Earnings call transcript: Italgas Q2 2025 shows strong growth amid market changes

Italgas SpA reported robust financial results for the first half of 2025, with revenues increasing by nearly 30% and adjusted EBITDA rising by 27.8% to €178.8 million. According to InvestingPro data, the company maintains strong financial health with a "FAIR" overall rating. Despite these positive outcomes, the company’s stock saw a slight decline of 0.56% to €7.115, trading near its 52-week range of $19.75 to $21.55. The market’s reaction appears mixed, reflecting broader economic conditions and regulatory uncertainties in the Italian gas distribution sector.

Key Takeaways

• Italgas achieved nearly 30% revenue growth in H1 2025.
• Adjusted EBITDA increased by 27.8% to €178.8 million.
• The stock price decreased slightly by 0.56% post-earnings.
• Successful integration of DuiRetegas and expansion of technical units.
• Regulatory changes in Italy’s gas market may impact future operations.

Company Performance

Italgas demonstrated strong performance in the first half of 2025, with significant growth in key financial metrics. The company has expanded its network presence and technical capabilities, positioning itself as a market leader in Italy’s gas distribution sector. This growth aligns with Italgas’s strategic focus on innovation and digitization.

Financial Highlights

• Revenue: Increased nearly 30% in the first half of 2025.
• Adjusted EBITDA: Rose 27.8% to €178.8 million.
• Adjusted EBIT: Increased 39% to €558 million.
• Net Profit: Grew 31% to €360 million.
• Operating Cash Flow: Approached €740 million, covering CapEx and most dividends.

Market Reaction

Italgas’s stock price experienced a minor decline of 0.56%, closing at €7.115. This movement, while modest, reflects broader market trends and potential investor caution amid regulatory changes in the gas distribution market. The stock remains within its 52-week range, suggesting stability despite external pressures.

Outlook & Guidance

Looking forward, Italgas anticipates achieving €200 million in synergies by 2028 and targets an 18% EBITDA margin in energy efficiency. The company is preparing for potential regulatory changes, including the TOTEX system expected in 2028, and aims to secure five tender awards by the year’s end. InvestingPro analysis reveals the company has raised its dividend for 9 consecutive years, with a current attractive yield of 5.06%. For deeper insights into Italgas’s growth potential and comprehensive financial analysis, subscribers can access the full InvestingPro Research Report, which includes detailed valuation metrics and growth projections.

Executive Commentary

CEO Paolo Gallo emphasized Italgas’s commitment to innovation, stating, "Innovation is our trademark." He highlighted the company’s expanded presence and successful integration efforts, underscoring their strategic focus on growth and technological advancement.

Risks and Challenges

• Regulatory changes in Italy’s gas distribution market could impact future operations.
• The potential shift in tender evaluation criteria may require strategic adjustments.
• Broader economic conditions and market volatility could affect investor sentiment.

Q&A

During the earnings call, analysts inquired about potential regulatory changes and their impact on gas concessions. The successful integration of DuiRetegas was also discussed, along with ongoing asset disposal processes. InvestingPro data shows the company maintains strong liquidity with liquid assets exceeding short-term obligations, supporting its operational flexibility. Additional InvestingPro Tips highlight the company’s low earnings multiple and strong free cash flow yield, factors that could influence future performance.

Full transcript - Italgas SpA (IG) Q2 2025:

Conference Operator, Chorus Call: Good afternoon. This is the Chorus Call conference operator. Welcome and thank you for joining the Italgast First Half twenty twenty five Results Conference Call. As a reminder, all participants are in listen only mode. After the presentation, there will be an opportunity to ask questions.

At this time, I would like to turn the conference over to Ms. Anna Maria Scalia, Head of IR of Ital Gas. Please go ahead, madam.

Anna Maria Scaglia, Head of Investor Relations, Italgasreti: Hi. Good morning, good afternoon to everyone, and thank you for joining us. I’m Ana Maria Scaglia, and I’m here with Mr. Paulo Gallo, our CEO and Mr. Giovanni Morozo, our CFO.

We will address any questions at the end of the call. And while I leave the floor to our CEO, Mr. Gallo, I invite you all to read the disclaimer at the end of this presentation.

Paolo Gallo, CEO, Italgasreti: Good afternoon to everybody. Let me start this presentation. Let me start with the result that probably you have already seen that we published this morning and were approved yesterday afternoon by our Board of Directors. And I will comment the results and the integration of Due Eretegas, and then Gianfranco will help me for the financial part, and then we will open the questions. So we are on slide on Page number two.

First of all, let me clarify that the 2025 contains the first six months, what I called the old Ital Gas and three months, so the second quarter of DuiRetegas, considering that the acquisition of DuiRetegas was completed on April 1. If you look at the number, and then we will get into the details, gas distribution revenues grew, thanks to the first of all, to the RAB growth, thanks to the investment we made last year, to the update of the OpEx, to the RAB reevaluation factors that were introduced both of them were introduced by the ARERA to cover mistakes and different evaluation made in the previous year. And the overall so our RAB growth, thanks to the investment, review of the RAB reevaluation factor and OpEx update, or completely offset it even more the reduction in WACC compared to 2024. The other, let me say, three area of business, grease, water and desco, all of them contributed significantly to our results and they have shown better result in 2024. The other element that I would like to underline that you can see here are the cash flow.

