Rome, 30 May 2012- Following the resolution on the sale of the stake in Snam, which strengthens the capital and financial structure of Eni and brings the company more closely in line with the major integrated oil companies, the Board has decided to take action with regards to the return of capital to shareholders. Along with the dividend policy the Board has introduced a new share buyback program, an effective and flexible tool to support value creation, in line with international best practice in the sector.
For this purpose, the Eni Board of Directors has agreed to convene and propose at the Extraordinary Shareholder Meeting the cancellation of 371,173,546 treasury shares, held and acquired under previous repurchase programs between 2000 and 2008, subject to the elimination of the nominal value of ordinary shares in circulation. The Extraordinary Shareholder Meeting, competent for the operation described above, will also be called to approve the amendments to Article 5.1 of the Eni Statute in order to eliminate the nominal value of shares and to change the number of shares pursuant to Art. 2328, paragraph 2, no. 5), c.c.
Eni's Board of Directors has also approved the calling of the ordinary shareholders meeting and the proposal to attribute a proxy to the Board for the recommencement of the program to purchase its own shares for a period of 18 months, up to a maximum of 363 million shares, representing approximately 10% of the share capital in circulation, for a maximum outlay of approximately six billion euros at a price not less than Euro 1.102 per share (unit value of Eni shares following the cancellation of treasury shares) and not more than 5% above the closing price recorded on the trading day preceding each purchase.
Once the approval of the shareholders meeting has been obtained, the Board will only initiate the program following the launch of the 2013-2016 Strategic Plan which is expected in the first quarter of 2013.
The purchases will be made in accordance with art. 144-bis, paragraph 1, lett. b) of Consob Regulation 11971/1999 and with the provisions that still apply, and then on regulated markets, according to the procedures established in the regulations of organization and management of markets.
Both shareholder meetings will take place in one sitting on 16 July 2012.