Italgas presents its 2018-2024 strategic plan

Milan, 13 June 2018 – Chief Executive Officer Paolo Gallo is today presenting to analysts and investors the Italgas Group’s Strategic Plan for the 2018-2024 period, which was approved yesterday by the Board of Directors chaired by Lorenzo Bini Smaghi.

Italgas’ growth objectives are based mainly on a significant programme of investment, significantly increased compared to the previous Plan, in a market that is still fragmented and which offers various opportunities for business development, leadership consolidation and the creation of value for shareholders.

 

Highlight

 

  • Investment plan, including M&A, of EUR 4 billion
  • Additional investments of EUR 1.6 billion in the acquisition of third-party networks following gas tenders
  • Programme to digitise networks and processes and launch Digital Factory in 4thQ 2018
  • Dividends up to 4% per annum with upside potential to 60% of consolidated net income
  • Investment plan (without tenders) of EUR 4 billion

In the period 2018-2024 Italgas has an investment plan of €4 billion, an increase of more than 30% compared with the previous plan. This includes €2 billion for the development and improvement of the network, around €800 million for technological innovation and digitization (including the completion by 2020 of the installation plan for smart meters), approximately €450 million for the construction of gas networks in Sardinia and, finally, approximately €420 million in total for growth through M&A operations and the related technical investments to be made on the newly acquired networks. With the implementation of this Investment Plan, the number of meters managed will grow from approximately 6.6 million (at 31/12/17) to approximately 7.1 million at the end of the Plan (excluding affiliates).

 

In addition, a further growth option is represented by sector tenders with total investments estimated at approximately €1.6 billion, including both acquisitions of third-party networks and technical investments to be made in the areas awarded, with an increase in the number of meters that will reach 8.5 million (excluding affiliates) at the end of the Plan period.

 

  • Consolidated Rab: the implementation of the planned organic investments will increase the consolidated Rab by an average of 3.2% per annum over the period of the Plan and by an average of more than 5.3% per annum, considering the expected evolution of the tenders.
  • Operational efficiency: continuous focus on the optimisation of operating costs with the aim of improving the efficiency targets set by the Regulator.
  • Capital structure and financial efficiency: constant focus on optimisation of debt structure, with the objective of fully covering, thanks to the significant operating cash flow, both the investment plan and the return on risk capital guaranteeing also an appropriate financial flexibility to support development.
  • Dividend policy: for the years 2018-2019-2020 a dididend will be distributed equal to the higher of (i) the amount resulting from the 2017 DPS (€0.208) increased by 4% per annum and (ii) the DPS equivalent to 60% of the consolidated net income.

Paolo Gallo, CEO of Italgas, said:

“The priorities of the Industrial Plan are organic growth supported by a robust plan of investments, M&A operations, competitiveness improvement and quality of service provided to customers thanks to programmes of technological innovation. In this context, the plan to install smart meters, which represents the first step in the process of digitising networks and which we will complete in early 2020, is particularly important, as is the launch by the end of 2018 of the Digital Factory which will be the engine for the full digitization of business processes. The adoption of digital technologies will allow further improvements in operational efficiency and the improvement of services offered to commercial companies and end customers. The solid financial structure will allow us to take further opportunities to create value while maintaining financial conditions in line with our creditworthiness. The effect of these actions, which benefit the country and the entire Italian gas distribution system, also result in a strengthening of our dividend policy which, based on the 2017 dividend of €0.208, will see an increase of 4% for the next three years, but with a potential upside to a 60% of the consolidated net income”.

Italgas: 2018 financial calendar

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: approved the consolidated results for the first nine months of 2017

Milan, 23 October 2017 – Italgas’s Board of Directors met today under the chairmanship of Lorenzo Bini Smaghi, and approved the consolidated results for the first nine months and third quarter of 2017*.

Summary

Italgas confirms the growth objectives presented to the market, particularly with regards to the increase of 14.7% in EBIT and of 27.8% in net profit. The Group has continued with the implementation of the investment plan, which amounted to €346.5 million as at 30 September 2017 (+39.8% compared with the same period in 2016), and has confirmed the objective of a total of more than €500 million in investments by the end of 2017. Approximately half of these investments are for implementing the programme for the replacement of traditional meters with “smart” meters. In the first nine months of the year 1.1 million meters were added bringing the total of new meters installed to around 2.3 million –  equal to 35% of the total and in line with the goal of completing the plan between 2019 and 2020.

