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Hera BoD approves 1H 2018 results

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Asset Publisher

Press releases
19/06/2024
Hera Spa
Price sensitive

Hera Group ranks first in the 2024 ESG Identity Corporate Index (formerly IGI)

<p><em>For the fourth consecutive year, the Group is on the podium of the overall index ranking, which rewards Italian companies that stand out for integrating ESG factors into their governance. This comes as further recognition of the Group’s commitment to creating long-term value for its shareholders and all its stakeholders</em></p>
Online since 19-06-2024 at 11:08
Press releases
11/06/2024
Hera Spa
M&A
Price sensitive

Inrete Distribuzione Energia acquires Soelia’s gas network

<p><em>The Hera Group, through its subsidiary operating in the natural gas distribution sector, strengthens its presence in the area served</em></p>
Online since 11-06-2024 at 11:57
Press releases
15/05/2024
Shareholders’ meeting
Price sensitive
Hera Spa

Publication of documents pertaining to the Shareholders Meeting

Online since 15-05-2024 at 10:35
Press releases
15/05/2024
Price sensitive
M&A
Hera Spa

Hera Group acquires Soelia’s gas network

Through its subsidiary Inrete Distribuzione Energia, the Group was awarded the tender for the gas distribution plants and network serving the municipality of Argenta in Ferrara area

Online since 15-05-2024 at 10:38
Press releases
14/05/2024
Price sensitive
Financial Results
Hera Spa

Hera Group BoD approves results for 1Q 2024

<p>The consolidated quarterly report at 31 March shows improvement in the main operating and financial indicators. The Group’s financial solidity and commitment to sustainability and the ecological transition were confirmed, along with the creation of value for all stakeholders and significant investments in the areas served to improve our assets resilience and to guarantee service quality and continuity</p>
Online since 14-05-2024 at 12:41
Press releases
30/04/2024
Shareholders’ meeting
Hera Spa
Price sensitive

Hera Shareholders Meeting: 2023 financial statements approved and dividend increased to 14 cents

The Group continues along its path of uninterrupted growth, closing 2023 with record performance in the main operating and financial indicators, thus constantly creating value for its stakeholders.

Online since 29-04-2024 at 12:53
Press releases
23/04/2024
Hera Spa
Other press releases

Hera Group at the top of ARERA’s water service quality ranking

The multiutility confirms itself among Italy’s most outstanding operators, securing the first and third positions, with reference to all macro-indicators, as proof of the very high standards adopted by the Group in this field. A commitment that the Hera fulfils with significant investments to ensure the highest quality and continuity of service to around 3.6 million citizens and an increasingly efficient and circular use of resources. Important results have been achieved, particularly in Emilia-Romagna.

08/04/2024
Other press releases
Hera Spa

Publication of the Draft Separate and Consolidated Financial Statements as of 31.12.2023, the Sustainability Report - Consolidated Non-Financial Statement, the Corporate Governance Report, and the Report on Remuneration and Compensation Paid

29/03/2024
Hera Spa
Other press releases

Rigid plastics recycling: one of Europe’s most innovative plants to be built in Modena

<p><em>Thanks to investments totalling approximately 50 million euro, the Hera Group will build a state-of-the-art facility within its own plant complex. Starting from plastic waste that has so far been difficult to recycle, it will produce high quality polymers with characteristics similar to those shown by virgin materials, thus making sectors such as consumer electronics and the automotive industry increasingly sustainable</em></p>
Press releases
27/03/2024
Shareholders’ meeting
Hera Spa

Publication of documents pertaining to the Shareholders Meeting to be held on 30 April 2024

Press releases
26/03/2024
Other press releases
Hera Spa
Price sensitive
Financial Results

Hera Group approves results as at 31/12/2023

<p><em>The year closed with main financial indicators rising and the targets included in the strategic Plan to 2026 exceeded three years ahead of schedule. The Group’s financial solidity and flexibility allowed it to continue along its path of industrial growth, increasing its investments and successfully grasping market opportunities, both internal and external, while continuing to generate value benefitting all stakeholders. The proposed dividend was raised, reaching 14 eurocents per share</em></p>
Online since 26-03-2024 at 12:47
Press releases
11/03/2024
Hera Spa
Other press releases

Green energy and a new urban forest: the Hera Group’s Energy Park arrives in Bologna

<p><em>Sustainability, decarbonisation, liveability and biodiversity protection are the keywords of this project, which will be developed in the northern part of the city and will contain a new urban park with facilities, complemented by areas dedicated to protecting animal and plant species, and an agrivoltaic field that will allow an annual saving of 6,000 tons of CO2.</em></p>
Press releases
04/03/2024
Shareholders’ meeting
Hera Spa
Other press releases

The passing of Hera S.p.A.'s Vice Chairman, Mr. Gabriele Giacobazzi

We hereby inform you that on March 3, 2024, the Vice Chaiman of the Board of Directors, Mr. Gabriele Giacobazzi, passed away.

