Eni SpA (E) has made a significant move by agreeing to divest the majority of its upstream assets in the U.K. to Ithaca Energy.The transaction, valued at approximately £754 million, is structured as an all-stock deal. This agreement does not include Eni’s East Irish Sea assets and its carbon capture, utilization and storage activities in the U.K.Through this acquisition, Ithaca Energy will take over Eni U.K.’s operated and non-operated interests in various producing fields. This includes a substantial 38.75 ...

Financial Data and Key Metrics Changes - The company reported pro forma EBIT of €4.1 billion and cash flow from operations of €3.9 billion for Q1 2024, marking a strong performance [3][11] - Cash flow from operations guidance for the full year has been raised to over €14 billion, reflecting improved macro conditions [8][11] Business Line Data and Key Metrics Changes - Hydrocarbon production increased by 5% year-on-year, while bio throughputs more than doubled, renewable energy generation rose by 12%, and quarter-end capacity increased by 30% year-on-year [7] - The retail performance in Plenitude is expected to be solid in Q2, despite lower seasonal volumes, with renewable contributions reflecting recent capacity growth [12] Market Data and Key Metrics Changes - The company is experiencing a positive scenario in upstream production and has confirmed underlying profitability across GGP, Enilive, and Plenitude [11] - The European gas market remains volatile, with expectations of continued fluctuations due to geopolitical factors and supply-demand dynamics [38][54] Company Strategy and Development Direction - The company is focusing on a satellite model to enhance capital allocation and visibility on performance across different business lines, aiming for sustainable returns [6][10] - The recent agreement to combine UK E&P activities with Ithaca Energy is part of a strategy to leverage hydrocarbon potential in the UKCS and create synergies [5][10] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the ability to deliver on disposal proceeds and emphasized the importance of achieving proper value in transactions [53] - The outlook for the second quarter anticipates lower production due to seasonal maintenance, but overall positive momentum is expected to continue throughout the year [28][29] Other Important Information - The company has re-segmented Enilive and Plenitude to highlight their growth potential in the changing energy market [7] - A new buyback program of up to €3.5 billion is proposed, with a commitment to increase shareholder returns [25][11] Q&A Session Summary Question: What is the confidence level regarding the timing of asset disposals? - Management is confident in the timing of disposals, stating that they are not rushing and are focused on achieving good deals [35][53] Question: Can you provide insights on the tax rate and income from associates in E&P? - The tax rate is influenced more by the mix of production countries and gas pricing rather than contributions from associates [42] Question: What is the expected impact of the supercomputer on reservoir modeling? - The supercomputer is expected to enhance competitive advantage through improved geological and reservoir modeling capabilities [70][71] Question: How is the company managing its LNG contracts and market conditions? - There is ongoing appetite for long-term contracts, particularly in the Far East, driven by economic growth and a shift away from coal [93] Question: Can you elaborate on the Calao discovery in Ivory Coast? - The Calao discovery represents a new play distinct from Baleine, indicating multiple exploration options in Ivory Coast [124]

Eni SpA (E) has witnessed upward earnings estimate revisions for 2024 and 2025 in the past 30 days.The company, with a Zacks Rank #3 (Hold) at present, has gained 10.7% over the past year compared with 5.6% growth of the composite stocks belonging to the industry. Image Source: Zacks Investment Research What’s Favoring the Stock?Strategic Asset OptimizationEni has demonstrated a commitment to optimizing its asset portfolio through strategic acquisitions and divestitures, significantly enhancing its business ...

Eni SpA (E) , a leading global energy company, is eyeing the sale of minority stakes in its biofuel and bioplastic units by the end of this year, per a Reuters report. This strategic decision could potentially generate around €1.3 billion, marking a significant step in the company's efforts to expedite its energy transition.Eni has initiated discussions with both financial funds and industrial investors to identify potential partners interested in acquiring stakes of up to 10% in its biofuel unit, Enilive. ...

