Italgas has announced the signing of a share purchase agreement (SPA) to acquire rival gas distribution operator 2i Rete Gas in a deal valued at €5.3bn ($5.8bn), including debt.
The acquisition follows an exclusivity negotiation period granted to Italgas by the sellers last May.
F2i, holding a 63.9% stake in 2i Rete Gas, and Finavias, with the remaining 36.1%, have accepted Italgas’s binding offer.
Finavias is a corporate vehicle owned by APG Asset Management and Ardian-managed funds.
2i Rete Gas serves 4.9 million customers across Italy and operates a network exceeding 72,000km.
Under the leadership of F2i, and with the support of APG and Ardian, 2i Rete Gas is said to have expanded its user base from 1.9 million to 4.9 million.
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By GlobalDataThe company’s growth has been driven by acquisitions, network development and successful participation in concession renewal tenders.
For the year 2023, 2i Rete Gas reported adjusted revenues of €815m, an adjusted earnings before interest, taxes, depreciation and amortisation (EBITDA) of €546.3m, an adjusted EBIT of €317.7m and an adjusted net profit of €181.3m.
The equity value of the transaction is set at €2.06bn and the net financial debt and other net liabilities as of 31 December 2023 amount to €3.24bn.
To finance the acquisition, Italgas will utilise bridge financing initially underwritten by JP Morgan and later syndicated to a pool of lending banks.
Additionally, a rights issue amounting to €1bn is planned to maintain the company’s current credit rating profile.
Italgas CEO Paolo Gallo said: “The acquisition of 2i Rete Gas allows us to become the leading operator in Europe in the gas distribution sector, after being recognised as a global benchmark in terms of innovation and digitalisation.
“As the leading operator in Italy and Greece, Italgas – through this transaction – reinforces its commitment to achieving decarbonisation goals, with resilient infrastructure and sustainable energy costs.”
The transaction’s closure is expected in the first half of 2025, pending the necessary regulatory approvals.