Press releases
13/02/2024
Hera Spa
Other press releases

Hera Group among Europe’s leaders in sustainability and the fight against climate change

<p><em>The Group achieved the leadership band in the CDP questionnaire and was included among “TOP 1%” Multi and Water Utilities of the S&amp;P Global’s Sustainability Yearbook 2024. These recognitions prove Hera’s commitment to sustainable development and creating shared value for local areas.</em></p>
Press releases
06/02/2024
Hera Spa
Other press releases

Hera Group: over 1 million new electricity customers as of 1 July

<p><em>With the 7 lots awarded in the tender for the Gradual Protection Service for non-vulnerable household customers, the Hera Group consolidates its position as the sector’s third largest operator in Italy.</em></p>
Press releases
25/01/2024
M&A
Hera Spa
Other press releases

Hera Group expands in the industrial waste sector with TRS Ecology

<p><i><span lang="EN-GB" style="font-size:11.0pt"><span style="line-height:106%"><span style="font-family:&quot;Arial&quot;,&quot;sans-serif&quot;"></span></span></span></i>With the acquisition of 70% of the Piacenza-based company, the Group reinforces its leadership in the waste management sector. This transaction, at full capacity, is expected to contribute to growth in the Hera Group’s Ebitda with approximately 6 million euro.<i><span lang="EN-GB" style="font-size:11.0pt"><span style="line-height:106%"><span style="font-family:&quot;Arial&quot;,&quot;sans-serif&quot;"> </span></span></span></i></p>
Press releases
24/01/2024
Price sensitive
Financial Results
Hera Spa
Other press releases

Hera Group presents Business Plan to 2027

<p><em>Development, resilience and creating shared value for stakeholders are at the heart of the Group’s new strategic document, which foresees investments totalling 4.4 billion to speed up the ecological transition and enhance asset resilience to climate change. The preliminary results for 2023 outperform the previous Plan’s goals that have been achieved three years ahead of schedule, thanks to the numerous development actions implemented and the Group’s ability to grasp market opportunities.</em></p>
Online since 24-01-2024 at 12:02
Press releases
22/01/2024
Shareholders’ meeting
Hera Spa
Other press releases
Price sensitive

Calendar of corporate events

Online since 22-01-2024 at 13:24
18/01/2024
Hera Spa
Other press releases

Hera Top Employer for the 15th Consecutive Year

<p><em>The company reaffirms, once again in 2024, its position among the best performers in human resources management, thanks to substantial investments in welfare, training, and skill development.</em></p>
Press releases
02/01/2024
Hera Spa
Other press releases

Hera Group has obtained the “Gender equality certification”

<p><em>A further confirmation of the importance of Hera’s achievements in terms of gender equality and inclusion</em></p>

Asset Publisher

30/07/2018
Hera BoD approves 1H 2018 results

The consolidated half-year report at 30 June confirms growth in operating and financial indicators, in line with the first quarter, with a positive contribution coming from business areas, gas and waste management in particular. Thanks to the efficiencies achieved, ROE reaches 10%

Financial highlights

  • Revenues at € 2,996.7 million (+7.7%)
  • Ebitda at € 523.6 million (+3.5%)
  • Ebit at € 273.6 million (+4.3%)
  • Net profits for Shareholders at € 158.1 million (+12.1%)
  • Net debt at € 2,625.0 million

Operating highlights

  • Good contribution to growth coming from gas and waste management, respectively due to volumes sold and positive trends in market prices
  • Management characterised by the results of internal growth
  • Solid customer base in energy sectors (roughly 2.5 million), up by 110,000 over 1H2017
  • Sorted waste increases to anaverage of 60% across all areas served

Today, the Hera Group’s Board of Directors unanimously approved the financial results for the first half-year, which confirm the ongoing positive trend and show all main indicators rising.

These results once again reward the Group’s balanced and agile way of operating, following a business model that has always combined the strategic levers of internal growth and external development. In addition to remarkable internal growth, partially deriving from higher efficiencies, developments in market shares and positive trends in tariffs and prices benefitted the accounts for the first half of 2018.

Revenues amount to almost € 3 billion

In the first half of 2018, revenues reached € 2,966.7 million, up € 212.7 million (+7.7%) over the € 2,754.0 million seen in the same period of 2017. The factors most responsible for this result include a higher amount of trading along with increased revenues from gas and electricity sales and waste management.

Ebitda rises to € 523.6 million

Ebitda settled at € 523.6 million, showing growth amounting to € 17.7 million (+3.5%) over June 2017. This increase is due to the good performances seen in all the Group’s main activities, and the gas area in particular thanks to higher volumes sold and income for sales and trading. Positive results also came from waste management and the integrated water cycle.

Financial management among the factors responsible for an 8.4% increase in pre-tax profits

Ebit rose to € 273.6 million, up 4.3% over the € 262.2 seen in the same period of 2017. Financial management also improved, settling at € 39.2 million, € 6.7 million less than the same period in 2017, a performance made possible by efficiency in rates and higher financial income for commercial activities. In light of this situation, pre-tax profits increased by 8.4%, going from € 216.3 million at 30 June 2017 to € 234.4 million at the same date in 2018.

