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Italgas: completed the acquisitions of Medea, the Sassari gas company

Posted on by adigiuseppe
Milan, 6 April 2018 – Italgas has today completed the acquisition of 100% of Medea S.p.A., the gas distribution company of Sassari. The total value of the transaction has been set at EUR 24.1 million and has been paid cash in the amount of EUR 15.9 million and the remaining through taking charge of the debts of the Company.
Medea, based in the second largest city in Sardinia, currently serves around 13,000 customers, within a potential pool of around 30,000 users, and distributes on average every year a volume of gas exceeding 5 million cubic meters.
Sassari‘s distribution network, planned for easy conversion to natural gas, extends over 190 kilometres and is currently supplied with LPG.
Following its entry into the Italgas Group, Medea represents the main company base in Sardinia where Italgas presence also includes the assets of Ichnusa Gas, the recently acquired company that holds 12 concessions for the construction and operation of gas distribution networks in 81 municipalities on the island.
Paolo Gallo, CEO of Italgas, commented as follows:
“In Sardinia we are implementing an important part of the growth strategy set out in the 2017-2023 Industrial Plan. With the 200 million euros of investments already planned for the coming years, the gas areas managed by us will be equipped with innovative networks and services. We will exploit the best solutions that technology now makes available during the construction phase: digitization of networks, interconnections between different pools, smart meters, extensive use of optical fibre for data transmission will allow us to manage the networks according to innovative methods and criteria, while waiting for the realization of the infrastructures identified by the National Energy Strategy to bring natural gas to the region”.

Italgas acquires ESCo Seaside and enters the energy efficiency sector

Posted on by adigiuseppe
Milan, 13 March 2018 – Italgas has completed today the acquisition of 100% of Seaside, one of Italy’s main Energy Service Companies (ESCo) at the forefront in digital services offering thanks to its division specialized in Big Data, Business Intelligence and Machine Learning.
Seaside is certified according to the UNI CEI 11352 Standard, based in Bologna and serving a customer base of over 400 clients in Italy operates in different sectors: from large industry to SMEs, from service providers to public administration.
The overall valuation of the Seaside assets (enterprise value) has been set at 8.5 million euros.
Established in 2010, over the last two years Seaside has experienced a growth trend that has more than doubled its productivity indicators. The Company estimates that the financial year 2017 will close with revenues of about 13 million euro and an Ebitda of about 2.6 million euro.
The Chief Executive Officer of Italgas, Paolo Gallo, commented as follows:

 

“The acquisition of Seaside, as we announced in the 2017-2023 Business Plan, responds to the strategic decision of having a specialized know-how in the field of energy efficiency. The inclusion of the company in the Italgas Group will bring important benefits. In addition to the availability of a portfolio of innovative projects capable of generating energy savings, Italgas will also be able to offer local communities efficiency initiatives at the moment of the gas tenders. After the presentation of the 2017 financial statements yesterday, with the acquisition of Seaside Italgas confirms its commitment to invest in development and technological innovation in order to offer a better service to the country’s system and to all customers”.

Italgas: Board of Directors calls the Shareholders’ Meeting on 19 April 2018

Posted on by adigiuseppe

Milan, 12 March 2018 – Italgas’ Board of Directors, which met today chaired by Mr. Lorenzo Bini Smaghi, has convened the Ordinary and Extraordinary Shareholders’ Meeting on 19 April 2018, in a single call, to resolve, (i) in the ordinary session, on the approval of the 2017 financial statements, allocation of profits, the remuneration policy, the 2018-2020 co-investment Plan and the appointment of a Director; and (ii) in the extraordinary session, on a free share capital increase, for a maximum amount of 4,960,000 euros, for Italgas S.p.A and/or the Group subsidaries’ employees, as well as on the amendment to article 13 of the Company Bylaws concerning the procedures for electing the members of the Board of Directors through the slate voting system.

In particular, the Board of Directors resolved to propose to the Shareholders’ Meeting the distribution of a dividend of € 0.208 per share. The dividend will be paid on 23 May 2018, while the ex-dividend date will be 21 May 2018 (record date 22 May 2018).

The Board will submit to the Shareholders’ Meeting the proposal for free share capital increase for a maximum nominal amount of 4,960,0000 euros, through the allocation of a corresponding maximum amount taken from the retained earnings reserve on the basis of article 2349 of the Italian Civil Code, with the issuing of no more than 4,000,000 ordinary shares to be reserved exclusively for the beneficiaries of the Plan, i.e. Italgas S.p.A and/or the Group subsidaries’ employees.

