The Green Transition Fund - PNRR is an instrument to stimulate the growth of an innovation ecosystem in green transition sectors through venture capital investments.

For the purposes of the Invitation to submit proposals for this Fund, “target enterprises” are defined as:

1. startups with high development potential, with a special focus on SMEs (as referred to in Recommendation 361 of 8 May 2003) of the ecological transition chains and small and medium-sized enterprises implementing innovative projects;
2. startups and small and medium-sized enterprises that have been established through a corporate spin-off or as a result of the sale of a company or business unit by a large or mid-cap company or that has been established with the investment of a large or mid-cap company with a view to venture building, if the spin-off took place on or after 1 February 2020;
3. holding companies which, cumulatively, (i) have their registered office in a country other than Italy and control (pursuant to Article 2359, par. 1, no. 1 of the Italian Civil Code) one of the companies referred to in the two preceding paragraphs, and (ii) actually conduct their business or have development programmes in Italy; it should be noted in this case that the resources invested by the Fund will be used by the eligible companies in Italy and the intellectual property developed in Italy must remain in Italy).

It should be noted that the fact that a target company does not qualify as an "innovative startup" or "innovative SME" is not an obstacle to investment by the Fund, subject to the competent governance bodies of the SGR (Asset Management Company) checking that the company's business/development projects matches the Fund's areas of interest.

Investment opportunities should have the following characteristics in order to proceed with the selection:

1. the amount of direct investment by the Fund must be between 1 and 15 million euro. In the case of indirect investments, the threshold is between 1 and 20 million euro. For more details on direct and indirect investments, please refer to the definitions in the Financial Agreement;
2. target start-ups with high development potential, with a particular focus on SMEs in the ecological transition sectors and those implementing innovative projects, including small and medium-sized enterprises created from spin-offs of large enterprises, the latter only if the spin-off occurred on or after 1 February 2020, featuring a significant degree of scalability;
3. relate to the green technology sector, with regard to investments aimed at fostering the ecological transition also with reference to sectors in the areas of, in particular, the use of renewable energy sources, the circular economy, sustainable mobility, energy efficiency, waste management and energy storage, or other ecological transition sectors;
4. comply with technical guidelines on applying the Do No Significant Harm (DNSH) principle. In order not to jeopardise compliance with the DNSH principle, only projects involving activities that comply with relevant EU and national environmental legislation will be considered. For more details on excluded activities and Nace/Ateco codes, please refer to section 2 “Characteristics of the target enterprises” of the Invitation to submit proposals

contribute 100% to achieving the "climate target", based on the methodology set out in Annex VI of Regulation (EU) 2021/241 (so-called environmental tagging).

On 15 February 2023, the invitation for proposals was published on the website of the Ministry of Enterprises and Made in Italy, to be considered valid for the entire Investment Period, i.e. until 30 June 2026. Interested Subjects may submit projects for possible investment in the target enterprises by the Fund, by sending the project submission and accompanying documentation to greentransitionfund@cdpventurecapital.it. For further details of the required documentation, please refer to "Annex 1 - Due Diligence Checklist, target enterprise (zip) - version updated to 15 March 2023", published below and on the website of the Ministry of Enterprises and Made in Italy.

The Green Transition Fund - PNRR is a reserved closed-end fund established on 20 September 2022 under an agreement signed by the Ministry of Enterprises and Made in Italy (formerly the Ministry of Economic Development) and CDP Venture Capital SGR S.p.A., through the use of resources allocated by the European Union through the NextGeneration EU initiative and included in the PNRR Mission 2, Component 2, Investment 5.4 "Support for start-ups and venture capital active in the green transition" for an amount of 250 million euro.

The Fund aims to mobilise, by 30 June 2026, at least 250 million euro of private investment in green technologies and ecological transition, through equity, quasi-equity, debt and quasi-debt investments in the target companies as well as promote co-investment with funds established and managed by the Fund Manager or with other investment funds managed by authorised managers.

The investment takes place after presenting the investment opportunities as described in the Invitation.

The Fund operates through both direct and indirect investments (fund of funds approach).

Direct investments will be made through equity and quasi-equity instruments, it being understood that the technical approach for making individual investments (in terms of, for example, the amount invested and the specific type of instrument) will be assessed and defined on a case-by-case basis by the investment team. In accordance with market practice, CDP Venture Capital reserves the right to make the investment conditional on the recognition of certain specific rights, such as information or governance rights.

Indirect investments (fund of funds approach) will take place through the subscription of instruments of “third-party target funds” managed by “authorised managers”.

For more details on direct and indirect investments, please refer to the definitions in the Financial Agreement signed between the Ministry of Enterprises and Made in Italy (former Ministry of Economic Development) and CDP Venture Capital SGR S.p.A.

No, the investment methods of the Green Transition Fund are as described in the FAQ section.