Ascopiave Aktie

Good afternoon. This is Chorus Call. Welcome to the financial results presentation of the financial results as of 31st December 2025. [Operator Instructions] And now the Chairman and Chief Executive Officer, Dr. Nicola Cecconato, is going to give his address.

Thank you. Welcome. I'll give you the consolidated results as of 31st December 2025 and the comparison with consolidated results as of 31st December 2024. The slide illustrates on Page 2, the group's corporate structure as of 31st December 2025. During 2025, the group completed a number of significant extraordinary transactions that changed the scope of its consolidated assets and equity investments held. On 9 May, 2025, Ascopiave acquired 9.8% of the share capital of Ascopiave becoming the sole shareholder.

In December 2024, Ascopiave exercised put option on 25% of the share capital of Estenergy and the transfer of the shares took place on June 24, 2025. On July 2025, the transaction for the acquisition from the A2A Group of 100% of AP Reti Gas North S.r.l., a newly formed company, and the transfer of certain business units previously owned by Unareti S.p.A. and LD Reti S.r.l. became effective. The company is active in the gas distribution business in the provinces of Bergamo, Brescia, Cremona, Lodi, and Pavia. On October 2025, Ascopiave S.p.A. transferred to Hera S.p.A. 3% stake its held in Hera Comm S.p.A.

On 22 November, 2025, the transaction for the acquisition from Sime Partecipazioni S.p.A. of 100% of the share capital of Societa Impianti Metano S.r.l. [indiscernible]. Active in the gas distribution business in 40 towns in Lombardy, Emilia-Romagna, Piedmont became effective. Changes in the consolidation perimeter and transfer of shareholdings. It should be noted that the company, AP RETI GAS has been consolidated on the 1st July 2025 and the consolidated economic results in 2025 refer to the second half of the year. On 24 June, 2025, the 25% stake in Estenergy was sold.

In the financial year 2024, the company's results were consolidated using the equity method until 30 September, 2024, the date of the earliest accounting close prior to the exercise of the put option on the shareholding. In the income statement as at 31st December 2025, dividends received from the company were recognized as financial income and the gain from the sale of equity investments was recognized as well.

On October 2025, the 3% stake in Hera Comm was sold. Consolidated income statement for the year 2025. In the 2025 financial year, the group realized revenues of EUR 244.3 million, achieving EBITDA of EUR 154.4 million and EBIT of EUR 92 million. The net balance of financial income and expenses was positive at EUR 11.3 million, an improvement of EUR 21.5 million compared to 2024.

This change is mainly explained by higher dividends paid by investee companies in particular by the dividend amounting to EUR 22 million distributed by Estenergy S.p.A. prior to the sale of shares. The portion of the result of companies consolidated using the equity method is negative and equal to minus EUR 0.3 million and refers to the results achieved by the subsidiary, Cogeide S.p.A. in the year 2024 net of the write-down made to adjust the investment to its recoverable value.

Compared to the previous year, the item shows a negative change of EUR 8.2 million in the 2024 income statement [indiscernible] realized by Estenergy Group with the recognized for the group share until 30 September, 2024. While there was no recognition in the 2025 financial year. Consolidated balance sheet as of 31 December, 2025 as compared to December 2024, the group has invested capital of EUR 1.247 billion invested in capital stock.

EUR 184.2 million in tangible fixed assets, EUR 1.017 billion intangible assets, EUR 66.5 million from the value minority interest has [indiscernible] EUR 22.3 million. [indiscernible] EUR 26.5 million from other fixed assets. Then there was negative balance of working capital items and provisions EUR 87.8 million.

The intangible fixed assets shown under asset equal EUR 1.317 billion, mainly consists of gas distribution networks and plants owned by the group, EUR 1.175.8 billion, of which EUR 247.8 million is attributable to AP Reti Gas North S.r.l. [indiscernible] Group and goodwill recognized following business combination. Property, plant and equipment consisting of real estate and the value of renewable energy productive plants.

It should be noted that during the fourth quarter of the 2024 financial year, Ascopiave S.p.A. exercised the put option in the remaining shares of the associate Estenergy S.p.A. and consequently from the 1 October, 2024, the revenue of equity investments recognized as of 31 September, 2024 was reclassified [indiscernible]. The sales was completed on 24 June, 2025.

Shareholders' equity as of 31 December, 2025 amounted to EUR 912.4 million, an increase of EUR 64.6 million compared to 31 December, 2024. The net financial position was EUR 614.2 million, an increase of EUR 226.6 million compared to the end of 2024. The debt-equity ratio is 0.67.

Operating data, gas and renewable energies distribution, as of 31 December, 2025, the group's distribution company has managed approximately 1.468 billion users, an increase 68% compared to 31 December, 2024 of which approximately 599,000 related to the company AP Reti Gas North [indiscernible] during 2025.

In 2025 financial [indiscernible] AP Reti Gas North into the scope of consolidation as of 1 July, 2025, we distributed 19 million cubic meters in the second half of 2025. The group has 29 hydro power, wind power plants with an installed capacity of 84.1 megawatts. In the 2025 financial year, electricity production amounted to 187.3 gigawatts, a decrease of 30.3 gigawatts, minus 14% compared to the same period of the previous financial year, the latter being characterized by significant rainfall.

Evolution of distribution, veritable [indiscernible] revenues and current revenues. Revenues EUR 244.3 million recording an increase of EUR 39.4 million determined by enlargement of the consolidation perimeter by EUR 48.9 million, increased of EUR 10.9 million in gas distribution tariff revenues, the decrease of EUR 5.5 million in revenues from the sale of electricity generated from renewable sources, the decrease of EUR 11.7 million in revenues from energy efficient certificate. The decrease in other revenues of EUR 3.2 million.

Gas distribution tariff revenues amounted to EUR 189.8 million and further increase of EUR 50.3 million compared to the previous year. [indiscernible] EUR 39.5 million with expansion of the consolidation perimeter on a like-for-like basis and EUR 10.9 million of which 8.6 million due to the revision of 2020-2024 tariff operating costs envisaged by ARERA Resolution 87/2025. Revenues from the products of energy from renewable sources amounted to EUR 22.6 million, decreased by EUR 5.5 million. Decrease is mainly explained by the lower volume of energy produced.