Sharp increase in net profits for Shareholders, reaching € 158.1 million (+12.1%)

Profits pertaining to Group Shareholders at 30 June 2018 rose to € 158.1 million, +12.1% compared to the € 141.0 million seen in the first half of 2017. The elements underlying this result include an improvement in the tax rate, which went from 31.6% to 30.1%, thanks to the Group’s continuous commitment to grasping the tax opportunities offered by large and very large amortisations related to major investments made in introducing Utility 4.0, in addition to tax credits for research and development and the final balance on previously acquired benefits, as well as € 4.8 million in capital gains from divestments.

Approximately € 184 million in investments, financial position essentially stable

The Group’s operating investments for the first six months of 2018, including capital grants, amounted to € 183.8 million, up € 13.7 million (+8.1%) over June 2017. Operating investments mainly involved interventions on plants, networks and infrastructures, as well as regulatory upgrading involving gas distribution above all, with a large-scale metre substitution, and the purification and sewerage areas.
Net debt came to € 2,625.0 million at 30 June 2018, with a slight increase over the € 2,523.0 million seen at 31 December 2017 but essentially stable compared to the € 2,611.7 million witnessed in the first half of 2017, in spite of the higher amount of dividends paid (9.5 cents/share, instead of the 9 cents paid one year earlier). Net debt/Ebitda, an indicator of financial solidity, improved from 2.74 in the first half of 2017 to 2.62 at 30 June 2018.

Gas

Ebitda for the gas area, which includes services in natural gas distribution and sales, district heating and heat management, reached € 188.4 million in the first half of 2018, up compared to the € 171.8 million seen at 30 June 2017 (+9.6%), thanks to higher volumes of gas sold, an increase in trading and higher income from distribution services. The number of gas customers, which came to roughly 1.41 million, rose by 1.9% compared to the same period in 2017; this growth was brought about by expanding market shares and the entry of Blu Ranton and Verducci Servizi within the Group’s scope of operations.
The gas area accounted for 36.0% of Group Ebitda.

Water cycle

Ebitda for the integrated water cycle area, which includes aqueduct, purification and sewerage services, went from € 111.3 million in the first half of 2017 to € 112.8 million at 30 June 2018, up 1.3%, thanks to higher revenues from dispensing and higher recognised costs.
The integrated water cycle area accounted for 21.5% of Group Ebitda.

Waste management

In the first half of the year, Ebitda for the waste management area, which includes waste collection, treatment and disposal services, reached € 125.9 million (+3.8%), rising over the € 121.3 million seen at 30 June 2017. Initiatives aimed at recovering materials and improving energy efficiency contributed to this positive trend, in particular the full operation of Aliplast, as well as further development of an accurately focused marketing plan intended to broaden the customer portfolio and a continuous presence in the tender market. Moreover, the positive trend seen in prices for special waste treatment continued during this half-year, with double-digit growth rate. Further increases were also witnessed in sorted waste, which went from 58% in the first half of 2017 to 60% at 30 June 2018, thanks to the numerous services offered.
The waste management area accounted for 24% of Group Ebitda.

Electricity

Ebitda for the electricity area, which includes services in electricity production, distribution and sales, went from € 91.6 million in the first half of 2017 to € 84.0 million at 30 June 2018, owing to the temporary closure of a few plants for planned maintenance. This area recorded additional growth in total customers, which increased by 82.8 thousand (+8.9%) compared to the first half of 2017, reaching 1.01 million customers, and also saw a 22.1% rise in volumes sold on both the free and safeguarded markets. This noteworthy result owes much to the Group’s continuous reinforcement of marketing actions and a broadening of its customer base.
The electricity area accounted for 16% of Group Ebitda.

Statement by Executive Chairman Tomaso Tommasi di Vignano

“This half-year report confirms the trend of uninterrupted growth shown by the Hera Group over the last 15 years, respecting the content of its Business plan, in spite of an often difficult macroeconomic scenario. At present, the increase in Ebitda indicates that we should reach the milestone of one billion by the end of 2018, while the profits accumulated over the last six months, corresponding to 10.8 cents per share, already entirely cover the 10 cent dividend foreseen by the Business plan for the current year. These figures and outlooks provide further confirmation of the solidity of our multi-business model and the constant attention we show towards our shareholders”.

Statement by CEO Stefano Venier

“The results for the first half of 2018 once again reward the accuracy of the choices and initiatives implemented regarding operations, taxes and finance. Internal growth, as defined by factors including the efficiencies achieved, has brought ROE to 10%. These results are also sustained by all quantitative performance measures, which show positive trends, with an energy customer base growing by 110,000 in only 12 months and bringing us just one step away from 2.5 million customers. Taken as a whole, these elements allow us to show further determination towards reaching all of the objectives outlined in the Business plan”.

