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Italgas’ Board of Directors approved changes the members of the Board Committees

Milan, 22 February 2023 – The Italgas Board of Directors, chaired by Benedetta Navarra, met today and approved the change in the composition of the Board Committees, appointing Director Fabiola Mascardi as Chairwoman of the Appointments and Compensation Committee and Director Lorenzo Parola as Chairman of the Sustainable Value Creation Committee.

The Board Committees therefore consist of the following:

Appointments and Compensation Committee

  • Fabiola Mascardi* (Chairwoman)
  • Claudio De Marco*
  • Manuela Sabbatini**

Sustainable Value Creation Committee

  • Lorenzo Parola*** (Chairman)
  • Maria Sferruzza**
  • Qinjing Shen**

 

The composition of the Control, Risk and Related Party Transactions Committee was not changed

  • Gianmarco Montanari* (Chairman)
  • Claudio De Marco*
  • Manuela Sabbatini**

* Non-executive independent director in accordance with the CLF and the Corporate Governance Code

** Non-executive director

*** Non-executive independent director in accordance with the CLF

Italgas confirmed for fourth consecutive year in S&P Global Sustainability Yearbook

Milan, 7 February 2023 – Italgas has been included for the fourth consecutive year in the Sustainability Yearbook, the annual publication by S&P Global that collects best practices, experiences, case histories from world’s top sustainability leaders.

Italgas also confirmed its leadership with inclusion in the ‘Top 1% S&P Global ESG Score’ category, thanks to its excellent performance.

The result was achieved after the Corporate Sustainability Assessment (CSA) conducted in 2022: 708 companies, out of 7,800 assessed, were included in the Sustainability Yearbook 2023 based on their ESG scores.

This achievement is further confirmation of Italgas’ focus on the key criteria of sustainability, environmental, social and governance, as well as its commitment to achieving targets to reduce the carbon footprint and energy consumption associated with its activities.

Italgas: 2023 financial calendar

Milan, 20th January 2023  – Italgas announces the financial calendar and the dates of the publication of its 2023 financial results as approved by the Board of Directors:

  • Integrated Annual Report and draft financial statements at December 31,
    2022;
  • Dividend proposal for 2022;
  • Report on Corporate Governance and Ownership Structure 2022;
  • 2023 Compensation Report;
  • Call of Shareholders’ Meeting.
  • Board of Directors approval
  • Press release and Conference call
March 9, 2023*
  • Financial statements at December 31, 2022;
  • Resolution on the distribution of 2022 profits.
  • Shareholders’ Meeting
  • Press release
April 20, 2023*** in a single call
  • Interim report on operations as at 31 March 2023.
  • Board of Directors approval
  • Press release and Conference call
May 4, 2023*
  • 2023-2029 Strategic Plan.
  • Board of Directors approval
  • Press release and Strategy Presentation

June 13, 2023;

June 14, 2023**

  • Half-year financial report H1 2023.
  • Board of Directors approval
  • Press release and Conference call

July 25, 2023;

July 26, 2023**

  • Interim report on operations as at 30 September 2023.
  • Board of Directors approval
  • Press release and Conference call

October 24, 2023;

October 25, 2023**

* Press release will be issued at the end of the Board of Directors’ meeting. The conference call to present the results to the financial community will take place on the  same day.

** Press release will be issued in the morning (non-trading hours). The conference Call for the presentation of the results/Strategic Plan to the financial community will take place on the same day.

*** Press release to be issued at the end of the Shareholders’ Meeting.

The following dates will be disclosed to the market:

– Dividend payment for 2022 fiscal year: 24 May 2023 (record date 23 May 2023), ex-dividend date: 22 May 2023.

– road-show to illustrate the objectives set in the 2023-2029 Strategic Plan starting in June.

Any changes to the above dates will be promptly reported.

Italgas: sale of a 10% minority stake in the holding company controlling Depa Infrastructure

Milan, 22 December 2022 – Italgas, in line with what foreseen in its 2022-2028 Strategic Plan, today completed a transaction for the sale of 10% of the share capital of Italgas Newco, the Group’s holding company that controls Depa Infrastructure, active in gas distribution in Greece, to Phaeton S.A. (the holding company of the Greek industrial group Copelouzos).

The sale of the stake took place at an equity value of approximately EUR 40 million. Considering Italgas Newco’s net financial debt, this amount corresponds to an implicit valuation of the 100% stake in Depa Infrastructure in line with the price offered by Italgas for the purchase of the equity investment during the privatisation.

Medea (Italgas Group) becomes a 49% shareholder of Energie Rete Gas

Milan, 21 December 2022 – The transaction by which Medea S.p.A. (51.85% Italgas Reti S.p.A. and 48.15% Marguerite Gas III S.à r.l.) enters the share capital of Energie Rete Gas S.r.l. (Energetica Group) was completed today.

