marítima

Boluda Corporación Marítima is the holding company of the main shipping and maritime services group in Spain. The company is organized in 2 strategic divisions:

• Boluda Towage, which mainly provides tugboat services, being an undisputed leader on both a national and international level, with a fleet of over 300 tugs operating in the main ports of Europe, Africa, America and the Indian Ocean. The division also provides coastal, ocean, and offshore towage and maritime salvage services.
• Boluda Shipping division, which, in addition to holding the container terminal division of the group, provides shipping services (Boluda Lines) through a wide offer of commercial lines linking the Iberian Peninsula, the Canary Islands, the Balearic Islands, Italy, northern Europe, the west coast of Africa and Cape Verde. The division also offers general cargo, international freight forwarding and other port logistics services.

For more information, please visit www.boluda.com.es

Proposed new owners announce substantial investments in company with key role in Dutch energy transition

A consortium of DIF Capital Partners, through its DIF Infrastructure VI fund (“DIF”), and PGGM Infrastructure Fund (“PGGM”) has entered into an agreement for the acquisition of Fudura B.V., a subsidiary of Enexis Groep. PGGM and DIF will both acquire 50 percent of the shares. PGGM invests pension capital from, among others, Pensioenfonds Zorg en Welzijn for its three million participants, while DIF’s investment fund is supported by a large number of Dutch and international pension funds and insurance companies.

Fudura is the market leading B2B provider of medium-voltage electricity infrastructure (mainly transformers), metering devices and related data services in the Netherlands. With the intended acquisition, the new investors add a company to their investment portfolios that plays an important role in the Dutch energy transition. Fudura is active in offering services to companies seeking solutions for energy efficiency, security of energy supply and CO2 neutrality. Fudura currently has 22,000 business customers, being a combination of larger companies, public institutions such as hospitals, and SMEs. Within all these client segments there is a great urgency for a more sustainable energy consumption.

Fudura’s strategy to broaden its services within the energy transition is fully endorsed by the new intended shareholders. Various solutions will be offered, such as the delivery of solar panels, batteries, EV chargers and electric heating solutions. With this, Fudura wants to meet the increased demand from business customers to reduce their CO2 footprint, reduce dependence on natural gas and guarantee energy security.

René Pruijssers, director of Fudura: ,,As director of Fudura I am very pleased with selecting DIF and PGGM. With these partners Fudura can further develop as the energy transition platform for business customers. Fudura’s customers, employees and partners will benefit from the knowledge and ambition of DIF and PGGM to make the Netherlands more sustainable.’’

Erik van de Brake, head of Infrastructure at PGGM: ,,Fudura fits perfectly into PGGM’s strategy to make long-term investments for our clients, including Pensioenfonds Zorg en Welzijn, which are not only financially attractive, but also have a positive impact on our society. We are faced with the enormous task of making the Netherlands CO2 neutral within a few decades, and companies such as Fudura play a very important role in this. Fudura will become part of our investment portfolio, which, in addition to Fudura, also contains a number of other investments that play a key role in realizing the energy transition and will help to accelerate it.’’

Gijs Voskuyl, head of Core Infrastructure at DIF: ,,We are delighted with the acquisition of a 50% stake in Fudura. The company’s leading role in the energy transition in the Netherlands fits seamlessly with DIF’s own ambitions including having a CO2-neutral investment portfolio by 2050 the latest. In addition, we expect that DIF’s expertise in previous energy transition investments will contribute to a fruitful collaboration with both Fudura and co-shareholder PGGM.’’

Enexis and the consortium of DIF and PGGM have also made agreements about employment, sustainability and continuity of Fudura. The consortium of DIF and PGGM sees Fudura as a platform for the energy transition and commits itself to Fudura for a long period of time. The employment and working conditions of Fudura’s employees are guaranteed and there is support for Fudura’s strategy and its role in the energy transition. These agreements are laid down in the signed document and are an integral part of this intended transaction.

About Fudura

Fudura B.V. is a wholly owned subsidiary of Enexis Groep and is active in the non-regulated part of the energy market. Fudura focuses on business services to optimize and make the energy supply of more than 22,000 business customers in the Netherlands more sustainable. Fudura provides advice, measures, designs and realizes infrastructures and manages and maintains meters, charging stations, transformers and switchgear. Fudura is the market leader in its segment.

About DIF Capital Partners

DIF Capital Partners is a leading global independent investment manager, with ca. EUR 10 billion in assets under management across nine closed-end infrastructure funds and several co-investment vehicles. DIF invests in infrastructure companies and assets located primarily in Europe, the Americas, and Australia through two complementary strategies:

• Traditional DIF funds, of which DIF Infrastructure VI is the latest vintage, target core infrastructure equity investments with long-term contracted or regulated income streams including public-private partnerships, concessions, utilities, and energy transition projects (incl. renewable energy).
• DIF CIF funds target equity investments in small to mid-sized core-plus infrastructure companies in the telecom, energy transition, and transportation sectors.

DIF Capital Partners has a team of over 180 professionals, based in eleven offices located in Amsterdam (Schiphol), Frankfurt, Helsinki, London, Luxembourg, Madrid, New York, Paris, Santiago, Sydney, and Toronto. For more information please visit www.dif.eu.

About PGGM

PGGM is a not-for-profit cooperative pension fund service provider. As a pensions administrator, asset manager and advisor to pension fund boards, it executes its social mandate: to provide for good old-age incomes for 4.4 million participants in the Netherlands. On December 31, 2021 PGGM managed long-term pension capital of EUR 291 billion worldwide. Rooted firmly in the Dutch healthcare sector, PGGM develops innovative provisions for labour market issues in this sector, alone or with strategic partners. Our member organisation PGGM&CO supports 764,000 workers and pensioners with a background in healthcare. www.pggm.nl.

For more information:

DIF Capital Partners

Allard Ruijs, a.ruijs@dif.eu, +31 (0)20 655 47 05

PGGM Corporate Communications

Maurice Wilbrink, maurice.wilbrink@pggm.nl, +31 (0)30 277 97 35