The cash flow of these six months was significant, $740,000,000. The operating cash flow allowed us to cover all the CapEx, and we cover also the majority of the dividend that we paid in May. You also see that the net financial position significantly increased, and that is thanks from one side to the acquisition of Duhear et Agas, the equity that we paid to the shareholder of Duhear et Agas as well as the debt that we inherited from Duhear et Agas, partially compensated by the €1,020,000,000 capital increase that we completed successfully in June. If we move to the next page, we have underlined two elements, the operating corporate major element and the regulatory highlights. First of all, let me share my satisfaction from one side and my gratitude to my colleagues, both of Vital Gas and DuiRe TeGas, to have closed the integration, the merging in only three months.

If you think about ninety days, it’s really a short period of time. I will show you that there’s not been just a, let me say, legal merging. It has been much more than that. The numbers that I will show you in a couple of slides will show you will it’s a demonstration that the effort that we put in order to reach this goal. But of course, the merging is not only is not the final objective, it’s just the beginning of a much interesting and greater journey.

In the meantime, we have completed the capital increase in June, as you know. Just to remind you some number, 1,020,000,000.00 right issues, 98,700,000,000.0 was completely subscribed within the end of the period. The remaining 1.3% right issue were sold in the market session of June 23, and it was sold within not even an hour, less than that. So the right issue was fully subscribed with no intervention by the banks that supported us in this transaction. With that 1,000,000,000,020,000,000.00 capital increase, we already repaid the $1,000,000,000 bridge financing that was given to us by the banks.

And the remaining, you know, 1,000,000,000 dual tranche bond that we was issued in March was already used to pay the equity price to the Dweh Etegas shareholder. Finally, in regards to stay on the financing, the credit rating BBB plus was confirmed by Moody and similar rating was issued by Standard and Poor’s. Regarding on the regulatory side, we have already talked about in the first quarter the OpEx and the fleet of revision that covers the past, but for which we take advantage in the first quarter already. Two other updates that are significant. On May 30, regulator announced its decision to extend by two years until the 2027 the current regulatory period with the aim to introduce in 2028 what we call in Italy ROS system, but this is the Totek system.

As of today, we don’t have details about that because we expect the public consultation as usual, either for the extension and for the totex application, for the extension before the year end, of course, and for the totex application probably at the beginning of next year. Regarding the process of disposal, we receive expression of interest by July 14 as per the deadline, and we expect to receive binding offer by early September. So currently, the companies that have expressed interest in acquiring our asset have already got the assets to the data room, as well as they have to go through an on-site visit to inspect assets that are subject to disposal. So just to get to the point, we as you see, we have achieved solid result in the first semester, and we are continuously working on the remaining six months of the year to integrate to fully integrate Duality Gas in our organization. As you know, we will have more view about the years to come in October we will present, October, when we will present our strategic plan together with the three this let me say, the nine months result.

I was telling you before that I wanted to go through in more detail about what we have done between April 1 and June to show you the effort that we put in order to achieve this exceptional result of merging two large company in ninety days. So from an organization, field organization point of view, you can see on the right part of the slide, the significance in term of increase of our presence in Italy. I wanted just to remind you that the number of kilometers that we inherited from Dui Retegas is similar, slightly bigger than Ital Gas Reyti. They have less final customer than us. So they because they are more concentrated in the not in the countryside of the country itself.

As you can see, the number of areas, they have increased from three to five, the number of hubs from 14 to 21, and the number of technical unit from 50 to 80. So that means that we significantly increase our presence in throughout the country. Another important things to mention was the IT integration. You know that we are on cloud and then I think it has been a great advantage for us to be on cloud, because we were able to migrate billions of data coming from DuiRetegas into our cloud. In the meantime, we have ensured 100% service continuity and data protection.

To arrive to this kind of technical organization, what we have done is in the three months’ time, we have provided more than sixty thousand hours of technical training because on July 1, all that we at the gas personnel have started to operate on our on gas system, so they didn’t have to know how to operate. So can you imagine in three months, sixty thousand hours of technical training, it’s a huge effort. And I’m proud to say that this huge effort was supported by the use, by an extensive use of artificial intelligence in order to have a more quick and more effective training activity. Work is not yet completed. The majority has been done, but work is not yet completed.

We still have tasks to be completed, to be refined in the coming months, and that is the reason why we created 25 working groups, working teams coming from both organizations in order to analyze processes, activities, and get the best out of the two company. So we are trying really to leverage the competence and the skills of the two different company in order to make the best and again improve the quality of the service and improve the results. As well, we started the plan to fully digitize DwayRetagas network because that represent, as you know, the core part of our integration plan. Let’s move into more details of the integration of DweiRetagas, because I again, I want to mention that 100% of the Dwyer at the Gas population was involved in the sixty thousand hour of training that I mentioned before. And if you make just a division this equal more than thirty hours of training per person done in three months.

And as I said, we used extensive AI as the way to generate tutorials for the field operation as well as to provide training focus on specific procedure or task. We also launched artificial intelligence chatbot that is supporting us, that support the operator in the field in real times, in real time to respond to inquire doubts or problem. Last but not least, we selected and trained more than 140 people in the field that are acting as a focal point in order to support the people in the operation. If we just look at the IT effort that was made during these three months, we are able, as I said, to process a massive data migration. We are talking about billions of data.