Medea S.p.A. is the Italgas Group’s company operating in the construction and management of gas distribution networks in Sardinia; Energie Rete Gas S.r.l. is a company active in gas transportation with approximately 142 kilometres of regional methane pipelines in operation in Italy.

The transaction is realised through the contribution to Energie Rete Gas S.r.l. of Medea’s assets and activities related to gas transportation: 63 cryogenic liquefied natural gas (LNG) plants, for a total capacity of 2,350 cubic metres of LNG, and related equipment serving the distribution networks in the municipalities under Medea’s concession.

The enterprise value of the transaction is EUR 53 million, against which Medea received an equity investment in Energie Rete Gas S.r.l. equal to 49% of the share capital and an amount of EUR 30 million.

In the context of the transaction, Energie Rete Gas S.r.l and a pool of banks signed a financing agreement, the proceeds of which will strengthen the company and give further impetus to regional gas transportation. The transaction will also allow Medea to rationalise the management of its activities by separating, also from a corporate point of view, its transport activities from its natural gas distribution activities.

Depa Infrastructure (Italgas Group): completed the acquisition of the remaining 49% of EDA Thess

Athens, 19 December, 2022 – Depa Infrastructure, an Italgas Group company active in natural gas distribution in Greece, today completed the acquisition of the remaining 49% of Thessaloniki – Thessalia Gas Distribution S.A. (EDA Thess) held by Eni Plenitude.

For Depa Infrastructure, the contract was signed by Barbara Morgante, the company’s CEO.

The transaction is part of the privatisation process of Depa Infrastructure, promoted by the Greek Government and concluded on September 1st. The price paid for 49% of EDA Thess is equal to EUR 165 million (equity) in execution of the existing agreements between Depa Infrastructure and the seller.

With today’s transaction, Depa Infrastructure owns 100% of the operating companies Attiki Natural Gas Distribution Single Member Company S.A. (EDA Attikis), Public Gas Distribution Networks S.A. (DEDA) and Thessaloniki – Thessalia Gas Distribution S.A. (EDA Thess), the three major gas distribution players in Greece that manage a total of approximately 7,500 kilometers of network and 610,000 active redelivery points.

Italgas: BoD approves the 2022-2028 Sustainable Value Creation Plan

Milan, 14 December 2022 – The Board of Directors of Italgas today approved the 2022-2028 Sustainable Value Creation Plan, “Builders of the Future”, which sets concrete actions and ambitious targets for the creation of value for the Group’s stakeholders and for the territories in which it operates; the document is part of the trajectory already traced by the 2022-2028 Strategic Plan of 8.6 billion euros of investments. Along with the Value Creation Plan, the “Driving innovation for energy transition” report was also presented to the BoD. It explores the relationship between Italgas Group’s business and the impacts associated with climate change in line with the recommendations of the Task Force on Climate-Related Financial Disclosure (TCFD).1

The two documents, produced in line with international frameworks and best practices, provide further evidence of how sustainability for Italgas it’s not just an integral part of strategic development, but a founding element and pivot of actions aimed at achieving the targets set by the REPowerEu.

“Builders of the Future” is structured around three pillars – planet, people and partnership – to which correspond specific lines of action with clear commitments, measurable targets and expected medium and long-term results. Results to be achieved by leveraging strategic drivers such as technological innovation, circular economy, training, diversity and inclusion.

Targets set to 2028 include the creation of a 100% hydrogen-ready distribution network, the production of 200 tons of hydrogen through the future Power to Gas plant in Sestu (Cagliari) – demonstrating the validity of the solution for transportation and industrial and residential uses – the involvement of 18,000 citizens in energy transition training activities, and the global assessment of more than 3,000 startups and SMEs for possible collaborations.

In “Driving innovation for energy transition”, Italgas discloses its strong commitment to decarbonization of both its own business, with a “Net Zero Carbon Goal” to 2050, and the territories in which it operates, managing the opportunities (and risks) related to climate change in the best possible way, through the drivers of digital transformation and energy efficiency, also at the service of the customers of the Group’s ESCo, Geoside.

Italgas CEO, Paolo Gallo, explained: “For years, sustainability has been considered an almost abstract concept, with respect to which to adjust business strategies and objectives but without a direct correlation to real development. A short-sighted and distant vision from the idea of concrete actions and interventions that make sustainability the main driver to reach the goal of the net zero economy. At Italgas we have been working on this for some time in the awareness that whatever we can measure we can also manage. The two new documents go precisely in this direction: providing a detailed map within which we can move according to precise coordinates and intermediate goals”.


1Established in 2015 by the Financial Stability Board – https://www.fsb-tcfd.org/

Italgas completes the acquisition of the entire stake in Janagas S.r.l. from Fiamma 2000 Group

The agreement includes over 430 km of networks serving about 12,000 customers in 12 Sardinian municipalities including Olbia

Milan, 13 December 2022 – Italgas today finalized the acquisition from the Fiamma 2000 Group of the entire share capital of Janagas S.r.l., the company that owns the LPG distribution and sale concessions, with related networks and plants, in 12 municipalities in Sardinia, including Olbia, which thus joins the other major cities of the island already under concession to the Italgas Group.