Operating profit, other operating expenses. Operating income amounted to EUR 92 million, showed an increase of EUR 40.3 million due to the enlargement of the scope of consolidation, EUR 13.9 million; increase of EUR 10.9 million in gas distribution tariff revenues, decrease in revenue from the sale of electricity generated from renewable sources, EUR 5.5 million. The decrease in amortization and depreciation, EUR 0.2 million, capital gains of EUR 26.4 million related to the sale of 25% stake in Estenergy, an increase in net operating expenses of EUR 5.5 million.

Net operating expenses EUR 84.6 million increased by EUR 20.5 million due to the change in falling revenue and cost items. Enlargement of the scope of consolidation EUR 15 million. Low concession fees two towns, EUR 1.4 million. Higher personnel costs, EUR 1.7 million; higher consulting costs, EUR 3.8 million, of which total EUR 2 million related to the acquisition of AP Reti Gas North. Low compensation to directors and statutory auditors, EUR 0.4 million. Lower gas meter reading costs, EUR 0.5 million. Higher non-recurring cist EUR 2.1 million. Other changes with a negative impact, EUR 0.2 million.

Number of Employes and personnel cost. As of 31 December, 2025, the group had 733 employees on the payroll, an increase of 238 compared to 31 December, 2024. This increase is mainly explained by the consolidation of AP Reti Gas North, which have 230 employees as of 31 December, 2025 and AP Reti Gas Next Grids with 17 employees.

The overall EUR 23.9 personnel cost increased by EUR 5.8 million driven by enlargement of consolidation perimeter of EUR 4.1 million, EUR 0.4 million increase in capitalized labor cost, EUR 2.1 million increase in current personnel cost mainly due to higher cost of incentive plans and ordinary salary increases during March, the contractual increases provided by national labor contracts and in part individual recognition.

Captain Expenditures. Investments in tangible and intangible assets realized during the year amounted to EUR 93.7 million increased by EUR 12.6 million. Investments made by the company in AP Reti Gas North consolidated 1 July, 2025 amount to EUR 4.3 million. Most of the technical investments on the like-for-like basis related to the [indiscernible] and modernization of gas distribution network and plants amounted to EUR 41.9 million, of which EUR 16.3 million in connections, EUR 22.5 million in network expansions [indiscernible] and EUR 2.1 million in reduction plans.

Investments in metering equipment amounted to EUR 11.9 million. Investment in the renewable energy sector amounted to EUR 21.1 million, mainly related to costs incurred for the maintenance and expansion of hydroelectric plant EUR 3.5 million, for the construction of photovoltaic plants EUR 7.2 million, and for the construction of other green energy plant EUR 10 million. Other investments amounted to EUR 6.5 million, related investments in land and buildings EUR 2.3 million; hardware and software EUR 2.7 million; company vehicles, EUR 0.9 million; and infrastructure, EUR 0.5 million.

Net financial position and cash flow. The net financial position, effective 31 December, 2025 EUR 614.2 million, an increase of EUR 226 million compared to 31 December, 2024. During the year, cash flow generated financial resources of EUR 97.9 million. Net investment in tangible and intangible assets resulted in cash outflows of EUR 93.8 million. Net working capital management generated resources of EUR 9.5 million. The group collected dividends of EUR 27.4 million from subsidiaries, not consolidated on a line-by-line basis.

Shareholders' equity resulted in cash outflows of EUR 32.5 million and the distribution of dividends to shareholders. Acquisition of [indiscernible] resulted in cash outflows of EUR 518.2 million of which EUR 456.8 million for the acquisition of the AP Reti Gas North and EUR 46 million for AP Reti Gas Next Grids. The sale of equity investment generated [indiscernible] of which EUR 204.1 million from the sale of equity investments in Estenergy and EUR 54.8 million from the sale Hera Comm.

The purchase of equity investments resulted in cash outflows of EUR 472.2 million. The realization of equity investments generated resources of EUR 234.1 million. Financial debt as of 31 December, 2025 amounted to EUR 577.1 million [indiscernible] 49% variable rate and the weighted average cost of debt in the year 3.11%.

Before [indiscernible] the Board of Directors of Ascopiave in consideration of the results of the year and the solidity of the group's equity and financial structure will propose at the Shareholders' Meeting, the distribution of a dividend of EUR 0.16 per share, for a total of EUR 34.6 million, an amount calculated on the basis of the shares in circulation and the closing date of the financial year. If approved at the shareholders' Meeting, the dividend will be paid in May 2026 with ex-dividend date on 08 May 2026.

I have finished the presentation, now the Q&A session is going to start. Thank you.

[Operator Instructions] First question from Alessandro Di Vito, Mediobanca.

The first question is relating to the field. Other operators in the field have forecasted an acceleration of optimistic forecast for the year. Do you take part in any tender in the year? The second question is about the increase in revenues due to the positive optimistic forecast. The third and last question if can you give us some guidance on the trends that you expect for 2026.

I'm going to answer some of your questions. [indiscernible] answers to questions will be more specific. On the gas tenders, sure, we also have received, from the contracting stations we have received news that there could be gas tenders during the year. The premises are good. So what you say, what you have read is indeed true as in the past, it has been blocked, but the gas tenders, there will be this year, tenders have already been published.

So since we are interested in taking part in some of the tenders, we cannot give you all the information, it is confidential. In the industrial plans, we have already stated that Ascopiave would take part in some of the tenders. We have indicated in [indiscernible] the plan as to what our policy is going to be in 2026.

So once the tenders are officially published, then you will know as well the [indiscernible] and what our policies will be, what evaluations will be. For example, in the strategic plan, we have already stated what our policies will be in 2027-2028. So you know more or less are the perimeter of our [indiscernible]. We are ready to take part if they are officially opened.

And if there are growth drivers that [indiscernible] the opportunities, relating to the impact on [indiscernible] I'm going to give you a very quick evaluation. [indiscernible] based on the results, the amount we expect to pay between EUR 1.6 million - EUR 1.8 million. Relating to the prospect 2026, we will publish -- we will give some guidance. We will give you some guidance, some tangible guidance, but for that, we need the official publication of tenders.