We analyze more than 100 processes and sub processes and manage 140 application model and more than 400 interface to ensure service continuity. Regarding smart meters, we were able to migrate all the data and to integrate narrowband IoT with radio frequency technology that is used by Duerettegas. So now we have, let me say, three different technology that we are able to manage with the same platform that is the GPRS, the old one that is going to be discontinued very soon by the telco. That’s the reason why we have launched the new Nimbus smart meter that will replace progressively these GPRS system. Narrowband IoT and radio frequency technology are now under the same umbrella.

I think that’s it for the focus on the way here at the gas integration. I think you can appreciate the effort that both team have done in the three months and the exceptional result that we were able to achieve in only ninety days. Let’s talk about, as usual, about the environmental performance. You will see in the page in the following page always the evidence of Duhi Ereta gas is probably the first and the last time that you will see this difference because, as you know, from July 1, there is no more Duhi Ereta gas, there is only one Ital Gas Reyti. So we will not be able to show you any more this difference.

So if we start from environmental performance, As you can see, the like for like basis was up by 1.5% in term of energy consumption, 1.2 in term of energy consumption versus last year. The increase of gas and fuel consumption was mainly related to lower winter temperature, leading to higher consumption of gas preheating because there has been an increase of volume dispatched by the network. This was partially offset by the increased efficiency of our plant. And in fact, if we look at the specific consumption, the specific consumption went down from 1.02 to 0.94 cubic meters per 1,000 of cubic meter dispatched. Electricity consumption was lower than last year due to an higher use of auto produced electricity and increased efficiency.

Finally, if we look at the vehicle consumption, vehicle consumption was slightly higher than last year, mainly due to the number of kilometers traveled for leak detection and that is one reason. The second reason was that there are new areas in Greece, mechanized where we brought our new infrastructure and that’s the reason of additional kilometers traveled. On top of this, on the like for like, we added the Duehre Tegas and as well as Agua Campana that was not in the same perimeter of last year. If we look at the other part of the energy consumption that is the CO2 emissions, that is on Page seven, the main driver of the increase of in the like for like perimeter, the main driver is the gas leaks. The reason is driven by two elements.

The first one is that we have inspected a significant amount of network in respect of last year, 20 nearly 28% more. We have already inspected nearly 100,000 kilometers. So we have already passed the number of our kilometers. So we are already in the second round of inspecting our network. But what is the good result is that the emissions per kilometer inspected went down by more than 7%.

So that means that we expected more kilometers, but the emission specific per kilometer are lower than last year. And that is the main driver. On top of that, we added the Due Erette gas and the Aqua Campania CO2 emissions. Let’s move now to the number. I will go through some of the pages, then I will pass the floor to Gianfranco.

Again, revenues, revenues were up significantly. The main contributor, as you can expect, is the three months of Dui Eretagas. But what also is important to look at is the fact that RAB growth, as I anticipated before, the RAB growth as well as the new reevaluation factor of the RAB as well as the OpEx update that covers previous, I must say, I would call probably mistake, not in a positive sense that is covering the past, not recognition in term of inflation, mainly in term of inflation. Did the total amount offset more than offset the reduction in WACC from 5.6% to 5.9%. And then on top of that, there is, as you can see, the additional contribution of the water and on the energy efficiency.

I’m very proud about the energy efficiency recover from 2024 that has been the lowest year after that week, all of us expected because of the end of the super bonus. So overall, these adjusted revenues increased by nearly 30% in the period compared by the previous semester in 2024. Now look about the cost, that is the next page on Page nine. Of course, as you can see on the right size of the chart, there is the cost recorded in the second quarter by Dueritegas. But what is nice to what we have seen in the revenues, there is more cost in Agua Campana because we had more revenues.

There is more cost in the energy efficiency. We have seen more revenues in the energy efficiency. The good part of the energy efficiency is that we have an EBITDA margins in the energy efficiency that is around 16%. Remember that our target is to reach 18%. So we are close to the target.

We significantly increased the result in respect to 2024. Now I will let the floor to Gianfranco. I spend half an hour. So I think it’s time to rest a little bit waiting for your questions.

Giovanni Morozo, CFO, Italgasreti: Thank you, Paolo. I’m now moving to slide 10, where maybe the key takeaway of this page is that the change in the perimeter drove growth in EBITDA and EBIT, but still the constant perimeter reported a remarkable growth. So the EBITDA achieved a 27.8% increase at the level of adjusted EBITDA with all business contributing to the positive performance. Of course, as expected, gas distribution both Italy and Greece were the main contributor to the growth, thanks also to the consolidation of Duirettegas for one quarter. Out of the 178.8% growth that we are showing, more than 90% is explained by the transaction by the acquisition of Dueletegas, while the remaining is due to the growth of the underlying distribution business both in Italy and Greece.

On top of that, the additional month of consolidation of Aqua Campania and the growth of the ESCO, as explained by Paolo, drive to most of this €7,500,000 to our EBITDA for the two activities together. If you look at the breakdown by business area, you will appreciate that the great majority of EBITDA adjusted is related to the Italian distribution. Enown contributed for €70,000,000 while more than 22,000,000 came from ESCO and Water business together. If we now look on adjusted EBIT on the right side, the increase was almost 39%, reaching a level of $558,000,000 in the quarter in the six months, mainly driven by the EBITDA increase of €186,000,000 that have that I’ve already explained. And then, I have D and A for 30,000,000 mainly related to the consolidation of Duerettegas.