The manager responsible for drafting the company’s accounting statements, Luca Moroni, declares, pursuant to article 154-bis paragraph 2 of the TUF, that the information contained in the present press release corresponds to the documentation available and to the account books and entries.
The half-year financial report and related materials will be made available to the public pursuant to the terms established by law at Company Headquarters, on the website www.gruppohera.it and on the authorised storage platform 1Info (www.1info.it).
Unaudited extracts from the Abbreviated Consolidated Half-Year Financial Statements at 30 June 2017 are attached.

Profit & Loss(m€) 30/06/18 Inc% 30/06/17 Inc.% Ch. Ch. %
Sales 2,966.7   2,754.0   +212.7 +7.7%
Other operating revenues 209.8 7.1% 202.3 7.3% +7.5 +3.7%
Raw material (1,327.6) -44.7% (1,178.4) -42.8% +149.2 +12.7%
Services costs (1,031.6) -34.8% (981.7) -35.6% +49.9 +5.1%
Other operating expenses (30.3) -1.0% (25.8) -0.9% +4.5 +17.5%
Personnel costs (281.7) -9.5% (282.4) -10.3% (0.7) (0.2%)
Capitalisations 18.3 0.6% 17.9 0.6% +0.4 +2.2%
Ebitda 523.6 17.6% 505.9 18.4% +17.7 +3.5%
Depreciation and provisions (250.0) -8.4% (243.7) -8.9% +6.3 +2.6%
Ebit 273.6 9.2% 262.2 9.5% +11.4 +4.3%
Financial inc./(exp.) (39.2) -1.3% (45.9) -1.7% (6.7) (14.6%)
Pre tax profit 234.4 7.9% 216.3 7.9% +18.1 +8.4%
Tax (72.0) -2.4% (68.3) -2.5% +3.7 +5.4%
Net profit before special items 162.4 5.5% 148.0 5.4% +14.4 +9.7%
Special items 4.8 0.2% - 0.0% +4.8 +100.0%
Net profit 167.2 5.6% 148.0 5.4% +19.2 +13.0%
Attributable to:            
Shareholders of the Parent Company 158.1 5.3% 141.0 5.1% +17.1 +12.1%
Minority shareholders 9.1 0.3% 7.0 0.3% +2.2 +30.9%

 

Balance Sheet (m€) 30/06/2018 Inc.% 31/12/2017 Inc.% Ch. Ch.%
Net fixed assets 5,828.2 109.1% 5,780.6 110.5% +47.6 +0.8%
Working capital 84.2 1.6% 23.2 0.4% +61.0 +262.9%
(Provisions) (571.8) (10.7%) (574.9) (10.9%) +3.0 (0.5%)
Net invested capital 5,340.6 100.0% 5,229.0 100.0% +111.6 +2.1%
Net equity 2,715.6 50.8% 2,706.0 51.7% +9.6 +0.4%
Long term net financial debt 2,847.4 53.4% 2,735.4 52.4% +112.0 +4.1%
Short term net financial debt (222.4) (4.2%) (212.4) (4.1%) (10.0) +4.7%
Net financial debts 2,625.0 49.2% 2,523.0 48.3% 102.0 +4.0%
Net invested capital 5,340.6 100.0% 5,229.0 100.0% +111.6 +2.1%
Online from 30 July 2018 at 12:29:53