In the first nine months of 2017 the Group generated cash flow from operating activities of €375.1 million, which enabled the funding of the investment plan and the payment of a dividend for 2016 maintaining the net financial position as at 30 September 2017 at approximately €3.7 billion.

Paolo Gallo, CEO of Italgas, commented:

“The results confirm the positive growth trend registered since the beginning of the year thanks to the positive effect of the rationalisation process, the corporate restructuring, the control of operating costs and financial optimisation. All the main economic indicators demonstrate a double digit growth; in particular EBITDA rose by  20% and net profit by 28%. The implementation of our investment plan is progressing in line with the objectives presented to the market, and with a focus on the replacement of meters, network development and replacement initiatives, and the application of digital technological solutions which will continue to generate efficiencies and benefits for the entire Italian gas distribution system”.

Key figures Consolidated economic and financial highlights:

  • Total revenue: €835.0 million (+7.2%)
  • EBITDA: €577.9 million (+20.0%)
  • EBIT: €306.7 million (+14.7%)
  • Net profit: €213.3 million (+27.8%)
  • Technical investments: €346.5 million (+39.8%)
  • Net cash flow from operating activities: €375.1 million
  • Net financial debt: €3,728.3 million

Operating highlights including unconsolidated affiliates:  Gas concessions: 1,581

  • Number of active meters: 7.4 million
  • Gas distribution network: more than 65,000 Km

Italgas: approved results for the first half 2017

Milan, 28 July 2017 – Italgas Board of Directors, met yesterday, approved the Consolidated Half-Year Report as at 30 June 2017*.

Key figures

Consolidated economic and financial highlights:

  • Total revenue: €565 million (+9.5%)
  • EBITDA: €390 million (+21.9%)
  • EBIT: €204 million (+14.6%)
  • Net profit: €140 million (+23.1%)
  • Net cash flow from operating activities: €329 million (+12.7%)
  • Technical investments: €243 million (+59.6%)
  • Net financial debt: €3,682 million

Operating highlights (including affiliates):

  • Gas concessions: 1,581
  • Number of active meters: 7.4 million
  • Gas distribution network: more than 65,000 Km

Paolo Gallo, CEO of Italgas, commented:
We are closing the first half of 2017 with growth in all our economic and financial indicators, thanks to the positive effects of programmes to streamline processes, manage operating costs and optimise finances launched in recent months. This has resulted in increases of approximately 22% in EBITDA and 23% in net profit. These results enable us to pursue our strategic objectives with a commitment to sustainable and profitable growth for our stakeholders. In particular, we will continue with implementing the planned investments in the meter replacement, the network development and replacement initiatives and the application of digital technology solutions that will allow us to generate efficiencies and benefits for the entire Italian distribution gas system”.

*Subject to a limited audit

Summary

The results for the first half of 2017 are in line with stated market objectives and confirm that the Group has made good progress along its path of steady and profitable growth. The financial results show a 14.6% increase in EBIT and 23.1% in net profit, achieved through the optimisation of company structures and internal processes, the progress of efficiency gains, maintaining the cost of debt below 1%.

Technical investments made in the half totalled €243 million, a 60% increase compared with the same period in 2016, and in line with the objective of more than €500 million in investments by the end of 2017. Nearly 50% of the investment went towards the implementation of the replacement programme of traditional meters with electronic smart meters. In the first half of the year, over 800,000 smart meters were installed, accounting for 12% of the total meter of the Group. To date, following considerable technical, organisational and financial efforts, approximately 2 million smart meters were installed, with the aim of completing the replacement of all the meters between 2019 and 2020.

Operating free cash flow amounted to €329 million in H1, which supported the financing of the investment programme and the dividend payment for the 2016 fiscal year, while maintaining a net financial position below €3.7 billion as at 30 June 2017.

