Financing Fair Market Value Capital Partners and TD Asset Management’s Acquisition of a Minority Interest in PSA Italy

Milan, May 22, 2024 – In March 2024, the FMV Industrial Infrastructure Fund I SCSp, advised by Fair Market Value Capital Partners (UK) Limited (“FMV”) and TD Greystone Infrastructure Fund (Global Master) SCSp ("TDGIF"), advised by TD Asset Management Inc.(“TDAM”) completed the acquisition of a 28% interest in PSA Italy from PSA International. In May 2024, Pricoa Private Capital - the private capital arm of PGIM, Inc., the global investment management business of Prudential Financial, Inc. (NYSE:PRU) - provided long-term financing through €100 million of fixed rate Senior Secured Notes to support the acquisition of FMV and TDGIF’s ownership stake. FMV and TDAM explored bank and institutional investor financing solutions, however, ultimately chose to partner with Pricoa Private Capital due to the combination of the terms package, long-term maturity profile, and cost of debt.

“We are pleased to have the support of an institutional investor of the calibre of Pricoa Private Capital in the financing of this acquisition. Pricoa’s strong understanding of the ports sector and local knowledge combined with the overall financing package offered made them our clear partner of choice for this financing,” said Frederic Michel-Verdier, Founding Partner & CEO, Fair Market Value Capital Partners.

"As a long-term investor in our underlying assets, we always seek to partner and invest with like-minded capital providers such as Pricoa. Illustrating a clear understanding of the port sector and the specifics of our investment in PSA Italy, Pricoa’s commitment and financing terms have been accretive to our ownership, creating a strong foundation for our clients, partners and all stakeholders," commented Jeff Mouland,  Managing Director and Head of Global Infrastructure Investments , TD Asset Management Inc.

“We are thrilled to support FMV and TDAM through our long-term financing as we continue to reinforce our capabilities for complex transactions in a wide variety of infrastructure asset classes. Our global port investments continue to grow across the globe, totalling approximately $1.6 billion, demonstrating our expertise and continued commitment to the sector,” stated Francesco Ascoli and Federico Chiaramonte of Pricoa Private Capital

PSA Italy is a premier gateway ports platform consisting of three terminals located in Genoa and Venice handling c. 2 million TEUs a year, operated by PSA International, a leading port operator.

FMV and TDAM were advised by Santander Corporate & Investment Banking (Financial Advisor) and Ashurst (Legal), while Pricoa Private Capital were advised by DLA Piper (Legal).

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About Fair Market Value Capital Partners

Fair Market Value Capital Partners is a pan-European investment firm that sponsors investment funds that invest in the energy, infrastructure and essential services sectors. FMV aims to generate attractive investment returns through a patient, disciplined approach to investing, combined with a highly operational approach to managing these investments. FMV was founded by a team with over 43 years of combined experience investing across energy, infrastructure and essential services businesses. For additional information on Fair Market Value Capital Partners, please visit www.fmvcapitalpartners.com

About TD Asset Management Inc.

TD Asset Management Inc., a member of TD Bank Group, is a North American investment management firm. TDAM offers investment solutions to corporations, pension funds, endowments, foundations, and individual investors. Additionally, TDAM manages assets on behalf of almost 2 million retail investors and offers a broadly diversified suite of investment solutions including mutual funds, professionally managed portfolios, and corporate class funds. Asset management businesses at TD manage $437 billion in assets. TDAM has a 30-year history of investing in alternatives and approaching 10 years investing in infrastructure, globally. Aggregate statistics are as of December 31, 2023 for TDAM and Epoch Investment Partners, Inc. TDAM operates in Canada and Epoch Investment Partners, Inc. operates in the United States. Both entities are affiliates and are wholly-owned subsidiaries of The Toronto-Dominion Bank.

TD Bank Group means The Toronto-Dominion Bank and its affiliates, who provide deposit, investment, loan, securities, trust, insurance and other products or services.

®The TD logo and other TD trademarks are the property of The Toronto-Dominion Bank or its subsidiaries.

About Pricoa Private Capital

For nearly 100 years, Pricoa Private Capital has been partnering with a wide range of corporations, sponsors, and institutions, enabling them to achieve their growth and funding goals. We are known for building enduring local partnerships based on a steady and patient commitment to our partners’ long-term capital needs. With regional teams in 15 offices around the world, we manage a portfolio of more than US$102 billion for our partners (as of 31.3.24).