Search Results

26/06/2019
Price sensitive
M&A

Hera: new 500 m€ green bond

2019-06-26 Strong interest shown by international investors for the multi-utility's second "green" bond, which will finance environmental sustainability projects in 3 areas: energy efficiency, circular economy and sustainable water resource management. Subscriptions have reached seven times the amount offered. Hera: new 500 m€ green bond Strong interest shown by international investors for the multi-utility's second "green" bond, which will finance environmental sustainability projects in 3 areas: energy efficiency, circular economy and sustainable water resource management. Subscriptions have reached seven times the amount offered. The Hera Group aims to continue in its role as a reference point for sustainable finance in Italy and, five years after issuing the country's first "green" bond, it is now launching its second. The bond is being announced at the end of a road show in Europe's main financial centres, aimed at illustrating the structure of the transaction to investors and analysts, in addition to the way in which the resources will be allocated, i.e. by investing in environmental sustainability projects in the waste, water and energy sectors. Considering that it also launched Italy's first ESG-linked revolving line of credit last year, Hera is carrying on with its activity in identifying and implementing innovative instruments. The latter are indeed able to valorise the company's commitment and the results it has reached hereto in this area, along with its future investment policies, thus meeting the market's growing attention towards this sort of endeavour. The characteristics of the new green bond and the projects financed The second green bond issued by the Hera Group (Moody's rating Baa2 with stable outlook and Standard & Poor's rating BBB with positive outlook) amounts to 500 million euro overall, repayable over 8 years with a 0.875% coupon and a 1.084% return. The date of payment for the newly issued bond has been set at 5 July 2019. Furthermore, the new green bond is expected to have the same rating as the Hera Group. A strong demand, coming to seven times the amount offered, and the quality of the orders received have allowed the price to be fixed at an excellent level. The transaction has seen significant participation from international investors (France, Germany, United Kingdom and Holland), most of whom follow green and sustainable criteria. The bond is expected to be listed on the Irish Stock Exchange and the Luxembourg Stock Exchange's regulated markets, and on Borsa Italiana's ExtraMOT PRO. The funds will be used to finance or refinance numerous projects, already implemented or included in the Business plan to 2022, that pursue one or more of the goals in the UN's 2030 Agenda. These projects have been subdivided into 3 areas: energy efficiency (in line with SDGs 7 and 13): from installing smart metres to developing district heating networks and projects in the area of public lighting; circular economy and sustainable waste management (responding to SDG 12): innovative projects in the waste collection systems, further use of unit pricing, creating plants and structures for recycling, recovering and reusing materials, plants for biological/chemical waste treatment and plants for transforming waste into energy, similar to the Sant'Agata Bolognese (BO) biomethane production plant; water infrastructures (meeting SDGs 6 and 14): waste water management projects, sewerage and water infrastructures furthering resilience and adaptation to climate change. In order to guarantee that the funds are correctly and transparently allocated, Hera has introduced a monitoring and reporting process. The amount actually dedicated to each intervention will be published in the Group's Sustainability Report, along with data concerning the environmental performances reached. "Green Financing Framework": Hera transparent in sustainability as well The Hera Group, furthermore, is among the first companies in Europe to have provided itself with a "Green Financing Framework" (GFF). The GFF is a particularly innovative programming document, in line with "Green Bond Principles", that covers not only aspects linked to issuing the green bond, but also sustainable loans and other ESG instruments on the market. The GFF is accompanied by a "Second Party Opinion", drafted by ISS-oekom, which ranked Hera "Prime" in terms of ESG performance (sixth in a panel of 43 worldwide companies), in particular giving an excellent opinion of Hera's contribution to the water sector. Hera's partners in the transaction The Hera green bond issue was coordinated by BNP Paribas, Credit Agricole CIB, Mediobanca and UniCredit, acting as Joint Bookrunners, and BBVA, acting as Bookrunner. The law firm Legance provided Hera with assistance, while the law firm Linklaters assisted the Bookrunners. ISS-oekom is the world's leading rating firm in the field of responsible investment. Based in Rockville (US), it has branches in 30 countries, with over 2,000 institutional clients and 1,800 consultants. Statement by CEO Stefano Venier "Green, or ESG financial instruments are a fundamental lever used to sustain the Hera Group's commitment towards acting on a business model that is increasingly regenerative and resilient. Able to meet the goals contained in the UN's 2030 Agenda, this model will also respond to the many challenges currently facing us, first and foremost climate change, that require innovative solutions and long-term investments. The green bond we are issuing today fully respects these standards and aims". 20190626_CS_Nuovo_green_bond_Hera_final_eng.1561565392.pdf 2019-06-26 17:43:00 2020 Integrated Governance Index: Hera once again ranked at the top of sustainable finance
19/06/2019
Price sensitive
M&A

The BoD of Hera S.p.A. authorises the issue of new notes and the refinancing of certain notes

2019-06-19 The BoD of Hera S.p.A. authorises the issue of new notes and the refinancing of certain notes 1 For information purposes only, the purchase price for the 2021 Notes will, when determined in the manner described herein on the basis of a Settlement Date of 1 July 2019, be 107.704 per cent. Should the Settlement Date in respect of the 2021 Notes accepted for purchase pursuant to the Offer differ from 1 July 2019, the relevant purchase price will be recalculated, all as further described herein. If the aggregate principal amount of the Existing Notes validly tendered for purchase pursuant to the Tender Offer is greater than the amount of the Existing Notes that the Offeror intends to purchase, the Offeror will accept the relevant tenders on a pro rata basis. The Tender Offer, which starts today, will expire on 26 June 2019, subject to the right of the Offeror to extend, re-open, amend and/or terminate it. The settlement date for the Tender Offer is expected to fall on 1 July 2019. Further information on the terms and conditions of the Tender Offer are set out in the Tender Offer Memorandum. Simultaneously with, by separately from, the Tender Offer, the Company may also consider, at its sole discretion, to purchase, through the Offeror, in whole or in part, one or more series of the following series of notes issued by the Company and privately placed to a limited number of investors: (i) €32,000,000 3.5 per cent. Fixed Rate Notes due 22 May 2025 (ISIN Code: XS0935947977); (ii) €30,000,000 5.25 per cent. Fixed Rate Notes due 14 May 2027 (Namesschuldverschreibung); and (iii) €30,000,000 5.25 per cent. Fixed Rate Notes due 14 May 2027 (ISIN Code: XS0782473556). This notice does not constitute an invitation to participate in the Tender Offer in any jurisdiction in which, or to any person to whom, it is unlawful to make such invitation or for there to be such participation under applicable securities laws and regulations. The distribution of this notice or the Tender Offer Memorandum in certain jurisdictions may be restricted by law and regulations. Persons into whose possession this notice comes are required to inform themselves about, and to observe, any such restrictions. Specific restrictions are included in the Tender Offer Memorandum. 20190619_comunicato_Lancio_nuova_emissione_ENG.1560927472.pdf 2019-06-19 08:09:00 Hera acquires 2.5% of Ascopiave's share capital from Amber
17/06/2019
Price sensitive
M&A

