Category: Press Releases Price Sensitive

Milan, May 5, 2026 – Italgas’ Board of Directors, chaired by Paolo Ciocca, met today and approved the renewal of the EMTN (Euro Medium Term Notes) Programme, increasing its maximum nominal amount from €5 billion to €7 billion.

As of today, under the EMTN Programme, notes outstanding amount to €750 million in nominal value.

The Board of Directors has also approved the issue of one or more bonds to be placed only with institutional investors within one year of the date of the renewal of the Programme. The total amount of the bonds issued may not in any case exceed the abovementioned maximum amount. The new bonds issued may be listed on regulated markets.

Milan, 5 May 2026 – Italgas’ Board of Directors, chaired by Paolo Ciocca, met today and approved the consolidated results as at 31 March 2026 and the guidance of the year 2026. The data take into account the significant change in scope with the consolidation of 2i Rete Gas starting from 1 April 2025.

Highlights

• Adjusted total revenues: 661.7 million euro (+44.1%)
• Adjusted EBITDA: 526.8 million euro (+52.6%)
• Adjusted EBIT: 340.7 million euro (+51.2%)
• Adjusted net profit attributable to the Group: 189.4 million euro (+42.8%)
• Technical investments: 342.8 million euro (+106.9%)
• Cash flow from operating activities: 643.0 million euro
• Net financial debt (excluding the effects pursuant to IFRS 16 and IFRIC 12): 10,206.8 million euro
• Net financial debt: 10,350.7 million euro
• Scope 1 and 2 (market-based) emissions: 28.8 10³ tCO₂eq, -2.7% – Gas distribution sector, like-for-like¹
• Net energy consumption: 136.6 TJ, -18.3% – Gas distribution sector, like-for-like²

 

 

The results for the first quarter mark a strong start to 2026 characterised by extremely positive performances, with the main economic and financial indicators recording growth of over 40% and 50% compared to the same period of the previous year. The Group’s development trajectory continues on the track of the 37 consecutive quarters of growth since Italgas’ return to the stock market, thanks to the ongoing focus on operational efficiency and to the synergies already executed after one year since the closing of the acquisition of 2i Rete Gas.

 

As at 31 March 2026, the Group recorded adjusted EBITDA of 526.8 million euro, up 52.6% compared to the first quarter of 2025, and adjusted EBIT of 340.7 million euro, representing an increase of 51.2% year on year.

Cash flow from operating activities amounts to 643.0 million euro, an increase of 230.9 million euro compared to the same period of 2025 benefiting from the favorable seasonality, and exceeding capital expenditure requirements. The abovementioned cash generation, together with the 197.6 million euro proceeds from the divestment of gas distribution activities following the Antitrust ruling, contributed to the reduction of net financial debt by 527.0 million euro over the quarter.

Technical investments in the first quarter amounted to 342.8 million euro, supporting the construction of approximately 284 kilometres of new gas distribution pipelines in Italy and Greece, as well as the continued implementation of the digital upgrade of the networks acquired through 2i Rete Gas deal, aimed at aligning them to the Group’s standards.

In the water sector, activities focused on the development of digital technologies, leveraging solutions adopted in the gas sector, with the aim of increasing operational efficiency and reducing network losses.

In the energy efficiency sector, the results of the first quarter of 2026 reflect a contraction in the business, due to lower activity related to incentives no longer in place from 1 January 2026.

 

Guidance 2026

The Group forecasts the following for the 2026 financial year:

• EBITDA adjusted: 2.10-2.15 billion euro
• EBIT adjusted: 1.34-1.37 billion euro
• Adjusted net profit attributable to the Group: 0.74-0.76 billion euro
• Technical investments: 1.5 billion euro
• Net financial debt: 10.8 billion euro³

Paolo Gallo, CEO of Italgas, commented:

 

“The results for the first quarter of 2026 mark the beginning of the most significant year in our recent history, delivering outstanding performance that lays the foundations for continued progress in line with the development targets we have set for ourselves.

Economic and financial indicators show robust growth, thanks to the integration of 2i Rete Gas, in several cases close to or exceeding 50%: adjusted EBITDA increased by 52.6% reaching 526.8 million euro, while adjusted Group Net Profit amounted to close to 190 million euro, scoring a +42.8% increase compared to the same period of 2025.

With approximately 350 million euro invested, we are accelerating the digital upgrade of the new assets acquired through the 2i Rete Gas and further developing the network in Italy and Greece.

2026 represents a key milestone for Italgas: the 2026 guidance incorporates the significant synergies resulting from the integration with 2i Rete Gas and the first results of the increasingly widespread adoption of artificial intelligence in processes and operating activities.

 

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We are already at an advanced stage of this journey, and I am confident that by continuing to invest in our people’s skills, in our consolidated know-how and in technological leverage, we will be able to take a further step forward, continuing to create value for the communities, the territories in which we operate and for all our stakeholders.”

¹Comparable perimeter 2025. Taking into account also the contributions from the “Water service” sector (11.3×10³ tCO₂eq) and from the former 2i Rete Gas perimeter (19.2×10³ tCO₂eq), the Group’s total emissions amount to 59.3×10³ tCO₂eq.

²Comparable perimeter 2025. Taking into account also the contributions from the “Water service” sector (97.0 TJ) and from the former 2i Rete Gas perimeter (101.8 TJ), the Group’s total energy consumption amounts to 355.4 TJ.

³ Net financial debt expected excludes the effects of IFRS 16 and IFRIC 12.