So already in our press release, we have given -- in our strategic planned press release, we have already issued the policies of what our policy will be and the framework within which we will operate. So since we have acquired some new assets, so we also have to take that into consideration. So next year, there could be an increase surely in our turnover, in our revenues. Some of our assets that we have acquired from [indiscernible] will be perfected.

We are going to work on it to enhance the performance of these assets. Obviously, we have also to consider what antitrust dictates to us. But what we need to do, our goal is only to increase our performance in the gas sector. That's for sure.

This is one of the goals of the year 2026 that we have set for ourselves. Once we have - we will be [indiscernible] so the result of 2026 can surely be an improvement of what we have achieved, what we have accomplished in the year 2025. So EUR 8.6 million is the tariff balance that we have achieved, that we have also managed to get from Estenergy.

And -- so the dividends have to be taken into considerations. The dividends have been extremely generous this year as you must have seen from EUR 22 million of dividends as you have seen from our press release. So these components [indiscernible] to be taken into consideration. So anyway, whatever we do, we do it bearing in mind the stability of the regulatory framework. This is the forecast, these are the numbers that we can provide you in order that you can make your own guess on our 2026 performance.

[Operator Instructions] The next question is a follow-up from Alessandro Di Vito, Mediobanca.

An additional question from me. So what do you expect for the year 2027 if France is excluded from the RAB basis?

We haven't made any simulation on this. There is a trend that tax rates are going to increase. So sincerely, we cannot give you any tangible guidance on this. But there is no constant figure that we can give you. There will surely be consequences from the cost level, dividend. Anyway, the regulatory framework is still standing. So we just hope there will be no adverse effect. So I hope [indiscernible] is going to take into consideration that there is a new situation that has emerged. But as of today, we don't know and we haven't made any simulation.

[Operator Instructions] Ladies and gentlemen, there are no further questions. So thank you very much for your participation and see you at the next call. Thanks a lot. This is a Chorus Call. The conference is over. Thank you. You can disconnect your phone.

[Interpreted] [Audio Gap] sustainbility combining with the interest of our main stakeholders and leveraging the group's current positioning and the enhancement of its resources and skills. In the plan, economic financial objectives integrated social, environmental and governance objectives in order to pursue sustainable success. Strategic pillars. The company's strategy is based on 4 fundamental pillars: growth in the core business with gas distribution, renewable energy, sectors in energy efficiency, economic and operational innovation, strategic guidelines that we intend to follow are closely connected and mutually reinforce each other by supporting overall corporate development with a view to sustainability. The integration of an economic financial nature and explicit objectives for social nature for which the group identified sustainable development objectives as the basic element of development growth.

And we could establish more detail the strategy and its impact on the economic data, I will make a few brief remarks on the group's current activities. group structure is a result of strategic repositioning that began in 2029, which involved a gradual exit from the gas and energy sector gas distribution [indiscernible] 2025 with definitive transfer to the Hera Group of the minority interest held in the company and Hera Comm. This transaction possible to obtain the resources needed to finance the acquisition of a set of gas distribution concessions from the A2A Group, which allowed Ascopiave become the second national operator and consolidate its presence in Lombardy.

Ascopiave Group portfolio of assets characterized by low risk profile. At the end of 2025, the invested capital over $1.5 billion, of which about 85% is employed in the regulated gas distribution sector. Ascopiave is a key player of the sector consolidation of the gas distribution sector and has reached a size and positioning capable of fostering further growth in this business. Thanks intense M&A activity conducted over the years to the group about 1,500 users over 2,000 kilometers of the second largest operator nationwide in the sector [indiscernible] significant presence in Lombardy EUR 1.410 billion. In the 2-year period 2021, 2022, Ascopiave entered the renewable energy sector through a number of businesses, acquisitions and by establishing partnerships for the development of new generation plants. [indiscernible] completed the construction of the wind farm in Calabria. Today, the group operates an 84-megawatt generation plant consisting of 27 hydroelectric plants located in Veneto, Lombardy, [indiscernible] and 2 wind farms in Southern Italy. The group is also the construction of new projects with photovoltaic technology in Veneto and will soon come into production.

Having concluded the description of the group activities, I will now make a few comments on the context and trends in the sectors relevant to the group's business, which are a fundamental prerequisite for the proposed strategy. clear evolution of the energy market depends on technological transformation and on the political both at national and European level in favor of a transition to an economic competitive resilient and compatible energy system.

Two fundamental indications there emerge from the analysis carried out.

The first is that the gas sector will be able to play an important role in the energy transition, providing that infrastructure evolved technologically to process and transport green gas and achieve towards integration with renewables, which are nonprogrammable energy sources.

The second is that renewable energy are an important factor in decarbonization and therefore, a significant development of installed renewable power is expected in the coming years. In this year, the transition of energy transition, gas a key source for achieving a sustainable energy goal also through potential integration with renewable energy resources.

Despite the fact that progressive reduction in natural gas consumption and growth in electricity consumption is expected, [indiscernible] the so-called gas [indiscernible] green gas with existing infrastructure and increasing integration with the renewable energy system through the storage of nonprogrammable renewable energy and power to gas to processes presents key drivers for the growth of the sector and the necessary response to the risk of shrinking gas consumption and reducing the use of existing infrastructure. In the medium to long term, biomethane and hydrogen will represent the main alternatives to natural gas.

In particular, they will account for about 34% of gas demand by 2040. Green gases in addition to contributing to decarbonization can enable other significant benefits such as greater energy, avail of production serves, storage and transport through existing transport networks, the end users, transport industrial use, power generation, et cetera, integration with electricity grid, for example, power to gas to power. [indiscernible] will have to be adapted to allow the injection and withdraw tax of gas, which in the near future and integration with electricity will play the same role played today by natural gas with the same end users. Infrastructure adjustments to the current network will therefore be necessary to facilitate the penetration of gas and support the decarbonization of the energy system. [indiscernible] The specific context of the action plan outlined for the coming years. The group's positioning and expertise in natural gas distribution provide a solid foundation to support of the scope of activities managed.