On a constant perimeter, there were no positive impact of the termination of ROM concession has been partially offset by the carryover of the CapEx executed during the previous quarters. Now on moving on slide 11, the most important thing is that net profit adjusted reported a growth of double digit reaching a level of €360,000,000 which is an increase of 31% versus last year. This was mainly driven by the operating performance with the EBIT that we have already seen of up to €156,000,000 partially offset by the increase of adjusted net financial expense of €44,000,000 This amount include the first, the cost of the debt related to the acquisition of Dualetegas considerations, so the equity of the transaction That has to be splitted among the bond that we issued in the first quarter of €1,000,000,000 and the bridge financing of €1,000,000,000 that was drawn at the closing and was reimbursed entirely with the right issue. Second element is the cost of Dwei Retegas consolidation let’s say, the consolidation of Dwei Retegas indebtedness. Third, the interest related to the higher cost of new bond issued during 2024, so the carryover of the 2024 bond issued.

During the second quarter, the capital increase of $1,000,000,000 was completed as you know at the June, while the acquisition was closed on April 1. This implies that during the quarter there was a peak of €1,000,000,000 higher net financial indebtedness compared to the level reported at the June. The other minor element is a contribution from equity investment that was marginally lower from around 1,400,000.0 compared to last year. And finally, higher adjusted taxes for $32,500,000 due to the higher taxable income and consequently a tax rate of 28% that is marginally above last year level of 27.5%. Also due to the higher quarter or net profit generated in Italy versus last year, Remember that in Greece, the tax rate is marginally lower.

And higher interest expense, non deductible for the IRRAP par position. Moving quickly to page 12, because just it’s just a recap of the results adjusted in the semester with the growth rate that we have already commented previously. While on the following page 13, you can see the impact on the nonrecurring item. So the first is the $54,000,000 of adjustment in the revenues in line with what we have reported in the first quarter and related to the positive impact of Resolution 87 concerning the allowed OpEx for the period 2024 rectified by ARERA. In addition, the new one are the $21,700,000 of non recurring costs related to the acquisition and the integration of Dueretigas, including also cost reported in the net financial expenses and the related positive tax impact.

Now about the technical investment, so our CapEx. As you can see, we have reported $495,000,000 CapEx during the period that are $141,000,000 or 40% higher than last year. Out of these 141,000,000 more than 100,000,000 are related to Dwei Etergas consolidation, mainly related to network upgrade and the digitization plan setup that is starting. And during the same period, four thirty kilometers of new network were installed, which 168 in Greece. So as I mentioned before, we have also started the preparatory work for Duir ete gas upgrade network upgrade and digitalization.

If we move to the following page, you have the cash flow that we have reported in the semester. The performance was very positive with a very solid cash flow from operation, close to approaching to the level of €740,000,000 which allowed us to cover entirely the net cash investment in the period of April and the majority of the dividend paid in May of €330,000,000 Both cash flow from operation and free cash flow include the contribution of Duretta Gas for the one quarter. If you look at the working capital, positive evolution in the period is a consequence of the positive billing seasonality and the expected positive effect of super bonus related tax rate utilization, partially offset by lower tax payable. So the increase in the net debt of 4,200,000,000.0 is mainly the consequence of the price paid for Duterte Gas, euros 2,710,000,000.00 and the related net financial debt of less than 3,100,000,000.0 Of course, the capital increase proceeds of €1,000,000,000 that we have completed in June. In the backup in the annex of this presentation, you can find also the details of the balance sheet where the main, let’s say, discontinuity is the capital increase and the asset and liabilities for the acquisition reflected on the asset and liability side.

Lastly, on slide 18, we have now finally the debt structure combined including also the maturities as you can see also the maturities of Duerette Gas not only Ital Gas being a single company. So, we closed the first semester of twenty twenty five with a net debt of 10,097,000,000.000 including IFRS 16 or €10,086,000,000 excluding IFRS 16. The financial structure remain, as you can see, very consistent with the past with our target structure, with 86% of debt at fixed rate that give us visibility to our cost of debt going forward. Following all the transactions that we have put in place, including the acquisition of course, the average cost of gross debt is around 1.95%. As well as we noted that following the closing of the capital increase, Moody’s and Fitch confirmed the credit rating applied to the combined rating and Standard and Poor issued for the first time a new credit rating on Ital Gas at Traper B plus With this point, I finish and I open the floor to the Q and A.

Conference Operator, Chorus Call: Thank you. This is the CORSCO conference operator. We will now begin the question and answer session. The first question is from Sarah Lester of Morgan Stanley. Please go ahead.

Sarah Lester, Analyst, Morgan Stanley: Thank you very much. I’ve got two questions today, please, and they’re both related to the tenders in Italy. Just firstly, wondering if you can just please talk a little bit more about the current or the in progress tenders and your expectations for the tender pipeline from here on. I suppose in particular, how it relates to that EUR 1,100,000,000.0 tender CapEx guide from your strategic update last October. And then just secondly, please, wanting to also confirm that there’s no prevailing antitrust issues with respect to the tenders given the backdrop of the antitrust process earlier this year that was related to the acquisition.

Thank you.

Paolo Gallo, CEO, Italgasreti: Regarding your question, if we look at 2025, so I’m just trying to look what is happening right now because it’s more difficult to have a view for the coming years. Currently, we have five tenders for which we have already presented the offer. Three of them were presented the offer in 2024, and they are at the, let me say, the final stages. So we expect the final verdict very soon. Two others have been already presented the offer.

