Financial Overview

(in million EUR)

	FY ended Dec. 31, 2012	FY ended Dec. 31, 2011	Rate of change (%)	Factors
Overall
Net Sales	5,828	5,860	(0.5)	-
EBIT	130	9	1344.4	1)
Sales by division
Automotive Lighting	2,038	1,808	12.7	2)
Engine Control	918	957	(4.1)	3)
Suspension Systems	476	588	(19.0)	4)
Shock Absorbers	354	408	(13.2)	5)
Electronic Systems	875	722	21.2	6)
Exhaust Systems	598	696	(14.1)	7)
Plastic Components and Modules	419	525	(20.2)	8)

Factors
1) EBIT
-EBIT in 2012 was EUR 130 million, an increase of EUR 121 million from 2011. The Company's 2011 EBIT of EUR 9 million included EUR 154 million in unusual charges.

2) Automotive Lighting
-In 2012, the Automotive Lighting business line had net sales of EUR 2,038 million, an increase of 12.7% from 2011. This growth was primarily due to strong demand from German customers as well as new technological content for recently launched products. Strong performances in the NAFTA region, China and Russia also contributed the sales increase.

3) Engine Control
-Net sales for the Engine Controls business line were EUR 918 million in 2012, a decrease of 4.1% from 2011. This was caused mainly by lower volumes in Europe and Brazil and was partially offset by performance in the United States and India.

4) Suspension Systems
-Net sales of the Suspension Systems division in 2012 decreased 19.0% from 2011 to EUR 476 million. Decreased demand in Italy and Poland for all brands of the Fiat Group, the business line's primary customer, was the principal cause for the decline in sales.

5) Shock Absorbers
-In 2012, the Shock Absorbers business line had a decrease in net sales of 13.2% to EUR 354 million compared with 2011. The reduction in sales was caused primarily by lower business volumes in Brazil and Poland which was offset by small gains in the United States.

6) Electronic Systems
-The Electronic Systems business line had net sales of EUR 875 million in 2012, an increase of 21.2% from 2011. The increase in sales was attributed to significant growth for "telematic and body" products for external customers, as well as increase in business volumes with Chrysler, PSA and Daimler.

7) Exhaust Systems
-Net sales of the Exhaust Systems business line in 2012 decreased 14.1% from 2011 to EUR 598 million due to an overall drop in demand in the business line's core markets.

8) Plastic Components and Modules
-The Plastic Components and Modules business line had net sales of EUR 419 million in 2012, a decrease of 20.2% from 2011. The decrease in sales was due to a drop in demand in the business line's core markets.

Joint Venture

-The Company signed an agreement with Hefei Jianghuai Automotive Co., Ltd. (JAC) and Hefei Lingdatang Collective Assets Management Co., Ltd. (Lingdatang) to create a joint venture aimed at supplying exhaust systems for the Chinese market. The joint venture will be called Hefei Magneti Marelli Exhaust Systems Co., Ltd. According to the agreement, the Company will own 51% of the capital, JAC will own a 37% share, and Lingdatang will own the remaining 12%. Hefei Magneti Marelli Exhaust Systems Co., Ltd. will focus on the research, development, design, production and marketing of exhaust systems for motor vehicle engines, including intake manifolds, exhaust pipes, catalytic converters and mufflers. (From a press release on November 14, 2012)

-In June 2012, a subsidiary of the Company, Sistemi Sospensioni S.p.A. signed a joint venture agreement with Promatcor Inc. to form Magneti Marelli Promatcor Sistemi Sospensioni Mexicana S. de R.L. de C.V. The joint venture will produce suspension systems for the Fiat Professional "Ducato" assembled in Mexico.

-The Company and Changchun Fudi Equipment Technology Development Co. Ltd. (FUDI) have signed an agreement to set up a joint venture in Changchun, Jilin. According to the agreement, the Company will own 51% of Changchun Magneti Marelli Powertrain Components Co. Ltd., while FUDI will own the remaining 49%. EUR 14 million will be used as an initial investment in the joint venture. The joint venture will focus on the production of intake manifolds, throttle bodies, fuel rails and air/fuel modules for Chinese automakers. (From a press release on April 2, 2012)

-Magneti Marelli Holding S.p.A. announced in the middle of November 2011 that it formed a new joint venture with India-based automotive parts manufacturer Talbros Automotive Components Limited (TACL) in the area of suspensions. (From a press release on January 10, 2012)

Contracts

Company	Model	Parts Supplied
Fiat	Viaggio	Bi-halogen elliptic module headlight, LED rearlights, instrument cluster, hands free module system, intake manifolds, motorized butterfly valves and injectors, hydraulic kit and ECU for dual clutch transmission, front and rear shock absorbers
	500L	Headlamps, Daylight Running Lights (DRL), exhaust systems, suspension components, body computers, bumpers, engine control units for the 1.3 MultiJet II and 0.9 TwinAir Turbo, Freechoice Automated Manual Transmission (AMT)
	Panda	Automated Manual Transmission for 0.9 TwinAir Turbo 85 CV Dualogic, lighting components, ECU, instrument cluster, suspension systems, shock absorbers, exhaust systems, plastic components
Peugeot	208	Throttle bodies for 3-cylinder 1.0 VTi and 1.2 VTi gasoline engines, in-vehicle multimedia infotainment system "Touchscreen"
Citroen	C4	In-vehicle multimedia entertainment system, USD and Bluetooth connectivity
Ferrari	F12 Berlinetta	Multifunction instrument cluster with TFT display, LED rear lights, ECU
Porsche	Boxster	Instrument cluster
Pininfarina	Cambiano	Electric motors for traction system