Consolidation process in the sector growth op has been able to and will be able to exploit in the future, thanks to [indiscernible] economic management efficiency and its financial strength. The growth will be achieved in various ways through acquisition of companies or branches of companies already operating in the sector, the winning of tenders for the award of scope concessions, the establishment of partnerships and participation in scope to seize new M&A opportunities.

In 2025, the group significant [indiscernible] which enabled it to increase its user base by over 60%. Thanks to Ascopiave's significant strength presence [indiscernible] in the 1/3 of the region and 17% of the Lombardy -- another growth driver is participation in tenders [indiscernible] identified a number of ATM tenders which intends to participate also defining the level of priority and interest. [indiscernible] and the volume of calls for tenders.

[indiscernible] that the time required to avoid the services may be rather long also due to the legal disputes that generally accompany the decision intends to pursue growth in the sector through the establishment of partnership companies tend to take advantage of new opportunities in the M&A field operation includes financial and operational risk through the results of a broader portfolio of concessions.

Given the complexity and uncertainty of the underlying valuation, it provides a preliminary estimate of the possible economic and financial impact on options, providing separate evidence thereof. [indiscernible] development and maintenance work on the newly acquired net, as a further driver of growth, the plan that the group will be awarded a number of concessions identified among those of interest and the assessment of the progress of the tender process and evolution amount a total of EUR 207 million, partly for the payment of the redemption value of the investment plan. These investments are estimated to generate incremental EBITDA of EUR 18 million by 2029.

[Audio Gap]

In a favorable market context, a portfolio of dining to further expand the capacity of the man for the construction of new plants. Economic and financial projections include the completion of ongoing projects for the construction of [indiscernible] with a nominal capacity of 7 megawatts and the construction of a plant for the production and distribution of green hydrogen. The residual investment envisaged in the plan for the completion of the initial of EUR 33 million should generate an incremental EBITDA of EUR 4 million.

It should be noted in any case that the hydrogen production is expected to be fully operational by 2022, beyond the forecast horizon of the planned draw policies, which intend to continue along the path undertaken in recent years, which has led to excellent results. In this sense, the company's policies and practices to the purpose will be confirmed and strengthened the continuous monitoring of process efficiency through the use of systems and dedicated organizational resources, personnel remuneration system.

Efficiency management measures will be based on digital innovative technological solutions, internal process control, staff training, care management of with external suppliers, with the ultimate aim of maintaining a lean and flexible cost structure.

[indiscernible] has achieved results on the management of efficiency front, implementing organizational technological solutions functional both improving the quality and reliability of the service and to contain costs. [indiscernible] was launched, which involved all the companies of the group. This process involves the renewal of systems and procedures, the rational of logistical and operational locations [indiscernible] offer services. This has enabled optimization of development, making it possible to internalize many activities contracted out to third parties and therefore, reduce management costs and increase the commitment of internal resources to invest...

As a result, operation costs in 2025 reduced by [Audio Gap] economy digital, and processes. significant commitment initiatives also involve the introduction of management methods with certain innovative content is envisaged in the plan.

Lastly, it should be emphasized that Ascopiave has experience in the integration of [Audio Gap] completed several M&A transactions in recent years, leveraging this experience to further improve the group's economic efficiency standard [Audio Gap] also thanks to the procedures consolidated at the group level has been performed to define an organic program of intervention aimed at guarantee continuity of service and in general, improving management efficiency.

With this in mind, the organizational structure was optimized, integrating the workforce of the business units present in the area and internal activities [indiscernible] less import pillar of the company's strategy. Innovation management is a future activity for company targeting both short and medium-term objectives. In the short and medium term, Innovative makes it possible to improve the levels of economic efficiency and quality of the services provided, which is dispensable to achieving satisfactory company profitability and maintaining an adequate competitive capacity towards the other operators in the sector, also in view of the competitive compensation intended for the awarding of concessions.

In the long-term perspective, technological and business model innovation is fundamental to responding positively and in an economically sustainable manner to the transformation introduced by both European and national environmental and energy policies. [indiscernible] plans to increase management of efficiency through further digital processes for which in the and single [Audio Gap] virtual reality to support operators the [Audio Gap] the economic impact the [indiscernible] significant part of ongoing practically feasible and on which there is a high degree of visibility additional development related to the future of interest located [indiscernible] which concerns the timing of the startup of tenders and the actual outcome of the full year 2022, the group expects to make a significant volume of investments totaling EUR 675 million.

Investment in the distribution sector amounted to EUR 67 million over the plan period, of which EUR 46 million is due to growth and EUR 1 million in the current scope.

[Technical difficulty]

Compared to 31 December 2025 financial [indiscernible] EUR 751 million distributed to the main stakeholders part of the added value over the plan period to the benefit of share and due to reduce exposure to interest rate changes and controlling refinancing financial ratio stands at [indiscernible] EUR 7 million [indiscernible] allow us to indicate over the next few years, the distribution of a dividend per share increasing from EUR 0.16 per share to EUR 0.9 [indiscernible] stable cash flow and economic returns renewable energy and green hydrogen [indiscernible] the plan and now we can start the Q&A session.

[Interpreted] [Operator Instructions] The first question is from – [indiscernible]

[Interpreted] [indiscernible] can you give us some extra details about the plan in Ascopiave on the M&A contributions relating to the assets... Especially relating to the Italgas operation.

Can you give us some more information related to Italgas, which you may be in possession of? What are the elements you have already envisaged as M&A? [Audio Gap]

What market references, what is the market information that you are in possession of –

[Interpreted]The strategic plan gives us a detailed list of the investments, especially on the renewables.

[Interpreted] So can we consider the renewable sources as your -- as the core business of Ascopiave over the next full years?

The last question of a financial nature. Can you tell us how you're going to finance the debt? And what about you have doubled the financial expenditure. How are you going to manage that?

[indiscernible] [Audio Gap]

[Interpreted] So we have taken... [indiscernible]

Renewables is not our focus. I want to make this clear. It's ancillary activity compared to all the rest. It gives a valid contribution of the overall results of our company.

This could be a disposal moment in which there is an interest on our part to invest in the distribution of gas. So there could be some decommissioning of some activities.