And two others, we are going to present the offer by immediately after summertime, by September, October. So the pictures for 2025 looks quite good in respect to the previous year. So at least we should expect five to be awarded by year end as a minimum, maybe two of the one that we are going to present in, let me say, September, October, maybe can be awarded end of the year, maybe beginning of the year, depending which is the process of the evaluation. But we have seven in the pipeline. That to me is a good sign.

Regarding the second point of the antitrust, considering that these are competitive tenders, we don’t have any problem to participate to any of them. So we can participate to all of them. And in fact, the seven that I mentioned to you that are currently undergoing, in five of them, we presented the offer. In the remaining two, we are going to present the offer.

Sarah Lester, Analyst, Morgan Stanley: Thank you very much.

Anna Maria Scaglia, Head of Investor Relations, Italgasreti: Next question, please.

Conference Operator, Chorus Call: The next question is from Aleksandra Arsova of Equita. Please go ahead.

Aleksandra Arsova, Analyst, Equita: Hi, good afternoon. Thank you for your presentation. So two questions on my end. The first one, maybe a follow-up on gas tenders. So a couple of weeks ago, there was a draft circulating on the potential amendments changes to their regulation on gas tenders and on the bidding process.

So it seems that it will be could be more shifted towards the economic conditions discounts rather than towards the CapEx plan. So just maybe some qualitative thoughts on your end on how do you see these potential changes and if they actually will accelerate tenders? The second one is maybe on the acquisition and on synergies. Since you were you seem very happy on how the integration is going on. And during the last conference call on the first quarter results, you mentioned something like €10,000,000 in synergies, already cost synergies already achieved in 2025.

So since there is this acceleration in the integration, do you believe that you can achieve more synergies and maybe reach the higher end of your 2025 guidance? So this is the second one. Thank you.

Julius Nicolson, Analyst, Bank of America: Regarding

Paolo Gallo, CEO, Italgasreti: the comments on the what is called the greater criteria that review the some of the points, but to me, it is true. They have allocated more points, few more points on the economic part. I think what is even more important than that is that they have introduced new area for evaluation that are linked to the innovation, to gas renewables, to digitization, all words that are very common in our company since many, many years. And they are not absolutely common to any other company. So for me, that is even more important because that will make the difference, will increase our competitiveness because we are the only company in Italy that are able prove that we have a fully digitized network ready to accept renewable gases like biomethane.

I mean, innovation is our trademark. So to me, a part of the shift of points from one area to another that is not so relevant to me. What is relevant is the fact that finally, these criteria for evaluation has been changed in order to, let me say, get the reality in which we are living. If you look at the old way to evaluate, the only innovation was the were like the number of smart meters as well as the cathodic protection. I mean, twelve years ago or fifteen years ago, that was innovation, sure.

It’s not innovation anymore today. So I’m expecting these criteria, once that will be put in place, there will be more focus by all the operator how to innovate like we did it in the last years. So I’m positive, absolutely positive. The second I mean, the question related is going to accelerate new tenders, I don’t think so. I mean, as you probably have read about the ministry declaration, Mr.

Piquetto declaration, it’s clearly said that the 01/1977 ATEM framework and tenders did not work, full stop. So he said that you need to think about how to make this framework working because it has demonstrated in the last now thirteen years that it didn’t work at all. The second point about synergy, you said it seems that I’m pleased. I would take out seems from the statement. I’m fully pleased that the way that we were able to merge the two company.

I mean, days is an exceptional result. Ahead of any forecast we had at the time that we presented this acquisition. So and regarding synergies, of course, if I’m if we are able to and we were able to merge the company earlier than expected, there will be more synergy in 2025 than we expected before. And regarding the guidance, I can I’m quite confident that we will be in the, I would call, super high end inside that guidance will be very close to the high end number. And the confidence is coming from the fact that at the time, the guidance was based on a later integration, later merging of DuiRetegas with ItalGasreti.

We were able to anticipate closing and more important, the merging of the two companies.

Aleksandra Arsova, Analyst, Equita: Brilliant. Very clear. Thank you.

Anna Maria Scaglia, Head of Investor Relations, Italgasreti: Next question please.

Conference Operator, Chorus Call: The next question is from Javier Suarez of Mediobanca. Please go ahead.

Javier Suarez, Analyst, Mediobanca: Hi, everyone, and thank you for the presentation. First, a follow-up on a previous question on what may happen to make the process of tendering more virtuous. So it seems clear that the government is making the statement that current system is not working. And there has been a declaration by the Energy Minister on the possibility of renewing the gas concessions in a similar way of what is being done with electricity. So the question is, which is your take on this?

And if you believe that this is a rational path to take and the implications for a company like Ital Gas? That would be the first question. The second question is also a follow-up is on the slide, I think it’s number nine on efficiencies. So these 1.8% like for like efficiency gains, If you can help us to understand the orgy for them from a geographical standpoint, how do you would split those efficiency between the old Italian operations and Greek operation and your latest view on extraction and synergies in the old perimeter of Ital Gas and the Greek operation. And the also related to the previous question on the column that has to do with two Airategas, we should expect from the next quarter to come also a kind of a statement on the efficiency gains from the incorporation of Tuaretegas, if that is an expectation that we may have.

And then the third and final question is on the slide number three, on the disposal process for NEO on the disposal anti drug disposal process. You are seeing as next step the binding offer by the September 5. So which is your latest expectations for the completion of the whole process? Many thanks.