R&D Expenditures

(in million EUR)

	FY ended Dec. 31, 2012	FY ended Dec. 31, 2011	FY ended Dec. 31, 2010	FY ended Dec. 31, 2009
Overall	N/A	309	292	245

R&D Facilities

-The Company inaugurated a new laboratory for reliability testing of automotive components in Bologna, Italy. The laboratory is located at the Company's Powertrain facilities and has an area of 2,000 square meters. EUR 5 million was invested in machinery and test benches for the research facility. The laboratory can test a wide range of components, including GDI injectors, dual clutch transmissions, electric motor-generators and inverters. Furthermore, the facility has enough workstations such that up to 20 engines and inverters can be tested simultaneously. (From a press release on July 5, 2012)

Product Developments

Automotive Lighting
-In 2012, the Company's Automotive Lighting business line had various development projects:

• LED AFS Module (LFX): A multi-functional modular lighting system with the capability to adjust quantity and intensity of light transmitted based on exterior conditions.
• IRED - Radiator: A system which uses infrared cameras for active night vision.
• E-light 2.0 & 2.1: A second generation lighting module which provides customers with more flexibility in design while still using under 20 watts of power.
• Matrix Beam S: A system based on a new generation of optic elements which use new materials.

Suspension Systems
-Research for the Suspension Systems business line in 2012 continued on high-resistance metals and alloys along with variable thickness components.

Shock Absorbers
-Products and technologies that were developed in the Shock Absorbers business line include Full Displacement valves and Power Shocks as well as regenerative shock absorbers and alternative materials for decreased weight in components.

Electronic Systems
-In 2012, the Electronic Systems business line developed an integrated electronic xenon bulb and a new infotainment system specifically for BMW.

Exhaust Systems
-Research in 2012 under the Exhaust Systems business line continued to focus on reductions in CO2 emissions. Technologies that were researched include NOx Storage Catalyst (NSC) and Selective Catalytic Reduction (SCR).

Capital Expenditure

(in million EUR)

	FY ended Dec. 31, 2012	FY ended Dec. 31, 2011	FY ended Dec. 31, 2010	FY ended Dec. 31, 2009
Overall	N/A	487	383	356

Investment Outside Italy

<China>
-Hefei Magneti Marelli Exhaust Systems Co., Ltd., a joint venture between the Company, Hefei Jianghuai Automotive Co., Ltd. (JAC), and Hefei Lingdatang Collective Assets Management Co., Ltd. (Lingdatang), announced that their industrial facilities would be located at Taohua Industry Park, in Hefei, Anhui. Production of exhaust systems and its components was scheduled to start at the beginning of 2013 with an initial workforce of 160 employees. When fully operational, production capacity of the joint venture is expected to exceed 900,000 units annually. (From a press release on November 14, 2012)

-In July 2012, the Company announced that production had started at its new plant in Changsha, Hunan. The facility is located in the supplier park of GAC Fiat, in the Economic & Technical Development Zone of Changsha. It has a total area of 21,000 square meters, 10,000 of which are dedicated for production activities. At full capacity, the plant will have 200 workers and be able to produce up to 300,000 exhaust systems annually. The facility is expected to produce exhaust systems for the Fiat Viaggio, a model which will be sold soon in China. (From a press release on July 10, 2012)

-Changchun Magneti Marelli Powertrain Components Co. Ltd., a joint venture between the Company and Fudi Equipment Technology Development Co. Ltd. (FUDI), announced that they will locate their industrial facilities in Changchun, Jilin. An initial investment of EUR 14 million was made for the 4,000 square meter facility. The facility will produce intake manifolds, throttle bodies, fuel rails and air/fuel modules for Chinese automakers such as FAW. Production was scheduled to begin at the end of 2012. At full capacity, the plant will employ 300 workers and produce approximately 1.7 million intake manifolds and 1.2 million throttle bodies annually. (From a press release on April 2, 2012)

<India>
-The Company inaugurated a new industrial plant in India for SKH Magneti Marelli Exhaust Systems Pvt Ltd, a joint venture between the Company and SKH Metals Limited. SKH Magneti Marelli Exhaust Systems Pvt Ltd focuses on the production of automobile exhaust systems. The new production site is located at the Maruti Suzuki Supplier Park in Manesa and has a total area of 8,000 square meters. 4,500 square meters of the plant is dedicated to the manufacturing of hot end (catalytic converters) and cold end components (mufflers). At full capacity, the plant is expected to produce 400,000 cold end components and 150,000 hot end systems annually and employ 100 workers. (From a press release on October 29, 2012)

<Serbia>
-In July 2012, the Company's new plant in Kragujevac, Serbia began production. The plant supplies exhaust systems for the Fiat "500L".