The Board of Directors will submit to the Shareholders’ Meeting the confirmation of Ms Federica Lolli as Independent Director, who was co-opted by the Board of Directors on 27 July 2017 in replacement of Ms. Barbara Borra following her resignation.

The Board of Directors also selected Georgeson as the person chosen by the Company – in accordance with art. 135-undecies of the CLF – to whom shareholders may confer proxies, at no additional expense, to participate in the Meeting.

Finally, the Board of Directors carried out its own control and evaluations in accordance with application criteria no. 1.C.1 letter g) of the Corporate Governance Code and furthermore assessed the independence of its Directors, pursuant to art. 148, subsection 3, of Legislative Decree no. 58/1998.

The Board of Statutory Auditors verified that all its members met the independence requirements specifiedin application of the Corporate Governance Code.

The 2017 Annual Financial Report, the 2018 Remuneration Report, the information document on the co-investment Plan, the Corporate Governance and Share Ownership Report 2017 and the non-financial statement will be available for further reference according to law.

Italgas: completed the acquisitions from Amalfitana Gas and AEnergia Reti

Posted on by adigiuseppe

Milan, 31 January 2018 – Italgas has completed the acquisitions of the Amalfitana Gas and AEnergia Reti company branches concerning, respectively, the natural gas distribution activities in three ATEMs in Campania and Basilicata, two regions in Southern Italy, and the distribution network of the Municipality of Portopalo di Capopassero (Syracuse).

Amalfitana Gas – The assets acquired include 12 gas concessions in as many municipalities, about 330 kilometres of network in operation and supplies over 22,000 customers. In particular, the municipalities that now are managed by Italgas are Somma Vesuviana, Viggiano, Baronissi, Calvanico, Pellezzano, Fisciano, Siano, Oliveto Citra, Contursi Terme, Montesano sulla Marcellana, Monte San Giacomo, Athena Lucana.

The deal value, equal to about €21 million, paid entirely in cash, includes the value of the going concern of 18.5 million and additional works carried out by Amalfitana Gas of about 2.5 million executed at closing date.

AEnergia Reti – In Portopalo di Capopassero the network extends for about 35 kilometres and reaches a pool of about 1,400 potential users. The deal value amounted to 2.2 million euro, also paid in cash.

Both transactions are in line with the growth strategy set out in the 2017-2023 Business Plan, allowing Italgas to furtherly strengthen its role in Southern Italy, where the historic presence of the company will enhance significant synergies with the assets currently managed and, by implementing important investments in the territory concerned, it will give a renewed stimulus to the process of natural gas distribution to areas that are not yet reached by the service.

Italgas: 2018 financial calendar

Posted on by adigiuseppe

Milan, 25 January 2018 – Italgas announces the financial calendar and the dates of the publication of its 2018 financial results as approved by the Board of Directors: 

calendario_en

* Press release and conference call for the presentation of results to the financial community at the end of the Board of Directors’ meeting.

** Press release will be issued at the end of Shareholders’ meeting.

*** Press release will be issued in the morning (non trading hours); the conference call/Strategy presentation for the presentation of results to the financial community will be held in the afternoon on the same day.

The dividend for the 2017 financial year will be paid on 23 May 2018 (record date 22 May 2018) with coupon payment date 21 May 2018.

A road show to present the company’s objectives as established in the 2018-2024 Strategic Plan to institutional investors and financial analysts is scheduled to start in June 2018.

Any amendment to the above calendar will be notified to the market in due time.

Italgas successfully reopens the bond issue maturing in January 2029 for a further 250 million euros

Posted on by adigiuseppe

Milan, 23 January 2018 – Today Italgas Spa (BBB+ rating for Fitch, Baa1 for Moody’ s) has successfully reopened the bond issued on September 18, 2017 (500 million euros, maturing on January 18,2029 and a coupon of 1.625%) for a further amount of 250 million euros.

The positive performance of the original issue on the secondary market allowed Italgas to have the reopening better priced in comparison to the original issue, with a spread of 58 bps on the mid-swap rate rather than the original 72 bps. At the moment of the issue, the secondary market levels of the bond reopened were higher than the spread of 58 bps obtained with today’s operation.

The transaction was approximately 7 times oversubscribed compared to the amount offered at the beginning and that allowed the Company to increase the size of the issue from 100 to 250 million euros with a high quality and wide geographical diversification of investors.

Today’s issue brings the amount of fixed-rate debt to over € 3.2 billion euros, also thanks to the hedging transactions from floating-to-fix carried out in the first part of January.

Italgas realized a further step in the optimization process of its debt structure, increasing maturity and fix/floating ratio.