The Hera Group and Ascopiave: a large energy partnership in North-East Italy

2019-06-17 The business partnership, through the joint venture EstEnergy, involves over 1 million customers, with the new entity's overall value coming to 864.5 million euro and its Ebitda amounting to 69 million euro. With this transaction, the Hera Group reaches over 3 million energy customers. Ascopiave grows in gas distribution by 188,000 delivery points, becoming North-East Italy's leading operator with 775,000 delivery points managed and an added Ebitda amounting to 15.9 million euro. The Hera Group and Ascopiave: a large energy partnership in North-East Italy The business partnership, through the joint venture EstEnergy, involves over 1 million customers, with the new entity's overall value coming to 864.5 million euro and its Ebitda amounting to 69 million euro. With this transaction, the Hera Group reaches over 3 million energy customers. Ascopiave grows in gas distribution by 188,000 delivery points, becoming North-East Italy's leading operator with 775,000 delivery points managed and an added Ebitda amounting to 15.9 million euro. Today, the Boards of Directors of Hera S.p.a. and Ascopiave S.p.a. approved the signing of a binding Term Sheet intended to develop a major entity in areas of North-East Italy, which will be able to rely on over one million energy customers, while at the same time redefining their respective activities in gas distribution. The Term Sheet, which will be finalised by a framework agreement within 31 July 2019, defines the geographical areas involved, the economic terms of the agreement and related elements of governance. The agreement reached represents an important strategic transition in the evolution of the two Groups' activity portfolios and fully respects the strategic lines of development approved by the Boards of Directors of Hera S.p.a. and Ascopiave S.p.a., as communicated to investors. More specifically, as regards the gas and electricity marketing area, the agreement calls for a single operator to be created, bringing together the respective sales operations in the Veneto, Friuli Venezia Giulia and Lombardy regions, acting through EstEnergy S.p.a., a company currently jointly controlled by Ascopiave S.p.a. and Hera Comm S.r.l., the Hera Group's sales company. EstEnergy S.p.a.'s activities in the geographical areas indicated will be considerably increased, coming to include the Ascopiave Group's sales activities carried out by the subsidiaries Ascotrade S.p.a., Ascopiave Energie S.p.a. and Blue Meta S.p.a. as well as the joint ventures Asm Set S.r.l. (49%) and Etra Energia S.r.l. (51%), in addition to the liquidating Sinergie Italiane S.r.l. (30.94%) and the company Energia Base Trieste S.r.l. (92,000 contracts managed) and Hera Comm's Veneto and Friuli customers (96,000 gas contracts and 68,000 electricity contracts). A major operator rooted in the North-East will thus emerge with a portfolio totalling over 795,000 gas contracts and 265,000 electricity contracts, based on 31 December 2018 data, which considering the joint venture pro rata component amounts to over 1 million contracts. This new entity, which will take shape through EstEnergy, when fully operational, will have a consolidated Ebitda coming to roughly 69 m€, based on 2018 data, not including the contribution coming from owned companies with minority shareholdings. 52% of EstEnergy's share capital will be held by the Hera Group, and 48% by Ascopiave. The parties involved have disclosed that the overall equity value of the new EstEnergy amounts to 864.5 m€ (with a corresponding enterprise value of 797 m€), based on 31 December 2018 data, and may be subject to standard adjustments following the closing date; of this amount, 601 m€ (543 m€ enterprise value)pertains to sales activities originating from Ascopiave and 263 m€ to activities originating from HeraComm. In order to regulate the new EstEnergy's governance, a Shareholders Agreement will be signed that calls for a Board of Directors made up of 5 members - 3 appointed by Hera, who will also appoint the CEO, and 2 by Ascopiave, who will also appoint the Chairman and the Chairman of the Board of Auditors - and that furthermore includes standard clauses protecting a minority shareholder, a 7-year right of transfer that may be exercised annually, granted to Ascopiave and reaching its entire shareholding in Est Energy S.p.a. and a right of acquisition, granted to Hera Comm in the event that Ascopiave S.p.a. reaches a residual holding in Est Energy S.p.a. coming to less than or equal to 5% of the company's capital. In particular, the transfer option concerning the minority shareholding of EstEnergy may be exercised, wholly or in part, up to