Italgas presents its 2017-2023 Strategic Plan

Milan, 31 May 2017 – Chief Executive Officer Paolo Gallo is presenting today to analysts and investors Italgas Group’s Strategic Plan for the 2017-2023 period, which was approved yesterday by the board of Directors chaired by Lorenzo Bini Smaghi.
  • Overall investments for 5 billion Euros
    • 3 billion Euros for organic growth: focused on development, maintenance and digitalisation of the network and installation of smart meters;
    • 2 billion Euros for sector tenders and further related technical investments in order to achieve a market share of almost 40% (from the current 30%);
  • Consolidated RAB: +4.5% yearly average over the plan, considering the expected evolution of the sector tenders;
  • Operational efficiency programme: plan started in the first months of 2017 with the aim of obtaining by 2018 a reduction of more than 15% in costs compared to the 2016 figure;
  • Financial Efficiency: Continuous focus on optimizing the debt structure, which average cost is currently below 1%;
  • Maintaining a solid capital structure thanks to robust cash generation: leverage (D/RAB) under 65% over the plan;
  • 2017-2019 Dividend Policy: 2016 DPS (20 cents) increased by 4% per annum;
Italgas CEO Paolo Gallo said:
The Business Plan confirms the strategy announced when Italgas listed on the stock exchange. Our priorities are organic growth, operational and financial efficiency, and sector consolidation mainly through tenders. Digital innovation will transform our network with smart meters, network digitalisation and cloud strategy. We will leverage our leadership and our specific expertise to meet our targets.
The solid financial structure will enable us to seize further opportunities to create value while preserving financial conditions consistent with our current creditworthiness.
The combination of these actions will support profit growth and cash flow generation, providing full cover for the significant organic investment programme and the requirements of the growth strategy connected to tenders. The business model supports a dividend policy that is attractive, growing and sustainable.

Italgas: approved results as at 31 December 2017

Milan, 12 March 2018 – Italgas Board of Directors, which met today under the Chairmanship of Lorenzo Bini Smaghi, approved the results as at 31 December 2017 and resolved to propose to the Shareholders’ Meeting the distribution of a dividend of € 0.208 per share.
The double-digit growth of all margins, the amount of investments made which exceeded Euro 500 million, and the number of acquisitions made throughout 2017 are testimony to the success of the Industrial Plan, which was approved last May.
With more than 66 thousand kilometres of network managed, 7.5 million delivery points served in 1,609 concessions, Italgas confirms its leadership position in the sector in Italy, with a 34% market share, and the third largest in Europe.
The organic investments of 2017, amounting to 521.9 million euro (+38.1% compared to 2016) confirm Italgas’ plan, which envisages putting investments of over 3 billion euro at the service of the Country by 2023 on the current operating perimeter. A significant part of the 2017 investments concerned the installation of smart meters to replace traditional meters: 1.66 million were installed, bringing the total number of new installed meters to about 2.8 million, equal to 35% of the total number of meters, in line with the objective of completing the plan at the beginning of 2020.
The smart meters installation plan is the first step in Italgas’ network digitalisation programme, which began in 2017 and puts Italgas at the forefront of the European gas distributors’ scenario. In addition to the digitization of the Italgas network, Italgas has launched an ambitious plan to review and digitise corporate processes, with the adoption of the Public Cloud, an infrastructural solution for information systems as the first enabling factor. With these objectives Italgas intends to maintain not only its current market leadership, but also to become a reference model in Italy and Europe in terms of customer service, efficiency and competitiveness.
The strategy of consolidation of the sector and growth outlined in the 2017-2023 Business Plan has been effectively pursued also through a series of corporate operations that have strengthened the presence in areas of interest to the Group, and created the conditions to extend the networks in areas of the Country still lacking service. In this regard, the acquisitions made in the North East, Campania, Basilicata, Calabria and Sicily have to be considered , as well as those operations that allowed the Group to gain in Sardinia the leadership role in the island’s methanisation project.
The financial requirements related to the net investments of 2017 were fully covered by the positive cash flow from operating activities, amounting to €549.4 million with a Free Cash Flow, before the M&A transactions, of € 109.2 million and a net financial position of €3.7 billions, at 31 December 2017.
With regards to the economic results, the adjusted operating profit of 2017 amounted to €422.9 million (+17.9% compared to 2016), and the adjusted net profit amounted to €296.4 million (+34% compared with 2016).
Paolo Gallo, CEO of Italgas, commented:

The start of the digitalisation process, the investments and the corporate acquisitions made, the reorganization completed and the economic-financial results show the great effort made by all Italgas people in carrying out ordinary and extraordinary activities. The main indicators, such as the EBITDA and the Net Profit showed a double digit growth, respectively of +14% and +34% and reflect the strong commitment to reducing costs so that it reached, a year earlier, the operational efficiency target set out for 2018. With more than €520 million in investments, a 38% growth compared to the previous year, Italgas has become one of the key players in the Country creating value for its shareholders and for the serviced regions. Today we are firmly committed to a great challenge: to complete an in-depth process for the digitalisation of the network and corporate processes. With the completion of the plan for the installation of the smart meters and the application of sensors throughout our network, we will be able to manage the entire infrastructure according to innovative methods, criteria and algorithms that will place Italgas in a unique position within the landscape of gas distributors at the European level”.

The Chairman of Italgas, Lorenzo Bini Smaghi, highlighting the strong results, commented:

The positive results of the period allow the Company to propose to the next Shareholders’ Meeting the distribution of a dividend of € 20,8 cents per share, a 4% increase from the dividend distributed in 2016 and in line with our dividend policy announced to the market last year, thus confirming our commitment to an attractive and sustainable remuneration policy”.

Key figures
Consolidated economic and financial highlights:
  • Total revenue: €1,124.2 million (+4.3%)
  • Adjusted gross operating margin (adjusted EBITDA): €781.2 million (+14.1%)
  • Adjusted EBIT: €422.9 million (+17.9%)
  • Adjusted net profit: €296.4 million (+34%)
  • Technical investments: €521.9 million (+38.1%)
  • Net cash flow from operating activities: €549.4 million
  • Net financial debt: €3,720.3 million
Operating highlights including affiliates’ data:
  • Gas concessions: no. 1,609
  • Number of active meters: 7.5 million
  • Gas distribution network: more than 66,000 Km.

Italgas: approved results as at 31 December 2016

Milan, 24 March 2017 – The Italgas Board of Directors, chaired by Lorenzo Bini Smaghi, met yesterday and approved the results for the financial year ended 31 December 2016. The Board also resolved to propose a dividend of €0.20 per share to the Shareholder Meeting.

Main data and events

Economic and financial highlights [1]:

  • Total revenue: €1,079 million
  • Adjusted Gross Operating Margin (EBITDA): €685 million
  • Adjusted operating profit (EBIT): €359 million
  • Adjusted net profit: €221 million
  • Adjusted net cash flow from operating activities: €499 million
  • Technical investments: €378 million
  • Net financial debt: €3,618 million

Operating highlights (including affiliates’ data):

  • Gas concessions: 1,582
  • Number of active meters: 7.4 million
  • Gas distribution network: ~65,000 Km

Significant events

  • Separation of Italgas Reti from Snam and admission to listing of Italgas shares on the Milan Stock Exchange on 7 November 2016
  • Total financial independence
    • New banking and institutional credit lines for €4.3 billion
    • Three bond issues in January and March 2017 totalling €2.15 billion, intended for the Bridge to Bond repayment;
  • Launch of the project for the simplification and reorganisation of operational activities.

Paolo Gallo, Chief Executive of Italgas, commented:

2016 was an important year for Italgas. With its return to the stock exchange, the company has embarked on a new chapter in its long and noteworthy history. The results achieved during the year are in line with expectations and we have successfully met all of the financial measures we set out at the time of the demerger. We delivered a solid operating performance and have already put in place actions to tackle the impact of the reduction in allowed returns and of costs relating to the separation of Snam. We generated an adjusted operating cash flow in 2016 of €499 million. This fully financed our technical investments of €378 million, which support the industrial base that will fuel our future growth. We have laid foundations for our strategy of generating value through sustainable and profitable growth, while preserving and enhancing the group’s capital structure.

Italgas Chairman Lorenzo Bini Smaghi highlighted the successful demerger and commented:

In light of the results we have achieved, we will propose a distribution of a dividend of €0.2 per share at the next Shareholders’ Meeting and confirm our commitment to maintain an attractive and sustainable remuneration policy for our shareholders.