Eni SpA’s (E) low-carbon and retail unit, Plenitude, has embarked on a groundbreaking project by initiating the construction of the Renopool solar park in Badajoz, Spain.This ambitious venture marks the company’s largest solar project globally, boasting an impressive capacity of 330 megawatts peak.The Renopool project, comprising seven solar farms, is set to generate 660 gigawatt-hours of electricity annually. This will meet the energy needs of 200,000 households, showcasing the project’s significant scale ...

PART I [Item 3. KEY INFORMATION](index=15&type=section&id=Item%203.%20KEY%20INFORMATION) This section outlines the principal risks facing Eni, categorized into market, geopolitical, competitive, climate-related, operational, legal, and financial risks [Risk Factors](index=15&type=section&id=Risk%20Factors) Eni's performance is highly exposed to volatile crude oil and natural gas prices, which significantly impact operating results and cash flow - The Group's performance is heavily influenced by the volatility of crude oil and natural gas prices; in 2023, lower hydrocarbon prices reduced operating profit by approximately **€5 billion** and cash flow from operations by about **€3 billion**[44](index=44&type=chunk)[52](index=52&type=chunk) - Geopolitical conflicts, particularly Russia's aggression in Ukraine and tensions in the Middle East, create significant macroeconomic uncertainty, risking a worldwide recession and a reduction in hydrocarbon demand[57](index=57&type=chunk)[58](index=58&type=chunk)[59](index=59&type=chunk) - Eni faces substantial risks related to climate change and the energy transition, including regulatory actions to curb emissions, potential long-term reduction in hydrocarbon demand due to new technologies, legal risks from climate-based litigation, and physical risks from extreme weather events[67](index=67&type=chunk)[68](index=68&type=chunk)[70](index=70&type=chunk) - The Exploration & Production business is subject to significant operational risks, including drilling hazards, potential for unsuccessful exploration, project development delays, and uncertainties in reserve estimates; as of December 31, 2023, approximately **38%** of total proved reserves were undeveloped[92](index=92&type=chunk)[94](index=94&type=chunk)[106](index=106&type=chunk) - Approximately **82%** of Eni's proved hydrocarbon reserves are in non-OECD countries, exposing the company to political risks such as instability, unfavorable regulations, and financial difficulties in host nations, with notable exposures in Libya, Venezuela, Nigeria, and Egypt[116](index=116&type=chunk)[117](index=117&type=chunk) - The company is exposed to material Health, Safety, and Environment (HSE) risks and expects to incur significant future expenses for compliance with environmental regulations, remediation activities, and potential liabilities from pending litigation, particularly in Italy[134](index=134&type=chunk)[135](index=135&type=chunk)[143](index=143&type=chunk) [Item 4. INFORMATION ON THE COMPANY](index=34&type=section&id=Item%204.%20INFORMATION%20ON%20THE%20COMPANY) This section provides a comprehensive overview of Eni's history, corporate structure, and strategic direction, including its decarbonization goals [History and development of the Company](index=34&type=section&id=History%20and%20development%20of%20the%20Company) Eni is implementing a strategy to transition towards a low-carbon economy, aiming for net-zero greenhouse gas emissions by 2050 - Eni is executing a strategy to achieve carbon neutrality for all Scope 1, 2, and 3 GHG emissions by 2050, with intermediate targets including Net Zero for Upstream (Scope 1+2) by 2030 and for the entire Eni Group by 2035[171](index=171&type=chunk)[172](index=172&type=chunk) - The company's 2024-2027 financial plan includes a gross capital expenditure of around **€35 billion** and asset disposals of about **€8 billion**, aiming for an average net investing cash flow of **€7 billion** per year[168](index=168&type=chunk) - Eni is developing a distinctive satellite business model to unlock value, creating controlled entities for high-growth transition segments (like Plenitude) and financially independent joint ventures for legacy businesses (like Azule Energy and Vår