The bond will be listed on the Luxembourg Stock Exchange.

BNP Paribas and Société Générale were Joint Bookrunners of the placement, which was reserved for institutional investors.

Details are as follows:

  • Amount: 250 million euro
  • Maturity: 18 January 2029
  • Annual coupon of 1.625%. The re-offer price is 99,94 (equivalent to a spread of 58 basis points over the reference mid-swap rate)
  • EMTN Program has been approved by Italgas’s Board of Directors on 23 October 2017.

Italgas acquires the concession and the natural gas distribution network of Portopalo (Syracuse)

Posted on by adigiuseppe
Milan, 21 December 2017 – Italgas has signed a binding agreement with AEnergia Reti for the acquisition, for a total amount of 2.2 million euros, of a company branch regarding the concession and the natural gas distribution network of the Municipality of Portopalo di Capo Passero (Syracuse).
The network, which is completed but not yet in operation, extends for about 35 kilometres and serves a pool of about 1,400 potential users.

Italgas and Hera sign a binding agreement for the transferral to Italgas of 100% of Medea S.p.A.

Posted on by adigiuseppe
Bologna, 21 December 2017 – Italgas and Hera signed today a binding agreement for transferral to Italgas of 100% of Medea S.p.A. The company has the concession for gas distribution and sale in the city of Sassari.
Medea’s overall enterprise value has been set at € 24.1 million. At the closing of the transaction, the price will be paid entirely in cash, net of debt.
The transaction is expected to be concluded within the first few months of 2018 and is subject to a number of pre-closing requirements.
Medea serves roughly 13,000 customers, all residents in the urban area of Sassari, with annual gas volumes distributed amounting to over 5 million cubic meters. The company’s potential pool is of approximately 30,000 users. The network, which in the future may be converted to natural gas, extends for over 190 km and is currently fuelled by LPG through a storage and production plant located on the outskirts of the city.
Paolo Gallo, CEO of Italgas, has commented as follows:
“The agreement reached today is in line with the objectives set out in our Strategic Plan and, alongside the recent operation involving Ichnusa Gas, further strengthens the presence of Italgas in Sardinia. We have already planned 200 million euros of investments for the next few years, with the aim of providing the island with modern gas distribution networks in view of the more concrete prospect of the construction of the infrastructures that will bring natural gas to the Region”.
Stefano Venier, CEO of the Hera Group, has stated:
“This transaction is part of a broader process of rationalising the Hera Group’s investments and concentrating on its reference territories. Our thanks go to the Sassari customers and administration for their fruitful collaboration during these years. In any case, we are pleased to sell Medea to a fully reliable counterpart with strategic interests in the Region”.

Italgas: EIB grants a new loan for a total of EUR 360 million to strengthen the network

Posted on by adigiuseppe

Milan, 19 December 2017 – Italgas has signed today a loan agreement with the European Investment Bank (EIB) for a total amount of € 360 million for the financing of some initiatives aimed at strengthening its distribution network and making the gas distribution system even more efficient and secure.

The Project, named «Network Upgrade», consists in the extension and expansion of the gas distribution network, the installation of smart meters and the modernization and replacement of existing assets in order to improve the safety and operational efficiency of the network.

The 360 million Euro loan will be at floating rate and will run for 20 years, of which 5 years will be pre-amortisation, at market conditions particularly. Disbursement is expected by the end of December, as well as the repayment of a previous EIB loan of EUR 300 million.

The closing of this loan is part of Italgas’ strategy to optimise its financial structure, both in terms of reducition of the cost of funding and extension of the average duration of EIB loans, totalling 784 million euro, making the Group one of the largest Italian counterparties of the Bank, supporting the significant investment plan envisaged in the Company’s Strategic Plan.

Italgas: completed the acquisition of Enerco Distribuzione S.p.A.

Posted on by adigiuseppe

Milan, 6 December 2017 – Italgas has today completed the acquisition of 100% of Enerco Distribuzione S.p.A. from H2C S. p. A., upon the fulfilment of the obligations for H2C S.p.A. envisaged in the agreement.

The total value of the transaction is EUR 51 million and has been paid in the amount of EUR 38 million per cash and in the amount of EUR 13 million through taking charge of the debts of the Company.

Enerco Distribuzione owns 27 concessions in the provinces of Padua and Vicenza, manages a network of more than 800 kilometres of pipelines and serves about 30 thousand users.

The completion of the operation, which is in line with the growth strategy set out in the 2017-2023 Business Plan, allows Italgas to strengthen its presence in an area in the North-East of the country considered of great importance for the development of the Group and to put into practice the possible synergies with the assets it already manages in the region.