Paolo Gallo, CEO, Italgasreti: Let’s start from the first question about the tender. I think the reason why the the the statement of the ministry was saying the system did not work is because there are too many concessions. 177 are too many. And as we know in we have seen in the past twelve years, the complexity of the gas tender is such that it’s been an obstacle in order for the municipality to run those tender. We have always said that.

So any ideas about reducing the number of the concessions is welcome because it will reduce the number of tenders by definition. And probably, it will change who’s going to launch the tender, maybe in maybe with an entity that is more equipped to handle complex tenders like this one. Let’s see what what the government is thinking about is the I think the declaration is important. Let’s see what are the proposal that the technician of minister will elaborate in order to find out a different framework that will help to accelerate the tenders to happen. Regarding the like for like synergies that probably is going to be unfortunately the last time that you see because, as I said, from July 1, it’s going to be everything together.

So we are going to compare those costs with what we promised to be the synergies to the market, so with 2023 and 2024 numbers. Let me say that this number that is 3.6 is same perimeter as last year, is both Greece and Italy. I will say that is the contribution is very similar in term of absolute value between Greece and the Italian old perimeter. The reason, even though that, let me say, the two sides are significantly different, the reason is that Greece is accelerating in the efficiency, while we are still getting some efficiency from the Italian, thanks to the digital processes and activities. So, I’m the fact that we are able to continue to reduce our cost is a good indicator.

We will continue to do that, and we will probably see more in term of absolute numbers once that we will work on the integrated company to Eretegas and ItalGasreti. Last question, the antitrust has been just postponed by a couple of weeks because of the August time that was a request coming from a number of interested party was submitted to the antitrust. The antitrust approved that request. So we were thinking about I mean, if you remember, our deadline of the antitrust to complete the process of dismissal was by October. If you have two weeks, you get to mid November.

So there is not much difference in respect. So the time schedule is very strict. It’s very determined by the antitrust authorization. The two weeks extension approved by the antitrust just moved the final date by two weeks. So we are now in the November.

By the time, as I recall you, the binding offer will be received by early September, September 5, then the process will continue. Antitrust will scrutiny all the binding offer and will make the decision if all of them are acceptable or some does not meet the criteria set inside the documents. And then we will just put the ranking of those binding offer and then we will move forward. So I think that mid November is a reasonable date to close all the process.

Javier Suarez, Analyst, Mediobanca: Thank you.

Anna Maria Scaglia, Head of Investor Relations, Italgasreti: Next question please.

Conference Operator, Chorus Call: The next question is from Francesco Sala of Banco Acros. Please go ahead.

Francesco Sala, Analyst, Banco Acros: Yes. Good afternoon. Congratulations for your results. Just two questions, if I may. The first one is on the cost of debt.

Obviously, was a spike in Q2 after the consolidation of Tuilhertigas. So I wonder whether you can guide us to a number for the full year and how this the cost of debt is going to progress in the third and fourth quarter of the year? And the second one, if you can share with us the mark to market on the WACC whether we should expect a change in 2026 according to your calculations? Thank you.

Giovanni Morozo, CFO, Italgasreti: Yes. I take your first question for the cost of debt. As you noted in the semester, there has been the impact of the acquisition and the new bond issued in February. You remember the 1,000,000,000 split it into five year and nine year with the cost of debt between below three and around 3.4. So this combined with the existing indebtedness drove to the level of the first semester.

For the full year, I do not expect any major changes. There will be a slight increase maybe approaching the 2% level, driven by the normal increase of the indebtedness in the second part of the year due to the inclusion of the indebtedness of the Energas for two quarters instead of one quarter as in the first semester, but very limited.

Paolo Gallo, CEO, Italgasreti: Regarding the WACC, of course, we monitor all the numbers about the WACC. As of today, we have not triggered the 30 basis points. But let’s see, we still have another one months point to so cross the finger, if you want to cross the finger, one way or the other, depending which one you like most.

Francesco Sala, Analyst, Banco Acros: Thank you.

Anna Maria Scaglia, Head of Investor Relations, Italgasreti: Next question, please.

Conference Operator, Chorus Call: The next question is from Julius Nicolson of Bank of America. Please go ahead.

Julius Nicolson, Analyst, Bank of America: Yes, thank you. Thank you for taking my questions. Just two for me. Do you have any update on your challenge with the change on the asset beta for 2025? And do you have any time line on when we maybe know more on this?

And then the second question

Paolo Gallo, CEO, Italgasreti: you repeat the first question? We didn’t understand the

Julius Nicolson, Analyst, Bank of America: Yes. Sorry. Is it my audio? Was it just my pronunciation? I’ll try again.

So do you have any updates on your challenge with the change on the asset beta that was in the WACC for 2025? And if you have any time line on this? And then the second question was just to in terms of expectation, will we get any visibility on your disposals in the CMD in October, given that there will be binding offers in September? Or do we have to wait for mid November, as you just said?

Paolo Gallo, CEO, Italgasreti: On the first one, sorry, it was both the add I mean, it was mainly the audio because we didn’t there was an interruption. The beta, okay, we have have appealed the change of the beta because according to us, the number that was set by the regulator lowering the beta was not supported by according to us a good rationale. As you know, it takes time. If you remember, we appeal against the 2020 or 2019 resolution, 2018 resolution about the OpEx. And we are talking in the we talk in the first quarter of the adjustment made by the regulator after two level of appeals.