Energi)[169](index=169&type=chunk) Key Decarbonization Targets | Target | Goal | Year | Baseline | | :--- | :--- | :--- | :--- | | Net Carbon Footprint Upstream (Scope 1+2) | Net Zero | 2030 | 2018 | | Net Carbon Footprint Eni (Scope 1+2) | Net Zero | 2035 | 2018 | | Net GHG Lifecycle Emissions (Scope 1+2+3) | -35% | 2030 | 2018 | | Net GHG Lifecycle Emissions (Scope 1+2+3) | -80% | 2040 | 2018 | | Net GHG Lifecycle Emissions (Scope 1+2+3) | Net Zero | 2050 | 2018 | Key Performance Indicators (2023) | Indicator | 2023 Value | Unit | | :--- | :--- | :--- | | Direct GHG emissions (Scope 1) | 38.69 | million tonnes CO2eq | | Indirect GHG emissions (Scope 2) | 0.73 | million tonnes CO2eq | | Indirect GHG emissions (Scope 3) | 174 | million tonnes CO2eq | | Electricity produced from renewable sources | 4,242 | GWh | | R&D expenditures | 166 | € million | | - of which related to decarbonization | 135 | € million | [Business Overview](index=51&type=section&id=BUSINESS%20OVERVIEW) This section details the operational activities and competitive landscape of Eni's core business segments [Research and Development](index=98&type=section&id=Research%20and%20development) Eni's research and development strategy is central to its energy transition, focusing on process decarbonization, circular and bio-products, renewables, and operational excellence R&D Expenditure and Patents (2023) | Metric | Value | | :--- | :--- | | Total R&D Expenditure | €166 million | | R&D Expenditure on Decarbonization | €135 million (~80% of total) | | New Patent Applications Filed | 28 | - Eni's R&D strategy is built on four key directives: process decarbonization (including CCUS), circular and bio-products, renewables and new energies (like magnetic fusion), and operational excellence[515](index=515&type=chunk)[517](index=517&type=chunk) - The company employs an Open Innovation model, collaborating with a network of **70 national and international universities and research centers**, and engages with startups through its Joule accelerator and Eni Next corporate venture capital arm[518](index=518&type=chunk) [Insurance](index=100&type=section&id=Insurance) Eni manages its insurance costs and risk exposure through its captive subsidiary, Eni Insurance DAC, and by participating in mutual insurance companies like Everen Ltd - Eni utilizes a captive subsidiary, Eni Insurance DAC, and participates in mutual insurance companies like Everen Ltd to manage its insurance portfolio and control costs[527](index=527&type=chunk) Key Insurance Coverage Limits | Event Type | Maximum Coverage | | :--- | :--- | | Offshore Environmental Damage (oil spills, clean-up) | Up to $1.1 billion | | Onshore Plants (refineries) | Up to $1.3 billion | | Tankers and Charters | Up to $1.3 million | | FPSOs | Up to $1 billion | - Management acknowledges that despite its insurance coverage, a major catastrophic disaster could result in material uninsured losses that would significantly exceed the maximum coverage provided by its policies[528](index=528&type=chunk) [Environmental Matters](index=100&type=section&id=Environmental%20matters) Eni is subject to extensive environmental, health, and safety (HSE) regulations globally, which significantly impact its operations HSE Expenditures and Performance (2023) | Metric | Value | | :--- | :--- | | Total HSE Expenses | €1,419 million | | Environmental Expenditures | €1,065 million | | Safety-related Costs | €288 million | | Health-related Costs | €57.9 million | | Total Recordable Injury Rate (TRIR) | 0.40 | - In 2023, Eni's CO2 emissions under the EU-ETS were approximately **16.03 million tonnes**, exceeding its free allowances of **4.48 million tonnes**; the resulting deficit of **11.50 million tonnes** was covered by purchasing allowances for around **€950 million**[552](index=552&type=chunk)[1877](index=1877&type=chunk) - Eni's operations are subject to a complex international and EU environmental legal framework, including the Paris Agreement, the EU's "Fit for 55" package, the Renewable Energy Directive (RED III), and the Industrial Emission Directive (IED), which drive compliance costs and strategic planning[533](index=533&type=chunk)[536](index=536&type=chunk)[544](index=544&type=chunk) [Regulation of Eni's Businesses](index=110&type=section&id=Regulation%20of%20Eni%27s%20businesses) Eni's