the seventh year from the closing date, at a price set at the higher amount between (i) the fair market value of the shareholding, calculated at the exercise date, and (ii) the value of the shareholding, revised by applying a 4% annual interest rate, net of the amount of dividends received and in any case not lower than the value of the shareholding itself. Furthermore, Amgas Blu, a sales company operating in the province of Foggia with roughly 50,000 customers, entirely owned by Ascopiave, will also be involved in the overall reorganisation of the gas and electricity customer marketing area. This company will be directly acquired by Hera Comm at a price coming to roughly 44 m€, including its financial position, once again with reference to 31 December 2018 data. At the closing date, Ascopiave will acquire a shareholding coming to roughly 3.6% of Hera Comm for the price of 65 m€, gaining the right to appoint one member of the company's Board of Directors. For this shareholding as well, a mechanism is expected to grant Ascopiave the right to transfer its shareholding in Hera Comm, extending over the same period of 7 years. As regards the reorganisation of gas distribution activities, instead, Ascopiave is expected to acquire, from the Hera Group, an area of concessions including 188,000 delivery points in the Veneto and Friuli Venezia Giulia regions, with an investment value amounting to 171 m€ and a proforma Ebitda coming to 15.9 m€, both defined by 31 December 2018 data. Through this transaction, the Ascopiave Group will serve roughly 775,000 users and manage over 12,000 km of network, thus becoming the largest operator in the Triveneto Region and consolidating its position in the national ranking. With this transaction, Ascopiave will proceed with its strategic repositioning plan, establishing a marketing agreement with a major player and reinforcing its presence in the core business of gas distribution. As regards the Hera Group, through these agreements with Ascopiave it will reach its target of 3 million energy customers (3.2, according to 31 December 2018 data) set in its business plan to 2022. This represents a further step along the path of growth in this area, that has seen the Group double its energy customer base over the last 10 years, by way of internal growth and M&As. The transaction, in addition to setting a deadline for the final agreement at 31 July 2019, will be subject to the standard conditions foreseen for this type of transaction and all communications and approvals given by authorities and responsible institutions, as well as, solely concerning the shareholdings in question, the consent of other shareholders in the case of Ascopiave S.p.a.'s shareholdings in the joint ventures ASM Set S.r.l., Etra Energia S.r.l. and the liquidating Sinergie Italiane S.r.l.. The parties involved expect the transaction to be concluded within 31 December 2019. Ascopiave is assisted in the transaction by the teams of Rothschild&Co., for the financial part, and by the Bonelli Erede studio, for the legal part, while Hera has called on Lazard and the Grimaldi studio. The Ascopiave Group operates in the natural gas sector, mainly in the segments of distribution and sale to end users. Thanks to its broad customer base and the quantity of gas sold, Ascopiave is currently one of the main operators in the industry at a national level. The Group owns concessions and direct assignments for the management of distribution activities in over 228 Towns, supplying the service to a market segment of 1.5 million inhabitants, through a distribution network which spreads over 10,000 kilometres. The sale of natural gas is performed through different companies, some under joint control. Overall, in 2018, the companies of the Group sold over 1 billion cubic metres of gas to end users. Ascopiave has been listed under the Star segment of Borsa Italiana since 12th December 2006. Hera Group is one of Italy's largest multi-utility providers working in environment (waste collection and treatment), energy (electricity and gas distribution and sale) and water (aqueduct, sewerage and purification) sectors. The Group employs over 9,000 people and works every day to meet the many and varied needs of over 4.4 million citizens. It serves over 350 local municipalities mainly in the Emilia-Romagna, Marche, Tuscany, Abruzzo, Veneto and Friuli-Venezia Giulia regions. Listed since 2003, on 18 March 2019 Hera shares have been included in the FTSE MIB of Borsa Italiana. 20190617_press_release_GruppoHera_Ascopiave_ENG_final.1560793161.pdf 2019-06-17 19:19:00 2020 Integrated Governance Index: Hera once again ranked at the top of sustainable finance
Press releases
17/06/2019
Hera Spa
Research and Development