So it will take time. We are, let me say, confident that our appeal is quite strong, not because the regulator has not the right to review the beta, because they have full I mean, they have the right to do it. But when they do it, they have to have a clear rationale and then clear they have to justify why they did it very clearly. And according to us, the explanation they brought was not according to us sufficient to explain such a reduction. Regarding the disposal, it will mainly depend by the antitrust process to review the binding offer.

If they review if they use less time than what they have reserved for them, we will probably have a clear picture before November. Otherwise, we need to wait the process to be completed. It’s not honestly, we are it’s not up to us to close the process. It’s really their evaluation. They reserve for themselves the evaluation to say if one binding offer has met all the criteria they set for being accepted.

So depending how many we are going to receive, who are going to be the operator, what they can demonstrate to meet the criteria. So it may be a long process. That is the reason why they reserve from the self a significant amount of time. It’s not the only job that they do. And so we need to also consider that.

Or maybe October is probably November is probably the right time that we will know that is the outcome of the disposal.

Julius Nicolson, Analyst, Bank of America: Great. Thank you. Very clear.

Anna Maria Scaglia, Head of Investor Relations, Italgasreti: Next question, please.

Conference Operator, Chorus Call: The next question is from Alberto De Antonio of BNP Paribas Exane. Please go ahead.

Alberto De Antonio, Analyst, BNP Paribas Exane: Hi. Thank you so much for taking my questions. The first question is on regulation after the extension of the two years until the 2027 of the current regulatory framework. Could you elaborate on what are the next steps that we can expect on regulation and what we what should we expect going forward? And the second one will be in regarding the tenders, a follow-up.

If you mentioned that there are seven in the pipeline, five of them of which you’re about to or you’re already presenting an offer. Could you give us a range of the sizes of these tenders? And what could be the impact in terms of wrap of them if finally you want any of them? Thank you so much.

Paolo Gallo, CEO, Italgasreti: Regarding the first question, the two year extension, we will know more, as I said during my presentation, by let me say, in the last quarter of the year when the regulator will issue some consultation document, tell us and tell not us, not only us, the industry, how they are going to deal with the two years additional regulatory period. In the meantime, as I said, we expect that after the two years, totex system that is called ROS in Italy will be applied to us by shore. We are the largest by far. So if they don’t apply to us, they don’t apply to anybody else. In the decision taken by the antitrust, there is also mentioned that in 2027, they will start to do some test about the application of ROSA, and they will do it on us probably.

But we will know that better when they will start issuing the new consultation document that we expect to happen at the beginning of twenty twenty six. So let me just, to make the long story short, by year end, they will set the rules, terms and conditions, let me say, for this next two years of regulatory period. And then starting in 2026, they will start testing, asking comments about the roles to be applied to our industry in 2028. What I can tell you about the tenders, we are talking about an overall of nearly 600,000 redelivery points, out of which a little bit more than 50% are already ours. So they are, let me say, on tender, let’s say, 60% are hours.

The remaining 40% are of third party.

Anna Maria Scaglia, Head of Investor Relations, Italgasreti: Next question, please.

Conference Operator, Chorus Call: The next question is from Emmanuel O’Donnell of Kepler. Please go ahead.

Anna Maria Scaglia, Head of Investor Relations, Italgasreti0: Good afternoon. Thank you for taking my question as well. The first one is on the synergies with to airstykes in general, the cost cutting and efficiency plan you have included in your business plan, if I remember well, up to 200,000,000 along the plan. If you remember if you explain or recall us if what was the impact, the benefit that is expected in next year in 2026, so in the first year of the full consolidation for twelve months of the integration with Whitehall Gas and also the existing asset base and compared with the plan after an update in after the first ninety days of consolidation of Tualategas to what extent there could be an upside or not compared with your current assumption included in the business plan? This is the first question.

The second question is on the Greek gas network. I noticed that they improved the profitability EBITDA from roughly €60,000,000 of EBITDA to €70,000,000 in H1. We know that you target the Greek assets to fill the gap with Italian ones. So I ask you to be an update on this process. You are probably on track, but when this gap will be filled in your opinion?

And finally, if I remember well, in your business plan, the third question is on the allowed WACC. In your business plan, you have included 6.1% along the plan, a flat assumption. We know that currently in 2025 was down, was below this threshold. But in any case, you will be able to perform better to outperform in any case to release a good set of results. But probably even not in 2026, but in 2027, the allowed WACC will be even lower than the current probably the current one.

So what are your based on my estimate, the sensitivity is roughly for each 10 basis points 1.52% of lower net profit, if I could you confirm or not? Thank you.

Paolo Gallo, CEO, Italgasreti: Let me say, if I were would be able to respond in precisely to all your question, I would not be here, but I would go and win the lottery, honestly. Because they were so precise that okay, let me try to give you a flavor that to me is more important because it’s tough. First of all, after ninety days in which we have focused our self on making the merging successful. So thinking more about the outcome, not being in trouble in July 1. We understand the many things about Dwerettegas.

We try, as I said, to get the best out the two companies. You recall very well about the EUR 200,000,000 synergies. You also should remind that there are three pillars, around CHF 40,000,000 about traditional synergies, CHF 80,000,000 digitization, another CHF 80,000,000 AI. If you want to put in a time scale, the CHF 40,000,000 will come between, let’s say, CHF 25,000,000, 26 and 27 maximum are the traditional, the one that you collect first. Digitization will take a little bit more because you have to adapt yourself to the new processes, so it will happen start happening immediately, but then it will grow, it will take more time, AI probably will be at the end of the plan.