operations are highly regulated across all segments, from exploration and production to gas and power, and refining and marketing - E&P activities are governed by two main contractual types: licenses/concessions, common in OECD countries, where Eni bears all risks and is entitled to production minus royalties/taxes; and Production Sharing Agreements (PSAs), common in Africa and the Middle East, where costs are recovered via "Cost Oil" and profits are shared via "Profit Oil"[599](index=599&type=chunk)[601](index=601&type=chunk) - In Italy, the regulatory landscape for hydrocarbons is in flux due to the PiTESAI plan, which identifies areas suitable for E&P; although a court declared PiTESAI void in February 2024, the final outcome remains uncertain, impacting future exploration and development[608](index=608&type=chunk)[609](index=609&type=chunk) - The Italian retail gas market for non-vulnerable households transitioned away from regulated tariffs in January 2024, increasing competition; a similar phase-out for the electricity market for non-vulnerable households is scheduled for July 2024[623](index=623&type=chunk)[625](index=625&type=chunk) - Eni is subject to Italian and EU competition rules (Articles 101 and 102 of the Lisbon Treaty), which prohibit collusion and abuse of a dominant position; mergers and acquisitions are subject to review by the Italian Antitrust Authority and other relevant bodies if turnover thresholds are met[668](index=668&type=chunk)[1099](index=1099&type=chunk) [Property, Plant and Equipment](index=121&type=section&id=Property%2C%20Plant%20and%20Equipment) Eni holds significant freehold and leasehold interests in properties globally, with its most significant properties related to petroleum operations - Eni's most significant properties are its petroleum assets; a property is deemed material if it holds at least **10%** of the company's total proved oil & gas reserves and requires significant development capital[669](index=669&type=chunk) [Organizational Structure](index=121&type=section&id=Organizational%20structure) Eni SpA is the parent company of the Eni Group, comprising numerous subsidiaries, associates, joint ventures, and joint operations - As of year-end 2023, the Eni Group comprised **435 subsidiaries** and **144 associates, joint ventures, and joint operations**[670](index=670&type=chunk) [Item 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS](index=122&type=section&id=Item%205.%20OPERATING%20AND%20FINANCIAL%20REVIEW%20AND%20PROSPECTS) This section analyzes Eni's financial performance for 2023, liquidity, and capital resources, alongside management's outlook [Operating Results](index=122&type=section&id=Operating%20results) In 2023, Eni's financial results were impacted by a significant decline in hydrocarbon prices, leading to lower reported operating and net profits Key Consolidated Financial Data (2023 vs 2022) | Metric (€ million) | 2023 | 2022 | | :--- | :--- | :--- | | Sales from operations | 93,717 | 132,512 | | Operating profit (loss) | 8,257 | 17,510 | | Adjusted operating profit | 13,805 | 20,386 | | Net profit (loss) attributable to Eni | 4,771 | 13,887 | | Adjusted net profit | 8,322 | 13,301 | | Net cash provided by operating activities | 15,119 | 17,460 | | Capital expenditures | 9,215 | 8,056 | - The decline in 2023 results was primarily driven by lower hydrocarbon prices, which reduced the E&P segment's operating profit by about **€5 billion** and Group operating cash flow by an estimated **€3 billion**[685](index=685&type=chunk) Adjusted Operating Profit by Segment (2023) | Segment | Adjusted Operating Profit (€ billion) | | :--- | :--- | | Exploration & Production | 9.9 | | Global Gas & LNG Portfolio | 3.2 | | Enilive and Refining | 1.2 | | Chemicals | (0.6) | | Plenitude & Power | 0.7 | - The Group's underlying tax rate for 2023 was approximately **44%**, higher than **39%** in 2022, due to the UK energy profit levy, adverse price effects, and non-deductible exploration expenses[707](index=707&type=chunk) [Liquidity and Capital Resources](index=137&type=section&id=Liquidity%20and%20capital%20resources) Eni's liquidity and capital needs are primarily financed through operating cash flow, divestments, and debt issuance, maintaining