[1] The main data refer to the “Consolidated Pro-forma” which, having been prepared for the sole purpose of giving an adequate representation of the economic and financial situation of the entire year for Italgas Group, shows the economic and financial figures for Italgas S.p.A. from the date of its foundation (1 June 2016) and from 1 January 2016 for Italgas Reti S.p.A. Napoletanagas S.p.A. and Acam Gas S.p.A. fully consolidated, as well as for Toscana Energia, Metano S. Angelo Lodigiano and Umbria Distribuzione, accounted for using the net equity method.

Italgas: Publication of quarterly financial information

Milan, 26th January, 2017 – In line with the changes to the regulatory framework and taking into account the needs of our stakeholders, Italgas chose to publish voluntary additional periodic financial information to the annual and semi-annual financial report, as previously announced to the market in a press release on 20th December 2016 (Financial calendar).

This choice reflects the company policy of providing regular and transparent information to the market and investors on the Group’s financial performance.

From 2017, the information contained in the quarterly press release issued to the market will cover at least the following indicators:

  • Key operational data;
  • Total revenues;
  • Ebitda;
  • Ebit;
  • Net profit;
  • Investments;
  • Free cash flow and change in net debt.
  • The press release may contain additional qualitative and quantitative information in order to better explain the evolution of the business.

The quarterly information will be approved by the Board of Directors and disclosed to the public in accordance with the timing provided by the Group’s Financial Calendar.

Snam presents its 2016-2020 Strategic Plan

CEO Marco Alverà today presents Snam’s 2016-2020 Strategic Plan, approved yesterday by the Company’s Board of Directors chaired by Carlo Malacarne.
 