The transaction, which was announced last August 3, was completed, following the fulfillment of the conditions set out in the purchase agreement, through Medea S.p.A., the Italgas Group company that manages the gas distribution service in Sardinia.

The gas distribution networks covered by the agreement, headed by Janagas and previously by Sarda Reti Gas, extend overall for over 430 kilometers and serve about 12,000 customers in the municipalities of Olbia (Basin 5), Valledoria (3), Buddusò (10), Budoni (11), Sedilo (13), Genoni (17), Terralba (19) Simala (20), Arbus (24), Mandas and Siurgus Donigala (26), and Santadi (35).

The valuation of the transaction (enterprise value on a debt-free/cash-free basis) is equal to 31.7 million euros, to be adjusted for the value of the financial debt at the closing.

The Italgas Group thus increases its customer base in Sardinia by about 30%, further extends its presence in most of the 38 basins into which the island is divided, and is preparing to convert the acquired networks from LPG to natural gas, as planned as part of the broader project for the construction of gas infrastructure serving the region.

Italgas RETI CEO, Pier Lorenzo Dell’Orco, commented: “This operation, further strengthens our presence in Sardinia and benefits the territory which will see the implementation of new investments capable of creating the conditions for the territory’s development. With Olbia, the number of large urban centers that entrust the gas network to the Italgas Group for the efficient and effective management of the service grows.”

Medea – Group company active in gas distribution in Sardinia – CEO, Francesca Zaninotti, explained: “Janagas’ networks, a Group company active in gas distribution in Sardinia, will soon be converted to natural gas, and their digital transformation will put them in a position to distribute renewable gases, such as biomethane and hydrogen, in the near future. Infrastructure of excellence at the service of the ecological transition.”

The Italgas Group operates in Sardinia through the company Medea S.p.a., which is present, in whole or in part, in 24 of the 38 basins into which the island is divided. There are currently 77 cities served by methane, with a total of 1.4 million cubic meters distributed in the first nine months of 2022. The assets consist of about 1,500 km of natural gas networks (of which over 800 are “native digital”) and 600 km of propane-fueled air networks in the municipalities of Cagliari, Sassari, Nuoro and Oristano. Today we add the more than 430 km running on LPG under the agreement with Fiamma 2000, which will be converted to natural gas next year.

Italgas recognized with ‘A’ score for transparency on climate change by CDP (Carbon Disclosure Project)

Milan, 13 December 2022 – Italgas is confirmed as one of the leading companies worldwide for its commitment in the fight against climate change.

In fact, the Company was included for the first time Italgas in the “A-list” of CDP (Carbon Disclosure Project) that groups sustainability leaders worldwide based on transparency and performance on climate change. The result is based on the data reported through CDP’s 2022 Climate Change questionnaire and marks the second consecutive year of improvement for Italgas.

This year CDP analysed more than 15,000 companies worldwide investigating the topic of climate change, forests and water security. Only 330 of them achieved the ‘A-level’ of which 283 for climate change and 6 in Italy1. CDP assessment considers the comprehensiveness of disclosure, awareness and management of environmental risks and demonstration of best practices associated with environmental leadership, including setting of ambitious targets.

The rating improvement is a further recognition of the Company’s strong focus on environmental targets that the 2022-2028 Strategic Plan, presented to the market last June, revised upwards (-34% in Scope 1 and 2 gas emissions, -30% in Scope 3 emissions, -27% in energy consumption by 2028, baseline 2020, net Zero by 2050).

The positive outcome of the CDP survey follows the recent affirmation of Italgas in the Dow Jones Sustainability Indexes Europe and World, thanks to first place for the Gas Utilities sector in the S&P Global CSA with a score of 91 points out of 100.


1of which 5 for climate change

Italgas confirmed in the Dow Jones Sustainability Index Europe and in the Dow Jones Sustainability Index World

The Company is in first place of the 46 companies included in the Gas Utilities Industry

Milan, 10 December 2022 – Italgas positions at the top of sustainability worldwide. The Company has been indeed confirmed for the second year in a row in the Dow Jones Sustainability Index Europe and for the fourth consecutive year in the Dow Jones Sustainability Index World. The two indexes, managed by S&P Global, include companies that have excelled in Europe and globally on sustainability topics.

1st in the Gas Utilities Industry. Out of 461 companies assessed in the Gas Utilities Industry in the S&P Global Corporate Sustainability Assessment in 2022, Italgas received the highest score, further improving on last year’s one (91 points out of 100, score date: 18 Novembre 2022).

The result achieved demonstrates the Group’s continuous effort aimed at improving all aspects related to sustainability, whether of an environmental, social or governance nature.


1Companies in the Gas Utilities Industry assessed by S&P Global Corporate Sustainability Assessment so far in 2022