We want to be very clear and transparent on this. [Audio Gap]

Relating to the efficiency, there's no doubt we have some objectives which does not necessarily mean they are going to reflect on the improvement of margin. [Audio Gap]

I mean if we include the improvement of costs in every plan, we will have to adjust -- keep on adjusting the cost.

But what we do is to have a long-term view over the [ 4-year ] period up to 2029. [Audio Gap] Especially, for example, [indiscernible] has reduced the price [indiscernible] indicate the efficiency, but we don't want to be too aggressive in our forecast.

So up to '29, there will be a reduction of cost -- there will be a reduction of a couple of million euro there will be also another reduction of cost of EUR 7 million if you consider the overall efficiency measures that we are taking.

Even though we have been taking a very, very conservative -- we have been very, very conservative in our estimates for the future.

Even though we always keep on improving our efficiency benchmarks compared to the year 2017, we keep on working.

We don't have too many aggressive -- we haven't taken aggressive measures or overly optimistic measures or catalyst measures.

We have been very, very prudent related to M&A operations [Audio Gap] The plan does not envisage -- we have been very, very transparent in representing our data, our consolidated data also in our EBITDA figures.

We have market references. [Audio Gap] But we take them into consideration, but then we add an element of prudence.

But as you can see, if you can really study our plan, you will see that it can really yield some excellent results.

So we have been very, very prudent in our estimates, even in our positive estimates, even though we are sure that we will be doing better. The EBITDA multiples will be around 10. But these are not absolute figures.

We make an in-depth analysis. We don't use the [indiscernible] so we try to the integration of values, all the numbers that we have a look at all the numbers at all the figures. We take a global view of every table we analyze -- what we do -- we don't have any other acquisitions in view as we have written in our plan.

On ATM tenders, we need to underline there are uncertainties -- all the tenders are for Northern Italy... We have taken a lot of elements into consideration even when we take part in the tenders, we will not be overly prudent. No careless predictions have been made -- even though we are keeping our targets confidential. There are tenders that have been published.

We are examining them and evaluating with a great deal of attention if they are worth taking part in -- each time there is a tender, each time the tenders are signed, there are claims, there are [indiscernible], there are [indiscernible]. So also in this case, we need to be very, very, very prudent in order not to take part in tenders that are subject to claims and counter [indiscernible] renewables, we have already stated we have already spoken refinancing we have already spoken. Dr. Paggiaro will mention it.

Regarding financing, we have considered the debt has passed from EUR 600 million to EUR 900 million. We based on the amortization plans with an interest rate quite low relating to the future. We looked at the future interest rates that could be applied. And we also took into consideration the interest rate of the future. So which gives us about EUR 30 million. Our simulation is based on a series of financial instruments that we have been using so far.

[Interpreted] Next question, [indiscernible] from Mediobanca.

[Interpreted] My first question is a follow-up on tenders. I would like to know do you have any signals of acceleration on tenders? And what is your outlook on [indiscernible] if you expect tenders to be awarded -- expect tenders to be awarded soon? Or do you think it will take a lot of time? The second question is about the return on investment. We have some months at disposal to have a more precise view. What do you think about -- do you have any immediate forecasts to be made?

[Interpreted]-- relating to the tenders... We don't think there are going to be several tenders this year. We don't see any acceleration. Many tenders have been announced very, very small tenders, nothing exceptional as far as numbers are concerned. This is something positive. Surely, the aim is to improve the services, especially for the end user.

There are difficulties organizationally, which makes the tender, the participation itself in the tender very difficult. In principle, something is moving. And let's say it is -- we have contemplated it in the strategic plan.

Other things are substantially stuck, let's say. The regulatory tax is 5.9%. We have included it in the plan to see if we can have some savings if we can have a return on investment of 7.6%. We think this will be -- this will depend mostly on the efficiency that operator can achieve.

[Interpreted] Next question from [indiscernible].

[Interpreted] My question refers to financial structure consistent with the profile of the assets relating to total number of assets. You have spoken of additional deleveraging developed by the plan. I would like to know what is your maximum target in case you have an opportunity to perform an acquisition? In addition, there is obviously. What is your maximum cash out target in addition to what has been put in the plan?

The second question is less tenders in this case, referring to which [indiscernible], but a bigger plan, a bigger view starting summer 2025 onwards. If the competitors [Audio Gap] what other competitors say? Do you want to change the competitive scenario, the participation rules in [ gas tenders? ] [Audio Gap] Are there any novelties with this respect? Or have things remained the same in the corridors of power, what has been decided?

The last question is [Audio Gap] refers to [Audio Gap]. I've seen that there is no reference in the plan to any potential operation [Audio Gap] about this other local player in [indiscernible] if you have made other further considerations. [Audio Gap]

[Interpreted] Regarding the financial structure [Audio Gap] index is 4.8 in the plan at the end of the plan. We can come up to -- we can go up to 5.5 from 4.8. It can be stretched right up to 5.5, as I said, relating to renewables. There could be some disposal. [Audio Gap] if it becomes necessary to reinforce our core business since it is not a core activity, but just an ancillary activity of our business.

However, it's an activity that gives us significant -- brings in significant [indiscernible]. So anyways, it's functional to the results that we have been achieving. It has an important value for our results. [Audio Gap] authorization of hydroelectric is being discussed in Europe to be introduced in Italy. So this would make -- this would actually change the renewable scenario in Italy. So it's also going to change our efforts relating to renewables. [Audio Gap] there has been talk that has been going on for renewables.

So we should see how things shape out. [Audio Gap] So this type of plants have their value relating to tenders, everything has sort of cooled down in the sense that there's no tangible discussion, at least in our opinion on tenders or to change the number of ATMs, the number of items, the number of items not saying anything what happen is a big mistake since we are the second national operator. [Audio Gap] should be smaller than the first one. This would mean really killing the competition participating in tenders. So it's no longer 150 million, but 750 million if all 80 million are going to be considered. So there would be a monopoly with all the negative consequences. So there should be a solution not on the number of ATM [Audio Gap] go towards the nationalization of the sector, but we think -- we must think of an alternative solution that could be the moratorium of the concessions.