Separation of Italgas from Snam through a partial and proportional demerger and subsequent listing of Italgas by the end of 2016 confirmed and approved by BoD
Snam post-demerger strategic plan:
– 4.3 billion euro investment in transportation and storage in Italy
– Completion of reverse flow project and connection of Southern Corridor to Europe through the Italian network
– RAB: average annual increase of 1% in the plan period
– Snam 2016 post-demerger dividend of 0.21 euro, +2.5% per year in 2017 and 2018
– Financial flexibility to support investments and remuneration policy
– Authorization requested for a share buyback plan for a maximum of 3.5% of Snam’s share capital and a maximum amount of 500 million euro within an 18 month period
Italgas:
– Enhanced leadership in the distribution business in Italy
– Leverage and debt structure able to support a rating profile of solid investment grade in line with Snam’s rating profile
– Paolo Gallo indicated as CEO of the company which is going to be listed
– Capital markets day in 4Q 2016 to present the company, its strategic plan and equity story
Dividend 2016: Italgas’ capital structure and financial resources appropriate to pay a 2016 dividend that allows Snam’s current shareholders to receive an overall remuneration at least in line with 2015
London, 29 June 2016 – CEO Marco Alverà today presents Snam’s 2016-2020 Strategic Plan, approved yesterday by the Company’s Board of Directors chaired by Carlo Malacarne.
“The separation of Italgas from Snam will significantly enhance the role of both companies in their respective markets. While Italgas will be a major player in the consolidation of the distribution sector in Italy, Snam will focus on its strong growth potential leveraging its leadership in the European market.
Over the next five years we will invest 4.3 billion euro in Italy in strengthening the domestic network and integrating it with the continental markets. Reinforcing Italy’s position in the European gas system will allow us to further enhance the value of our network also to the benefit of consumers and will enable Snam to exploit possible investment opportunities with attractive returns.
The quality of our assets, the soundness of our financial position and the stability of our cash flow will allow us to continue to invest in our growth and to remunerate our shareholders with an increasing dividend over the plan period. The financial flexibility resulting from the demerger may be used for further investments and potentially for the buyback plan”, CEO Marco Alverà commented.
Separation of Italgas from Snam: a driver for value creation for both companies
The separation of Italgas from Snam is aimed at strengthening both companies and bringing upside to all shareholders, taking into consideration the substantial differences between the two businesses and the different development opportunities in the respective market frameworks.
Thanks to the synergic and integrated management of the transportation, LNG and storage businesses, Snam will be able to contribute to the realization of the single energy market and enhance its European leadership. The financial flexibility resulting from the separation of Italgas and the regulatory framework will also enable the company to focus on organic investments and to exploit potential further development opportunities in Europe, thus enhancing its growth profile and shareholder remuneration policy. This will be implemented while maintaining the strict discipline and solid financial structure which have always characterized Snam’s activities. The separation of Italgas is expected to be neutral in respect to Snam’s credit rating. Snam will also retain a 13.5% stake in Italgas – disciplined by a shareholders’ agreement between Snam, CDP Reti and CDP Gas – which will enable Snam to retain value creation from the future growth opportunities for Italgas in the distribution sector.
As a standalone company from a managerial, operational and financial point of view, Italgas will be able to concentrate its efforts and competencies on the best strategy to take part in the upcoming concession tenders, with the aim of significantly growing its market share. This will allow it to benefit from further economies of scale and higher operational efficiency. The company is also expected to have a solid credit rating, in line with Snam’s credit rating, and direct access to capital markets. With a more efficient financial structure and competitive costs, it will exploit the opportunities offered by the current conditions in the financial market.
Development of infrastructure and new services
For the 2016-2020 period, following the demerger, Snam envisages a significant investment plan, amounting to 4.3 billion euro, of which 0.9 billion euro will be invested in 2016. This investment plan will focus on the development of Italian infrastructure and its interconnection with the European infrastructure, thus enhancing the security, flexibility and liquidity of the overall gas system. This target will be achieved through strengthening the transportation network and creating further storage capacity in Italy, also enabling the completion of reverse flow capacity towards other European countries and including new gas flows coming from the Caspian region through the TAP pipeline.
In particular, investments in transportation and LNG, amounting to 3.8 billion euro in the plan period, will be aimed at guaranteeing security and reliability of the network and, moreover, satisfying capacity and supply diversification requirements, for the benefit of shippers and end users. Furthermore, the North-West of Italy will see the completion of infrastructure targeted at enhancing flexibility and security of supply, as well as the creation of exit capacity, part of which is already available.
In the storage business, the investment plan of 0.5 billion euro for the 2016-2020 period is aimed at ensuring further modulation and peak capacity, thus increasing overall liquidity and flexibility in the system and favoring further opportunities for gas trade. These increases are mainly related to the new storage site of Bordolano (Cremona) progressively coming into full operation.
Snam will also leverage its international equity assets to favour increasing interconnection of the European infrastructure and the development of more diversified and flexible gas flows, maximizing the profitability of its assets.
The company will monitor potential new opportunities for investment in infrastructure assets in Europe with a selective approach, maintaining the usual financial discipline and risk profile in line with its current business portfolio.
Finally, Snam also intends to develop new market services in the Italian regulatory framework aimed at increasing the quality of the commercial offer to shippers and generating benefits to consumers in terms of lower costs.
In a medium-to-long term perspective, the company closely follows emerging uses for natural gas, such as the transformation of biogas into bio-methane, power-to-gas facilities and the development of logistics for LNG and CNG use for transportation.