a strong financial position Cash Flow Summary (2023) | Metric (€ million) | 2023 | | :--- | :--- | | Net cash provided by operating activities | 15,119 | | Capital expenditures | (9,215) | | Acquisition of investments and businesses | (2,592) | | Disposals | 596 | | Dividends paid & share repurchases | (4,882) | Financial Position (as of Dec 31) | Metric (€ million) | 2023 | 2022 | | :--- | :--- | :--- | | Finance debt (including lease liabilities) | 34,065 | 31,868 | | Net borrowings excluding lease liabilities | 10,899 | 7,026 | | Shareholders' equity | 53,644 | 55,230 | | Leverage (Net borrowings/Equity) | 0.20 | 0.13 | - As of year-end 2023, Eni maintained a total liquidity reserve of approximately **€27 billion**, comprising **€17.8 billion** in cash and marketable securities and **€9.1 billion** in committed borrowing facilities[840](index=840&type=chunk)[857](index=857&type=chunk) - In 2023, capital expenditures were **€9.2 billion**, with the largest portion (**€7.1 billion**) allocated to the Exploration & Production segment for field development and exploration[772](index=772&type=chunk)[791](index=791&type=chunk) [Management's Expectations of Operations](index=143&type=section&id=Management%27s%20expectations%20of%20operations) For the 2024-2027 plan, Eni management anticipates profitable growth and enhanced shareholder returns, assuming a flat Brent price of $80/bbl - For the 2024-2027 plan, hydrocarbon production is forecast to grow at a **3-4% CAGR**, with the share of natural gas in the production mix expected to exceed **60%** by 2030[806](index=806&type=chunk) - Planned capital expenditures for 2024-2027 are approximately **€35 billion**, with around **€23 billion** for E&P, **€5.4 billion** for Plenitude, and **€3.4 billion** for downstream activities[843](index=843&type=chunk) - The shareholder remuneration policy has been enhanced to distribute **30-35% of cash flow from operations** (before working capital) through dividends and share buybacks; for 2024, the annual dividend is planned to increase by **6% to €1.00 per share**, and a new share buyback program of at least **€1.1 billion** will be proposed[850](index=850&type=chunk)[852](index=852&type=chunk)[853](index=853&type=chunk) - Enilive plans to increase biofuel manufacturing capacity to over **3 million tons by 2026** and scale up its vertically integrated agricultural business to supply over **700 Ktonnes of bio-feedstock by 2027**[822](index=822&type=chunk) - Plenitude targets over **8 GW of installed renewable capacity** and **40,000 EV charging points by 2027**[827](index=827&type=chunk) [Item 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES](index=153&type=section&id=Item%206.%20DIRECTORS%2C%20SENIOR%20MANAGEMENT%20AND%20EMPLOYEES) This section details Eni's governance and human capital structure, including its Board of Directors, senior management, and employee numbers - Eni's Board of Directors, appointed in May 2023 for a three-year term, consists of **nine members**, led by Chairman Giuseppe Zafarana and CEO Claudio Descalzi; three of the nine directors were appointed from slates presented by non-controlling shareholders[868](index=868&type=chunk)[869](index=869&type=chunk)[871](index=871&type=chunk) - The Board has established four internal committees to provide advice and recommendations: Control and Risk, Remuneration, Nomination, and Sustainability and Scenarios[954](index=954&type=chunk) - As of December 31, 2023, Eni employed a total of **33,142 people**, an increase of **954** from the previous year, with **21,749** in Italy and **11,393** abroad[1000](index=1000&type=chunk)[1003](index=1003&type=chunk) [Item 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS](index=167&type=section&id=Item%207.%20MAJOR%20SHAREHOLDERS%20AND%20RELATED%20PARTY%20TRANSACTIONS) The Italian Ministry of Economy and Finance is the controlling shareholder of Eni, holding a combined stake of 33.3% Major Shareholders (as of March 25, 2024) | Shareholder | Number of Shares | Percent of Class | | :--- | :--- | :--- | | Ministry of Economy and Finance | 157,552,137 | 4.797% | | Cassa Depositi e Prestiti SpA | 936,179,478 | 28.503% | - The Italian Ministry of Economy and Finance controls Eni through its direct shareholding and its majority stake in Cassa Depositi e Prestiti SpA (CDP)[1007](index=1007&type=chunk) [Item 8. FINANCIAL INFORMATION](index=168&type=section&id=Item%208.