And we think of the gas tenders so that the bidding companies are incentivated to take part in tenders. So it's not a postponement but a postponement must be something that really makes -- improves the overall global situation of the power gas scenario. So there could be a transitory system that can improve the system of tenders and participation in tenders relating to act [indiscernible]. We have always been in touch with them. We have included in our plan, strategic plan, [indiscernible] possibility, which we have [indiscernible] [Audio Gap].

[Interpreted] The last question is [indiscernible]. [Operator Instructions]. Dr. Cecconato, there are no more questions.

[Interpreted] Thank you very much. And thanks all the people for participating. Have a nice day. Thank you. Thank you.

[Portions of this transcript that are marked [Interpreted] were spoken by an interpreter present on the live call.]

Good morning. This is the Chorus Call. Welcome to the presentation of the financial results as of 30 September 2025 of Ascopiave. [Operator Instructions]

The chairman and CEO of Ascopiave, is now going to give the illustration.

Thank you, everyone. Thanks, everyone. Page 2, consolidated results as of 30 September 2025 compared to 30 September 2022. Let's go to slide page 2 of Ascopiave results and [indiscernible] structure as of 30 September 2025. The slide [indiscernible] includes the group's corporate structure as of 30 September 2025. If it should be noted that scope of consolidation has been simplified compared to the first nine months of the previous period due to a number of extraordinary transactions finalized at the end of 2024.

On 31 December 2024, the reorganization of the subsidiaries active in the gas distribution and renewable energy sector became effective for statutory purposes. Through a series of merger and demerger transactions, the Group's activities in the natural gas distribution sector merged into two companies, one operating in the Northeast, one in the Northwest. Specifically, the group companies [indiscernible] AP Reti Gas North S.r.l. were merged by incorporation into subsidiary [indiscernible] and at the same time, the [indiscernible] merger in [indiscernible] from [indiscernible], the group's other distribution companies, [indiscernible] were merged by incorporation into [indiscernible] following this operation, from [indiscernible], which changes company name to [indiscernible] paid out a partial and proportionate demerger in [indiscernible] on the same date, the merger project by incorporation of the company Asco Renewables became -- effective as Asco EG S.p.A., which took the name Asco Power S.p.A. [indiscernible] merger transaction that took place took effect for statutory purposes as of 31 December 2024 and for tax and accounting purposes as of 1 January 2024, while [indiscernible] demerger transactions took effect as of 31 December 2024. On 16 December 2024, and effective 31 December 2024, Salinella Eolico S.r.l. changed its company name to Asco Wind & Solar S.r.l. On 9 May 2025, Ascopiave acquired 9.8% of the share capital of Asco Power S.p.A., becoming sole shareholder. Effective 31 May 2025, Cart Acqua S.r.l. was merged by incorporation into Ascopiave S.p.A. In December 2024, Ascopiave exercised its put option on 25% of the capital of EstEnergy S.p.A. and the transfer of the share took place on 24 June 2025. On 1 July 2025, the transaction for the acquisition of the [indiscernible] of 100% of the newly formed company, AP Reti Gas North S.p.A. the company that took over certain business branches previously owned by Unareti S.p.A. and LD Reti

S.r.l. [indiscernible] in the gas distribution business in the provinces of Brescia, Cremona, Bergamo, Pavia and Lodi and these operations became effective.

Page 3, slide 3, changes in the consolidation perimeter and disposals of shareholders. The slide summarizes the impact of the main extraordinary transactions on the economic and financial [ engagements ] shown in the accounting documents.

Consolidated income statement for the first nine months, slide page 4. In the first nine months of 2025, the group realized revenues of EUR 183.9 million, excluding an EBITDA of EUR 115.6 million and a EBIT of 72.3 million. The net balance of financial income and expenses was positive at EUR 15.6 million, an improvement of EUR 23.2 million compared to the first nine months of 2024. This change is mainly explained by higher dividends paid by investing companies, in particular, by the dividend of EUR 22 million distributable by EstEnergy prior to the sale of shares. Income from companies consolidated using the equity method, which amounted to EUR 0.3 million, refers exclusively to the consolidated profit accrued by the Cogeide S.p.A. which showed a negative change of EUR 7.8 million compared to the first nine months of 2024. It should be noted in the 2024 financial year of Cogeide and the [indiscernible] by Ascopiave 25% of the [indiscernible] the economic [indiscernible] group [indiscernible] pertaining to the group after 30 September 2024, while there is no accounting entry in the 2025 financial year. Taxes allocated in the first nine months of 2025 weigh on the income statement by EUR 12.3 million. The tax rate, calculated by normalising the pre-tax result of the effects of the consolidation of the companies Consolidated using the equity method, dividends received from investees and the capital gain realised from the Sale of the investment in EstEnergy [indiscernible] 36.1% as of 30 September 2024, to 33.1% as of 30 September 2025.

Consolidated balance sheet, 30 September 2025 slides on Page 5. As of ended 30 September 2025, the group has EUR 1.551 billion in invested capital. Investment consists of [indiscernible] EUR 1,204.7 billion in intangible assets. EUR 55.8 million from the value of minority interest has [indiscernible] contributed and [indiscernible] EUR 25.7 million. EUR 53 million from other fixed assets EUR 54.7 million on the negative balance of working capital items and provisions to EUR 50.3 million from net invested capital in assets held for sale. [indiscernible] value of the 3% stake have in Hera Comm, the sale of which the Hera Group [indiscernible] on 8 October 2025 at a price of EUR 54.8 million. The intangible fixed assets shown under [indiscernible] amounting to EUR 1.247 billion, mainly consists of gas distribution networks and plants owned by the group, [ EUR 1.403 billion ], of which EUR 398.7 million is attributable to [indiscernible] consolidated as from 1 July 2025 [indiscernible] recognized following business combination of EUR 106.5 billion [indiscernible] equipment [indiscernible] real estate and the value of [indiscernible] plants. It should be noted that during the fourth quarter of the 2024 financial year, Ascopiave exercised its put option on the remaining shares of [indiscernible] for the 1 October 2024 [indiscernible] are recorded as of 30 September 2024 [indiscernible].