The Hera Group and Ascopiave: a large energy partnership in North-East Italy

2019-06-17 GH_ASCOPIAVE_870.1565011002.jpg The business partnership, through the joint venture EstEnergy, involves over 1 million customers, with the new entity's overall value coming to 864.5 million euro and its Ebitda amounting to 69 million euro. With this transaction, the Hera Group reaches over 3 million energy customers. Ascopiave grows in gas distribution by 188,000 delivery points, becoming North-East Italy's leading operator with 775,000 delivery points managed and an added Ebitda amounting to 15.9 million euro Today, the Boards of Directors of Hera S.p.a. and Ascopiave S.p.a. approved the signing of a binding Term Sheet intended to develop a major entity in areas of North-East Italy, which will be able to rely on over one million energy customers, while at the same time redefining their respective activities in gas distribution. The Term Sheet, which will be finalised by a framework agreement within 31 July 2019, defines the geographical areas involved, the economic terms of the agreement and related elements of governance. The agreement reached represents an important strategic transition in the evolution of the two Groups' activity portfolios and fully respects the strategic lines of development approved by the Boards of Directors of Hera S.p.a. and Ascopiave S.p.a., as communicated to investors. More specifically, as regards the gas and electricity marketing area, the agreement calls for a single operator to be created, bringing together the respective sales operations in the Veneto, Friuli Venezia Giulia and Lombardy regions, acting through EstEnergy S.p.a., a company currently jointly controlled by Ascopiave S.p.a. and Hera Comm S.r.l., the Hera Group's sales company. EstEnergy S.p.a.'s activities in the geographical areas indicated will be considerably increased, coming to include the Ascopiave Group's sales activities carried out by the subsidiaries Ascotrade S.p.a., Ascopiave Energie S.p.a. and Blue Meta S.p.a. as well as the joint ventures Asm Set S.r.l. (49%) and Etra Energia S.r.l. (51%), in addition to the liquidating Sinergie Italiane S.r.l. (30.94%) and the company Energia Base Trieste S.r.l. (92,000 contracts managed) and Hera Comm's Veneto and Friuli customers (96,000 gas contracts and 68,000 electricity contracts). A major operator rooted in the North-East will thus emerge with a portfolio totalling over 795,000 gas contracts and 265,000 electricity contracts, based on 31 December 2018 data, which considering the joint venture pro rata component amounts to over 1 million contracts. This new entity, which will take shape through EstEnergy, when fully operational, will have a consolidated Ebitda coming to roughly 69 m€, based on 2018 data, not including the contribution coming from owned companies with minority shareholdings. 52% of EstEnergy's share capital will be held by the Hera Group, and 48% by Ascopiave. The parties involved have disclosed that the overall equity value of the new EstEnergy amounts to 864.5 m€ (with a corresponding enterprise value of 797 m€), based on 31 December 2018 data, and may be subject to standard adjustments following the closing date; of this amount, 601 m€ (543 m€ enterprise value) pertains to sales activities originating from Ascopiave and 263 m€ to activities originating from HeraComm. In order to regulate the new EstEnergy's governance, a Shareholders Agreement will be signed that calls for a Board of Directors made up of 5 members - 3 appointed by Hera, who will also appoint the CEO, and 2 by Ascopiave, who will also appoint the Chairman and the Chairman of the Board of Auditors - and that furthermore includes standard clauses protecting a minority shareholder, a 7-year right of transfer that may be exercised annually, granted to Ascopiave and reaching its entire shareholding in Est Energy S.p.a. and a right of acquisition, granted to Hera Comm in the event that Ascopiave S.p.a. reaches a residual holding in Est Energy S.p.a. coming to less than or equal to 5% of the company's capital. In particular, the transfer option concerning the minority shareholding of EstEnergy may be exercised, wholly or in part, up to the seventh year from the closing date, at a price set at the higher amount between (i) the fair market value of the shareholding, calculated at the exercise date, and (ii) the value of the shareholding, revised by applying a 4% annual interest rate, net of the amount of dividends received and in any case not lower than the value of the shareholding itself. Furthermore, Amgas Blu, a sales company operating in the province of Foggia with roughly 50,000 customers, entirely owned by Ascopiave, will also be involved in the overall reorganisation of the gas and electricity customer marketing area. This company will be directly acquired by Hera Comm at a price coming to roughly 44 m€, including its financial position, once again with reference to 31 December 2018 data. At the closing date, Ascopiave will acquire a shareholding coming to roughly 3.6% of Hera Comm for the price of 65 m€, gaining the right to appoint one member of the company's Board of Directors. For this shareholding as well, a mechanism is expected to grant Ascopiave the right to transfer its shareholding in Hera Comm, extending over the same period of 7 years. As regards the reorganisation of gas distribution activities, instead, Ascopiave is expected to acquire, from the Hera Group, an area of concessions including 188,000 delivery points in the Veneto and Friuli Venezia Giulia regions, with an investment value amounting to 171 m€ and a proforma Ebitda coming to 15.9 m€, both defined by 31 December 2018 data. Through this transaction, the Ascopiave Group will serve roughly 775,000 users and manage over 12,000 km of network, thus becoming the largest operator in the Triveneto Region and consolidating its position in the national ranking. With this transaction, Ascopiave will proceed with its strategic repositioning plan, establishing a marketing agreement with a major player and reinforcing its presence in the core business of gas distribution. As regards the Hera Group, through these agreements with Ascopiave it will reach its target of 3 million energy customers (3.2, according to 31 December 2018 data) set in its business plan to 2022. This represents a further step along the path of growth in this area, that has seen the Group double its energy customer base over the last 10 years, by way of internal growth and M&As. The transaction, in addition to setting a deadline for the final agreement at 31 July 2019, will be subject to the standard conditions foreseen for this type of transaction and all communications and approvals given by authorities and responsible institutions, as well as, solely concerning the shareholdings in question, the consent of other shareholders in the case of Ascopiave S.p.a.'s shareholdings in the joint ventures ASM Set S.r.l., Etra Energia S.r.l. and the liquidating Sinergie Italiane S.r.l.. The parties involved expect the transaction to be concluded within 31 December 2019. Ascopiave is assisted in the transaction by the teams of Rothschild&Co., for the financial part, and by the Bonelli Erede studio, for the legal part, while Hera has called on Lazard and the Grimaldi studio. 20190617_press_release_GruppoHera_Ascopiave.1560793213.pdf 2019-06-17 19:19:02 GH_ASCOPIAVE_110.1560792938.jpg
Online dal 17/06/2019 alle ore 19:19

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