%20FINANCIAL%20INFORMATION) This section refers to the detailed Consolidated Financial Statements and reiterates Eni's shareholder remuneration policy - Eni is involved in a number of legal proceedings but, based on current information and existing provisions, does not expect them to have a material adverse effect on its consolidated financial statements[1017](index=1017&type=chunk) - The company plans to increase its annual dividend for fiscal year 2024 to **€1.00 per share**, a **6% increase** from 2023, and will propose a new share buyback program of at least **€1.1 billion**[1022](index=1022&type=chunk)[1023](index=1023&type=chunk) [Item 9. THE OFFER AND THE LISTING](index=169&type=section&id=Item%209.%20THE%20OFFER%20AND%20THE%20LISTING) Eni's ordinary shares are principally traded on the Euronext Milan, with American Depositary Receipts (ADRs) listed on the NYSE - Eni's primary listing is on the Euronext Milan (EXM), and its American Depositary Receipts (ADRs) are listed on the NYSE, with each ADR representing **two ordinary shares**[1025](index=1025&type=chunk) - As of March 25, 2024, ADRs represented approximately **1.45%** of Eni's total outstanding share capital[1027](index=1027&type=chunk) [Item 10. ADDITIONAL INFORMATION](index=171&type=section&id=Item%2010.%20ADDITIONAL%20INFORMATION) This section provides supplementary corporate information, including company objects, share capital structure, and tax implications for shareholders - Eni's By-laws stipulate that no single shareholder may hold more than **3%** of the company's share capital, a rule from which the Italian Ministry of Economy and Finance and its controlled entities are exempt[1068](index=1068&type=chunk) - The Italian State holds 'Golden Power' under Decree Law No. 21/2012, allowing it to veto or impose conditions on transactions involving strategic assets in the energy sector to protect public interest and national security[1070](index=1070&type=chunk)[1072](index=1072&type=chunk) - Dividends paid to non-Italian residents are subject to a **26% substitute tax**, which may be reduced under applicable tax treaties; under the Italy-U.S. Tax Treaty, the rate for qualifying U.S. residents is typically reduced to **15%**[1111](index=1111&type=chunk)[1116](index=1116&type=chunk) - A Financial Transactions Tax of **0.10%** applies to the transfer of Eni ADRs negotiated on regulated markets like the NYSE[1126](index=1126&type=chunk) [Item 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=184&type=section&id=Item%2011.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) Eni's financial performance is significantly exposed to market risks, primarily from fluctuations in commodity prices, currency exchange rates, and interest rates - Eni's financial performance is most sensitive to **crude oil prices** and the **EUR/USD exchange rate**; an appreciation of the U.S. dollar versus the euro generally has a positive impact on results[1141](index=1141&type=chunk)[1142](index=1142&type=chunk) - The company does not generally hedge its strategic exposure to volatile hydrocarbon prices in its oil & gas production activities[863](index=863&type=chunk) - Market risks are managed centrally through Eni's finance departments and specialized trading units (Eni Trade & Biofuels, Eni Global Energy Markets) using derivative instruments within a framework of defined risk limits (VaR, stop-loss)[1144](index=1144&type=chunk) [Item 12D. American Depositary Shares](index=186&type=section&id=Item%2012D.%20American%20Depositary%20Shares) Eni's securities trade in the U.S. as American Depositary Shares (ADSs), evidenced by American Depositary Receipts (ADRs), on the NYSE - Each Eni American Depositary Receipt (ADR) represents **two ordinary shares** and is listed on the New York Stock Exchange (NYSE)[1154](index=1154&type=chunk) - ADR holders are subject to fees for services like issuance or cancellation (up to **$5.00 per 100 ADSs**) and cash distributions (up to **$5.00 per 100 ADSs**)[1158](index=1158&type=chunk) - For the year 2023, the Depositary, Citibank N.A., reimbursed Eni approximately **$2.55 million** for expenses related to the ADR program[1160](index=1160&type=chunk) PART II [Item 15. CONTROLS AND PROCEDURES](index=188&type=section&id=Item%2015.