Shareholders' equity as of 30 September 2025 amounted to EUR 898.1 billion, an increase of [indiscernible] million compared to 31 December 2024. Net financial position was EUR 633.1 million, an increase of EUR 245.5 million compared to the end of 2024. The debt equity ratio was 0.71.

Slide page 6, operating [indiscernible] distribution, Slide page 6. As of 30 September 2025, the group's distribution company has managed approximately 1.2 million users, which approximately 45,900 users of Ap Reti Gas North consolidated into the group in 1 July 2025, an increase of 55% compared to 31 December 2024. In the first nine months of 2025 income distributed through net worth EUR 1.044 billion [indiscernible] in gas [indiscernible] consolidation as of 1 July 2025, we distributed 74 million cubic metres in the third quarter of 2025. The group perspective, [indiscernible] power plant with an installed capacity of 84.1 megawatts. In the first nine months of 2025, electricity production amounted to 145 gigawatts, a decrease of 25 gigawatts, minus 14% compared to the same period of the previous year, the latter being characterized by significant rainfall.

Revenues, Slide page 7. Revenues from the first nine months of 2025 amounted to EUR 183.9 million showed an increase of [indiscernible] determined by [indiscernible] consolidation perimeter by EUR 27.7 million, increased by EUR 0.3 million in gas distribution [indiscernible] revenues, the decrease in revenues from the sale of [indiscernible] from renewable sources of [indiscernible], an increase in revenues from energy efficient certificate EUR 1.9 million, an increase in other revenues of EUR 2.8 million. Gas distribution tariff revenues amounted to EUR 152.2 million and for an increase of EUR 29 million compared to the same period the previous year due to the enlargement of the scope of consolidation for [indiscernible] and to the relation of 2024 [indiscernible] operating costs and [indiscernible] 2025 on a like-for-like basis, EUR 48.6 million. Revenues from all generations from renewable sources amounted to EUR 17.4 million, decreased by EUR 4.1 million. Decreases mainly explained by the lower volume of energy produced.

Slide Page 8, operating profit, other operating expenses. Operating income for the first nine months of 2025 amounted to EUR 72.3 million, shows an increase of EUR 38.1 million due to the [indiscernible] scope of consolidation, EUR 5.1 million, increasing gas distribution target revenues, EUR 9.3 million, a decrease in revenue from the sale of electricity generated from renewable sources, EUR 1.1 million. The decrease in amortization and depreciation, EUR 1.1 million, capital gains of EUR 26.4 million related to the [indiscernible] sales in net energy, EUR 0.3 million decrease in net operating expenses.

Net operating expenses for the first nine months of 2025, the margins of EUR 50.9 million recorded an increase of EUR 7.6 million, driven by the change in the [indiscernible] revenue and cost items. Expansion on scope of consolidation, EUR 7.9 million. Low transaction fees remain [indiscernible] EUR 0.9 million, higher personnel costs, EUR 0.6 million, higher consulting costs, EUR 0.2 million of which EUR 0.2 million related to [indiscernible] higher cost for gas and electric utilities, EUR 0.2 million, low compensation to directors and [indiscernible] higher contribution for safety incentives, EUR 2.4 million, lower capital rate [indiscernible] costs, EUR 0.4 million. Other changes with a positive impact, EUR 0.3 million.

Slide page 9, personnel. As of 30 September 25, the group has 721 employees, an increase of [indiscernible] compared to 30 December 2024. This increase is mainly explained by the consolidation of AP Reti Gas North as of 1 July 2025, which have 229 employees as of 30 September 2025. [indiscernible] personnel cost for the first nine months of 2025 was EUR 18.2 million, determined by [indiscernible] consolidation EUR 2.6 million; higher capitalized labor costs, EUR 1.6 million, EUR 2.2 million increase in current personnel costs, mainly due to higher cost of incentive plans [indiscernible] increases during [indiscernible] the contracting business provided for the national interconference and in part [indiscernible] recognition.

Captain Expenditures, Slide page. Capital expenditures in the first nine months of 2025 amounted to EUR 60.6 million, an increase of EUR 9.1 million. Investments paid by AP Reti Gas North [indiscernible] consolidated since 1 July 2025 amount to EUR 4.3 million. Most of the technical investments related to the development [indiscernible] of gas network [indiscernible] amounted to EUR 31.3 million, of which EUR 12.2 million in connection [indiscernible] in network expansion [indiscernible] reduction plans. Investments in [indiscernible] amounted to EUR 8.3 billion. Investment in the [indiscernible] related to costs incurred for the maintenance and expansion of hydroelectric plant, EUR 3 million, for the construction of [indiscernible] plant, EUR 9.6 million and for the construction of other green energy plant, EUR 2.7 million. Other investments amounted to EUR 5.4 million related investments in land and buildings, EUR 0.9 million, hardware and software EUR 2.2 million, company vehicles, EUR 0.7 million an [indiscernible] EUR 0.4 million.

Net financial position and cash flow, slide page 11. The net financial position, effective 30 September 2025 amount to total EUR 633.1 million, an increase of EUR 245.5 million compared to 31 December 2024. During the first nine months of 2025, cash flow generated financial resources of total of EUR 67.3 million; net investment, in tangible and intangible assets resulted in cash outflows of EUR 60.6 million, net working capital management absorbed resources of EUR 2.7 million. The group collected dividends of EUR 2.7 million from investee company not consolidated on a line-by-line basis. Shareholder's equity resulted in cash outflows of EUR 32.5 million [indiscernible] to shareholders. The purchase of equity investments resulted in cash outflows of EUR 472.2 million. The realization of Equity investments generated resources of EUR 234.1 million.

Financial payrolls, slide page 12. Financial events as of 30 September 225 amounted to [indiscernible]. The loans are 60% variable rate and [indiscernible] average cost of debt in the first nine months of 2025 was 3.11%.

I have concluded my presentation. Now it is Q&A session. Thank you.

[Operator Instructions] First question from Roberto Letizia.