So it’s up to you. We tell that I think 75% are already achieved in 2028. That is our better forecast. I’m sure that in October, we will give you a more detailed view on that because after the merging, then we have another three, four months of working together, and we will start collecting data and results. So we will be able to bring you more detail forecast.

Remember that we have 25 working team together that are working to harmonize everything to find out the best practice to be applied no matter if they are coming from Ital Gas or Doherty Gas, and stretching the whole organization. So I think I’m expecting 25 working teams that are still working will provide us a better forecast for the coming years about the synergy. If I have to say the fact that we have anticipated the merging, of course, some saving will be anticipated anticipated by a quarter the margin that we expect. Regarding Greece, you are right, we are on the right journey. If you do some math, you will see and you have already done it that the EBITDA margin is about 75%.

In Italy, we are above 80%. So there’s still a gap. I don’t think we will ever close this gap because of the size. But still, we have significant if you go back to 2024, the EBITDA margin in Greece were below 70%. Now we are about we are in the range of 75%.

So we have already increased by five points. The EBITDA will continue to improve. As I said, Eneion should reach the EBITDA margin that we can see in Toscan Energia because Toscan Energia is let me say, it’s a company by itself, size is very similar. And so still there are few points to be achieved. But as I said, we are on the right path.

So not this year, probably next year, we’ll probably be fully satisfied by the performance of Greece, for which there is not only the performance in terms of efficiency, but the number of kilometers that we lay down is significant. The expansion of the gas network in Greece is significant. We are progressing very well. We are very happy about the activity that we are doing in cooperation with the local community. I think also local community in Greece are very happy about our job and the fact that we are opening new area where we can supply natural gas.

We have imported the model that we have applied in Sardinia LNG, small tanker that are able to supply isolated grid. It’s another advantage that we are providing to Greece based on our experience in Italy. Last question on WACC, I will not honestly, I will not translate well, if a reduction in WACC is there, there is an impact, of course, on the revenues. You know very well, we are nearly €15,000,000,000 of RAB, 10 basis point is $15,000,000 So, I mean, the math is very simple. What is not according to math is our ability to continue to reduce our cost and offset eventually this element.

And you have seen in the first quarter, I mean, it was a reduction of 60 basis points, and you didn’t even notice the fact of that reduction because of our investment, the RAB grow, some recovery of the past coming from the regulator, our efficiency on cost result us there. And the WACC was reduced by 60 basis point applied, at least in the oldest perimeter to €10,000,000,000 of RAB, so €60,000,000 So, I mean, you see the numbers. We are playing a different game. It’s not just a matter of math to say, okay, 10 bps, EUR 15,000,000, take the fiscal impact and then it’s going to be EUR 10,000,000 on the net impact on the profit. That is not the calculation.

I mean, you don’t take into the picture our ability to continue to be more efficient, to continue to invest, to increase the RAB, to be day after day more efficient in term of cutting costs. That is not the math. It’s a demonstration that is been for nine years now.

Julius Nicolson, Analyst, Bank of America: Next question The

Conference Operator, Chorus Call: next question is from Ella Walker Hunt of Citi. Please go ahead.

Anna Maria Scaglia, Head of Investor Relations, Italgasreti1: Hi. I have two questions, if that’s all right. So my first question is to do with the tenders. You mentioned that you expect five to be awarded this year. So if you did win these five, when could we expect the cash outflow that would be associated with buying the concessions that are not yours?

That’s my first question. And then my second question is to do with the mandatory disposals. So more so asking if there’s a chance that you don’t end up disposing the redelivery points if, let’s say, there’s not there’s a lack of buying interest? And if so, what would be the upside to your long term guidance in that case? Thank you.

Paolo Gallo, CEO, Italgasreti: Okay. First question, if the tenders are awarded, let’s say, five this year, you normally takes between six to nine months to get to the outflow in term of payment of the RAB because you have to sign with the let me say, you have to sign a contract with the municipality. The RAB and the value of the asset should be adjusted to the latest value. So there is some, let me say, administrative and bureaucratic, if you want, activity that has to be performed. Normally, we have seen it takes between six depending six months is probably the right.

Sometimes we there is a dispute about the value, the adjusted value, and therefore it may takes maybe three months more in term of nine months. So that is so in long story short, if those five tenders are awarded in the second half of twenty twenty five, the outflow will happen in either first half or let me say mid of next year, not earlier. We don’t expect that earlier. The second question disposal. Well, again, I don’t know, I don’t have the probability.

I really honestly, I don’t know what is happening if if, you know, if there is no interest or if the price is below the floor that we set that is not known to anyone except us and the antitrust. So there are two conditions for which we may not sell our assets is no interest or price that is below. In that case, we keep the asset for us. But I would like to so which is the impact on our plan is extremely limited. The overall disposal is 600,000 redelivery point.

Total redelivery point that we have is 13,000,000. So we are talking about peanuts. So if some of the, let’s say, thousand will not be disposed, just just pick a number or 200,000 is going to change something? Honestly, not really.

Anna Maria Scaglia, Head of Investor Relations, Italgasreti: So this was the last question. We as IR are available for any follow-up. And thank you everyone for attending the call.

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