%20CONTROLS%20AND%20PROCEDURES) Eni's management concluded that its disclosure controls and internal control over financial reporting were effective as of December 31, 2023 - Management, including the CEO, concluded that the company's disclosure controls and procedures were effective as of the end of the fiscal year[1167](index=1167&type=chunk) - Based on the COSO 2013 framework, management concluded that its internal control over financial reporting was effective as of December 31, 2023[1171](index=1171&type=chunk) - The 2023 assessment of internal controls excluded **31 entities** acquired during the year, which accounted for about **2% of total consolidated assets**[1169](index=1169&type=chunk) [Item 16. [RESERVED]](index=189&type=section&id=Item%2016.%20%5BRESERVED%5D) This section covers various governance and compliance topics, including audit committee expertise, code of ethics, accountant fees, and cybersecurity [Item 16A. Board of Statutory Auditors financial expert](index=189&type=section&id=Item%2016A.%20Board%20of%20Statutory%20Auditors%20financial%20expert) Eni's Board of Statutory Auditors has determined that all five of its members qualify as 'audit committee financial experts' and are independent - All **five members** of Eni's Board of Statutory Auditors are considered 'audit committee financial experts' and are independent[1174](index=1174&type=chunk) [Item 16B. Code of Ethics](index=189&type=section&id=Item%2016B.%20Code%20of%20Ethics) Eni has a comprehensive Code of Ethics that applies to all employees, officers, directors, and statutory auditors, promoting ethical conduct and compliance - Eni has adopted a Code of Ethics that applies to all personnel, including executive officers and directors, to promote honest conduct and compliance with laws and regulations[1175](index=1175&type=chunk)[1176](index=1176&type=chunk) [Item 16C. Principal accountant fees and services](index=189&type=section&id=Item%2016C.%20Principal%20accountant%20fees%20and%20services) PricewaterhouseCoopers SpA served as Eni's principal independent registered public accounting firm for 2023, with total fees of €29.56 million Principal Accountant Fees (€ thousand) | Fee Type | 2023 | 2022 | | :--- | :--- | :--- | | Audit fees | 26,562 | 24,355 | | Audit-related fees | 3,000 | 2,834 | | Tax fees | - | 11 | | All other fees | - | - | | **Total** | **29,562** | **27,200** | [Item 16E. Purchases of equity securities by the issuer and affiliated purchasers](index=190&type=section&id=Item%2016E.%20Purchases%20of%20equity%20securities%20by%20the%20issuer%20and%20affiliated%20purchasers) Eni completed its 2023 share buyback program, repurchasing 153.45 million shares for a total cost of €2.2 billion - Eni completed its 2023 share buyback program on March 5, 2024, having purchased **153.45 million shares** for a total of **€2.2 billion**[1186](index=1186&type=chunk)[1188](index=1188&type=chunk) [Item 16G. Significant differences in Corporate Governance practices as per Section 303A.11 of the New York Stock Exchange Listed Company Manual](index=191&type=section&id=Item%2016G.%20Significant%20differences%20in%20Corporate%20Governance%20practices%20as%20per%20Section%20303A.11%20of%20the%20New%20York%20Stock%20Exchange%20Listed%20Company%20Manual) Eni's corporate governance, based on the traditional Italian model, differs significantly from NYSE standards for U.S. domestic companies - Eni uses a two-tier governance model with a Board of Directors for management and a separate Board of Statutory Auditors for supervision, unlike the single-tier board model common in the U.S[1189](index=1189&type=chunk) - Director independence criteria under Italian law and the Italian Corporate Governance Code differ from NYSE standards; Eni's Board assesses independence based on these Italian standards[1192](index=1192&type=chunk)[1193](index=1193&type=chunk) - Eni has designated its Board of Statutory Auditors to perform the functions of an Audit Committee as required by the Sarbanes-Oxley Act, utilizing an exemption available to foreign private issuers[1198](index=1198&type=chunk) [Item 16K. Cybersecurity](index=194&type=section&id=Item%2016K.