Good afternoon, everyone. Thank you for the presentation. Can you give us an update about the annual growth, RAB growth on annual anal basis, taking into account new business acquisitions. consequent to the expansion of the network, how will your strategy be in consideration of all these new strategies and new business combinations that we have made? And if you have any M&A opportunities as of today, can you give us also and overview considering the new regulatory framework?

Good afternoon [indiscernible] your first answer. The global RAB expansion of the scope of consolidation finalized as of 1 July 2025 is EUR 1.85 billion, so EUR 1.85 billion if RAB grows in relation to investments. We can -- there can be EUR 25 million, EUR 30 million on an annual basis. We are also evaluating other M&A operations big and small on a small basis and operations. we will be acquiring a distribution network, but on a small scale. If there are opportunities, we are able to seize opportunity. So we have an opportunity to grow.

On renewable energy, our view is taking for granted since we have been consolidating on gas distribution. The renewables are not something but not a significant core business for us. But if there is indeed an opportunity that brings up, there is some disposal in the [indiscernible] companies, we could take advantage for further growth.

Related to other M&A operations in gas distribution, [indiscernible] on the market. We have some small operations that will be following and if there are big operation, they will surely be entertaining as the proposals. Especially, there are some operators that want to leave the gas distribution business.

Relating to regulatory legislation. It has been quite constant. Nothing unusual has been happening. Some decisions that were meant to be taken have been postponed.

Next question is by Emanuele Oggioni or Kepler.

My first question is synergies. [indiscernible] mentioned, also in the press release. can you tell us what the target is going to be for 2026 in the field of gas and what synergies you envision in 2026? Then I have a question for you relating to [indiscernible] Have you had any negotiations with [indiscernible]? The last question is about the gas standards. For gas standards, has there been any change in the legislation on some business combinations, what is your opinion? And what do you envision? What do you expect for the year 2026? What are your best case scenarios for Ascopiave?

Thank you. From the moment we made the major acquisition of the [indiscernible], we took a joint, an important leap forward with a significant increase in above the base and also in the number of [indiscernible] we started global reorganization of the company that we add locally and we drove ahead of the reorganization of the network. I see information technology network management network. They're not in a position to give you a very precise and exact quantification of the exact positive impact the operation has had on us for Ascopiave [indiscernible] merge into our assets to bear fruit -- are going to bear fruit in the coming years. But as of today, I cannot give you any exact figures. So when we enter these figures into the year-end balance sheet financial statements, we will be able to give an exact amount.

In relation to Itau gas. Relating to the acquisition of Itau gas assets [indiscernible] decision, we are interested in [indiscernible]. This is a fantastic result for us. We will be having an extra from 27,000 to 30,000 BDR delivery points. So especially in the province of Padua, we will be able to consolidate and enhance the efficiency of our services. So if the number of users is not yet high, the operations are rather positive.

Relating to gas standards, your last question. There's been quite a lot of movement not only [indiscernible] but also around operations relating to the various category of the trade association. We don't -- there is a proposal in order that to merge the ATEMs and there is a counterproposal, the counterproposal is also tried to extend the concession in retail for investment. So we feel if we go to merge the ATEM, this is, in our opinion, within [indiscernible] as a negative proposal on the operation because if there is a merger, there will be [indiscernible] the value of the ATEMs will shoot up from EUR 130 million to EUR 700 million. So the participation in the [indiscernible] there will be a selection. [indiscernible] a very strong financial capabilities will be favored but if we analyze other factors, there won't be a real competition. So there will be a monopoly because only one big player or two big players would be able to participate in this bid. There is no possibility for other small players in the situation of monopoly [indiscernible] there were just one operated [indiscernible] so all other local and small operators were wiped off so even all of us have to pay the fees, the major beneficiary was just one player. In this case, the tender is managed in a centralized level. And local players there is no benefits that trickle down to local players, but proposals that helps all the players in the power and gas distribution, it will be something that benefits all the territories and not just one big player. The positive situation that [indiscernible] will be that all small players have a share of the cake and not just one big monopoly. So the best solution would be that all players can beat in a gas standard. I hope I have been clear with my opinion. So this is not just the opinion of Ascopiave, it is widely believed by all the smaller operators.

I have a follow=up. You spoke of around 30,000 delivery points [indiscernible] what is the RAB connected to these delivery point?

This was not included in the EUR 1.85 billion?

Yes, they were not included.

The operation will [indiscernible] March 2026.

Next question [indiscernible] Mediobanca.

Good afternoon. a follow-up. On Itau gas to [indiscernible] when do you expect the closing? And when is the cash out of these 30,000 redelivery points?

The closing is in the stage for every March 2026 and the fee is confidential, it is a price on the RAB which is EUR 22 million but the exact fees are confidential.

Next question is from Davide Candela, Intesa Sanpaolo.

On gas distribution, what you have just said on the strategy, would you be willing to leave the Northeast and enter regions of Italy? And in that case, how would you approach [indiscernible] just enter the two regions of Italy instead of staying just in the Northeast? Regarding the [indiscernible], do you have any news for us regarding these two areas?

Relating to the growth in gas distribution. We are moving around gradually. We look for assets, which are adjacent to where we are where we operate because it is more feasible for us, more convenient for us to work in an area which is [indiscernible] where we usually operate but this doesn't mean we cannot -- we are not going to enter other regions in Italy. But of course, no doubt that now we are a local operator we are just in Italy. So as I said, we just want assets which are joining in the areas where we operate.

Relating to collaboration with [indiscernible]. We have been working on some assumptions. We have been negotiating, negotiations have [indiscernible] slow. We have been analyzing new forms of collaboration that relate to the management, joint management some businesses and the possibility of collaborating.

The next question is a follow-up from Roberto Letizia, Equita.

Considering the two option that you spoke about. In general, how strong is your balance sheet in order to support some extraordinary operations if the opportunity comes for you. How solid is your cash flow?

We can [indiscernible] more or less the demand that we can invest. And then obviously, it's a step-by-step process [indiscernible] is what we can invest as of today without thinking of some extraordinary financial operations.

There are no further questions.

Thank you very much [indiscernible] and have a great day.

This is the Chorus Call operator. We have finished the operation. Now you can disconnect your phones.

[Statements in English on this transcript were spoken by an interpreter present on the live call.]