 

• 2025 financial statements approved
• Dividend of €0.432 per share (+13.3% compared to the previous year¹
• Favorable resolutions on the 2026 Remuneration Policy Report and on the 2025 Compensation Paid
• Approval of the 2026–2028 Long-Term Incentive Plan, the 2026–2028 Co-investment Plan and the free share capital increase serving the latter

 

 

Turin, April 21 2026 – The Ordinary and Extraordinary Shareholders’ Meeting of Italgas was held today in Turin under the chairmanship of Paolo Ciocca, with 76,74% of the share capital represented.

 

Paolo Ciocca, Chairman of Italgas, commented:

“The Group’s outstanding performance in 2025 reflects a robust growth model, strengthened by the significant contribution of the integration of 2i Rete Gas. The results show an improvement across all the main economic and financial indicators and enabled us to propose the payment of a dividend equal to €0.432 per share, up 13.3%¹ compared to last year. A concrete sign of attention to shareholders’ remuneration and confidence in the Group’s growth prospects”.

 

Paolo Gallo, CEO of Italgas, commented:

“In 2025, we successfully launched a new phase of growth for Italgas. A path that will lead us to consolidate our  European leadership in the sector, opening up  even  stronger prospects  for the future.

We continue to invest in the development and digitalization of infrastructure, leveraging innovation and artificial intelligence as strategic drivers to achieve our business and sustainability objectives. This is even more important in a constantly evolving international scenario in which the gas network is a key factor in energy security as well as an enabler of the transition.

The Group’s growth is also reflected in the creation of value for investors and shareholders, as demonstrated by the proposed dividend increase. A virtuous path which also includes the excellent result of the first cycle of the Employee Share Ownership Plan, which demonstrates the active participation of our people in the Company’s growth.

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The Shareholders’ Meeting:

• reviewed the consolidated financial statements of the Italgas Group as of 31 December 2025, which closed with a net profit attributable to the Group of €672.3 million (€478.8 million in 2024) and an adjusted net profit attributable to the Group of €674.5 million (€506.6 million in 2024);

 

• approved the financial statements of Italgas S.p.A. as of 31 December 2025, which closed with a net profit of €356.1 million (€422.4 million in 2024);

 

• resolved to allocate €17.8 million to the legal reserve and to distribute to shareholders a dividend per share of €0.432 (+13.3% compared to the previous financial year²), using the remaining portion of the profit for the year, equal to €338.3 million, as well as the “Retained earnings” reserve for €100.8 million. The dividend will be payable from 20 May 2026, with the ex-dividend date set for 18 May 2026 and the record date on 19 May 2026.

 

 

Performance reporting and the factors determining and influencing the Company’s ability to create long-term value in social, environmental, and economic-financial areas (including the consolidated sustainability reporting pursuant to Legislative Decree No. 125/2024) are illustrated in the ‘2025 Integrated Annual Report’.

 

As for the Report on the 2026 Remuneration Policy and on the 2025 Compensation Paid, the Shareholders’ Meeting approved, with a binding vote pursuant to Article 123-ter, paragraph 3-ter, of Legislative Decree No. 58 of February 24, 1998 (“CLF”), Section I containing the “2026 Remuneration Policy”, and, pursuant to paragraph 6 of the same article, expressed a favourable opinion with a non-binding advisory vote on Section II concerning the compensation paid in 2025.

The Shareholders’ Meeting also approved the 2026–2028 Long-Term Incentive Plan, under the terms and conditions described in the Information Document prepared pursuant to Article 84-bis of Consob Regulation No. 11971/1999 and made available to the public in accordance with legal requirements, to which reference should be made for further information. This is an instrument aimed at promoting a further alignment of management with the interests of Shareholders and the sustainability of long-term value creation.

 

The 2026–2028 Co-investment Plan was also approved, under the terms and conditions described in the Information Document prepared pursuant to Article 84-bis of Consob Regulation No. 11971/1999 and made available to the public in accordance with legal requirements, to which reference should be made for further information. In particular, the Plan is aimed at ensuring the alignment between the business results achieved, long-term value creation for shareholders and management remuneration, while also promoting the sustainable success of the Company and the Group.

 

Lastly, in the extraordinary session, the Shareholders’ Meeting approved the proposal, serving the 2026–2028 Co-investment Plan, for a free share capital increase, in one or more tranches, for a maximum nominal amount of €6,200,000, through the issuance of up to 5,000,000 new ordinary shares to be allocated, pursuant to Article 2349 of the Italian Civil Code, for a corresponding maximum amount drawn from the retained earnings reserve, exclusively to the beneficiaries of the Plan, i.e. employees of the Company and/or Group companies.

 

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The officer responsible for the preparation of the Company’s accounting documents, Gianfranco Maria Amoroso, declares, pursuant to paragraph 2, Article 154-bis of the CLF, that the accounting information contained in this press release corresponds to the documented results, books and accounting records.

 

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¹ The dividend for the 2024 financial year, paid in May 2025, was adjusted to take into account the so-called “bonus element” of the rights issue, applying the K coefficient communicated by Borsa Italiana on 30 May 2025. The percentage change between the dividend for the 2025 financial year, to be paid in May 2026, and the dividend for the previous year (€0.406 per share), excluding the adjustment, is 6.4%.

² The dividend for the 2024 financial year, paid in May 2025, was adjusted to take into account the so-called “bonus element” of the rights issue, applying the K coefficient communicated by Borsa Italiana on 30 May 2025. The percentage change between the dividend for the 2025 financial year, to be paid in May 2026, and the dividend for the previous year (€0.406 per share), excluding the adjustment, is 6.4%.