%20Cybersecurity) Eni acknowledges its high vulnerability to cybersecurity risks and has implemented a comprehensive program integrated into its overall internal control system - Eni's cybersecurity risk management is integrated into its overall internal control system, with oversight from the Board of Directors and the Internal Control Committee[1217](index=1217&type=chunk)[1226](index=1226&type=chunk) - The company has implemented a multi-layered cybersecurity program that includes prevention and detection capabilities, an incident response plan, and annual employee awareness training[1215](index=1215&type=chunk) - Key cybersecurity risks that could materially affect the company include disruptions to industrial processes, interruptions in financial IT systems, and breaches of retail customer data[1218](index=1218&type=chunk) - As of the date of the report, Eni has not identified any cybersecurity threats that are reasonably likely to materially affect its business, operations, or financial condition[1237](index=1237&type=chunk) PART III [Item 18. FINANCIAL STATEMENTS](index=198&type=section&id=Item%2018.%20FINANCIAL%20STATEMENTS) This section contains Eni's audited Consolidated Financial Statements for 2023, 2022, and 2021, prepared in accordance with IFRS - The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the IASB[1284](index=1284&type=chunk) - The preparation of the statements requires significant management estimates and judgments, particularly concerning oil and gas reserves, asset impairment, decommissioning liabilities, and environmental liabilities, with considerations for climate-related risks[1287](index=1287&type=chunk)[1288](index=1288&type=chunk) [Item 19. EXHIBITS](index=199&type=section&id=Item%2019.%20EXHIBITS) This section lists all the exhibits filed as part of the Form 20-F report, including corporate documents and certifications - The report includes key corporate documents as exhibits, such as the company's By-laws and Code of Ethics[1240](index=1240&type=chunk) - Certifications pursuant to the Securities Exchange Act and reports from independent reserve auditors (Ryder Scott, Sproule, DeGolyer and MacNaughton) are filed as exhibits[1240](index=1240&type=chunk)

Eni SpA (E) , a leading global energy company, has reaffirmed its dedication to low-carbon energy research by extending its membership in the MIT Energy Initiative (“MITEI”) until the end of 2027. This four-year agreement, revealed last week, underscores Eni's commitment to technological innovation that is crucial for achieving net-zero emissions.Eni's collaboration with MITEI is expected to prioritize the development of low and zero-carbon solutions, targeting key challenges across the energy value chain. ...

Eni SPA (E) received a significant boost in its decarbonization efforts in the United Kingdom, with the government granting a Development Consent Order (“DCO”) for the HyNet North West carbon dioxide (CO2) pipeline.The decision enables Eni to proceed with constructing, operating, and maintaining a crucial infrastructure aimed at transporting CO2 from various capture plants to safe storage locations.The HyNet North West project is a groundbreaking initiative, marking the first Anglo-Welsh cross-border applic ...

Eni SpA (E) unveiled a comprehensive capital market update, outlining its strategic plans for the period 2024-2027, on Thursday. Let's delve into the details of Eni's ambitious initiatives.Shareholder Rewards and Distribution PolicyEni intends to initiate a share buyback program amounting to approximately euro 1.1 billion (approximately $1.2 billion) and increase its dividend to euro 1 per share for the current fiscal year. This move accompanies an expansion of its shareholder distribution policy to 30-35% ...

Eni S.p.A (E) , the Italian energy giant, has made a significant hydrocarbon discovery in Block CI-205, off the coast of Côte d’Ivoire. In a meeting held in Abidjan, the President of the country, Alassane Ouattara, and Eni’s CEO, Claudio Descalzi, discussed the company’s activities in the country along with the success of the exploratory well Murene 1X on the discovery, named Calao. The meeting was also attended by Côte d’Ivoire’s prime minister, Robert Beugré Mambé, and the minister of Mines, Petroleum and ...