Expected evolution of RAB and results in the plan period
In light of these investments and considering an average annual inflation rate of around 1%, consolidated RAB for transportation, LNG and storage activities is expected to grow with an average annual rate of round 1% over the plan period in respect to 19.2 billion euro estimated at the end of 2015.
As far as transportation, LNG and storage are concerned, Snam intends to maintain the usual attention to operational efficiency. The inertial increase due to superior structure costs following the demerger and the inflative effects will be substantially offset by the results of new efficiency actions. Controllable fixed costs are expected to remain substantially stable over the plan period in real terms and with unvaried business perimeters.
The plan also envisages an increase of net profit thanks to the joint contribution of multiple factors such as the RAB growth, the attainment of operational efficiencies, and the increasing income from equity investments, which is expected to also take advantage of TAP contribution from 2020, and the expected reduction of financial costs.
New shareholder remuneration policy: DPS increase and share buyback plan
The dividend for the 2016 fiscal year is expected to be paid separately by Snam and Italgas. A 2016 DPS of 21 euro cents is expected for Snam, with an annual growth of 2.5% in the two following fiscal years.
Italgas’ remuneration policy will be approved by its Board of Directors following the demerger. The company’s capital structure, financial resources and risk profile will enable it to pay a 2016 dividend that, in conjunction with Snam’s dividend, will allow the current Snam’s shareholders to receive for the 2016 fiscal year an amount of dividends at least in line with the previous year.
In addition, Snam’s Board of Directors agreed to ask the shareholders’ meeting, called for 1st August, the authorization to proceed with a share buyback plan for a maximum number of shares representing 3.5% of the post-demerger share capital, for a maximum amount of 500 million euro over an 18 month period.
This plan provides further flexibility for the optimization of Snam’s capital structure and support to the overall shareholders remuneration. Such plan will be eventually carried out upon evaluation of specific opportunities for growth and value creation, as well as the evolution of the financial structure.
Italgas’ demerger and financial releverage
The effectiveness of the transaction is subject to the conditions of law, including in particular the favourable vote of Snam’s Shareholders’ Meeting, and to the following:
– the issuance of Borsa Italiana’s order admitting the shares of the beneficiary company to trading on the MTA;
– the issuance of the judgment of equivalence by Consob; and
– the approval by Snam’s bondholders.
The prospective timeframe of the transaction provides that, subject to the above-said conditions, the demerger will likely take effect by December 31, 2016.
In the overall operation, in agreement with the upcoming majority shareholder, CDP Reti, the CEO candidate for the company which is going to be listed has been identified as Paolo Gallo.
Italgas’ pro-forma consolidated net financial debt at 31 December 2015 amounts to approximately 3.5 billion euro. Taking into account the distribution of a 2015 ordinary dividend to Snam of around 275 million euro, envisaged before the demerger, and the estimates on the expected cash flow in 2016, Italgas’ net financial debt at the end of 2016 may be estimated at approximately 3.7 billion euro.
As a result of the transaction, Italgas will be required, amongst other things, to repay the intercompany loans currently in place with Snam.
The overall debts will be paid off by Italgas through:
– the use of credit lines on which selected primary banks have already signed binding commitments for a total of 3.9 billion euro including the main terms and conditions of the future financing of Italgas;
– the finalization of a release of debt for Snam, once the support of the European Investment Bank (EIB) has been obtained, concerning two loans previously granted by the EIB for a total amount of 424 million euro, aimed at financing Italgas projects.
Upon completion of the demerger, the possible debt structure of Italgas will be as follows:
– a Bridge to Bond for an amount of approximately 2.3 billion euro with a maturity of up to 2 years,
– revolving credit lines for an amount of approximately 1.1 billion euro with a maturity of between 3 and 5 years,
– bilateral bank lines for an amount of approximately 500 million euro with a maturity of between 3 and 5 years,
– two EIB loans for a total amount of 424 million euro with an average remaining maturity of about 10 years.
The commitments made by the lending institutes will be subject to loan agreements whose effectiveness will be conditioned to the completion of the demerger, the authorization of the regulatory authorities and the admission of Italgas’ shares to trading.
The above-mentioned leverage level and financial package are expected to support a rating profile of solid investment grade in line with Snam’s rating profile.
An overall investment of 2 billion euro over the 2016-2020 period is envisaged for Italgas, 0.4 of which to be spent in 2016 (70% of which for the network and 30% for measuring activities) and the remaining 1.6 billion over the 2017-2020 period (57% of which for the network and 43% for measuring activities). This plan, along with the program of the acquisition of new concessions, envisages a consolidated RAB growth target from 5.7 billion euro at the end of 2015 to over 7 billion euro at the end of the tender process.
The 2016-2020 Strategy Presentation to financial analysts and institutional investors will take place at 3 pm CET (2 pm GMT). The event can be followed in conference call; the support material will be made available online at www.snam.it, in the Investor Relations section, at the beginning of the conference call. The video webcast of the presentation will also be available in the same section of the website.
Pursuant to paragraph 2, article 154-bis of the TUF, the manager in charge of preparing the company’s financial reports, Antonio Paccioretti, states that the accounting information included in this press release corresponds to documents, accounting ledgers and other records.
Disclaimer
This press release includes forward-looking statements, particularly referred to the evolution of natural gas demand, investment plan and future management performances. Such statements by their very nature are subject to risk and uncertainty as they depend on the fact that certain events and developments will take place. The actual results may therefore differ from those communicated due to different reasons, such as foreseeable trends in demand, offer and prices of natural gas, general macro-economic conditions, the effect of new energy and environment legislation, the successful development and implementation of new technologies, changes in the stakeholders’ expectations and other changes in business conditions.
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