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Board of director's communications

Eni Board of Directors

20 September 2012 6:00 PM CEST

Rome, 20 September  2012 – At the board meeting held today, Eni's Board of Directors resolved to distribute to Shareholders an interim dividend for the fiscal year 2012 of €0.54 per share1, outstanding at the record date as of 24 September 2012, payable from 27 September 2012. The decision to distribute an interim dividend of €0.54 was announced to the market on 1 August 2012, when the Company published its second quarter results2.
Holders of ADRs will receive € 1.08 per ADR, with each ADR listed on the New York Stock Exchange representing two Eni shares, outstanding at the record date as of 26 September 2012, payable on 9 October 20123.
Eni's independent auditors have issued their report pursuant to Article 2433-bis, paragraph 5, of the Italian Civil Code.
The board's resolution on the interim dividend was made on the basis of the half year separate accounts of the parent company Eni SpA at 30 June 2012, which were prepared in accordance with IFRS. In the first half of 2012 Eni SpA reported net profit of €2,119 million4.

This result takes into account the outcome of an arbitration process, initiated by Gas Terra.  This defined a price revision – with reference to the three years between 2003-2006 -  for one out of two existing gas supply contracts between Eni and Gas Terra.

Based on the arbitration ruling – and notwithstanding pending negotiations for price reductions claimed by Eni on both contracts - Eni has reassessed the provision relating to the gas supplied by Gas Terra in subsequent reference and supply periods, from 2005 through 2012. Overall, the price adjustment regards the purchase of approximately 44 billion cubic meters in the period 2005 through to June 2012.

Net of the existing provisions, operating profit is impacted by an extraordinary pre-tax charge amounting to €690 million, in addition to interest expenses of €143 million. Considering the associated tax effect, with a €229 million reduction in tax charges, net profit reflects by an overall charge of €604 million. The same charges will be recognized in Eni's consolidated accounts for the third quarter of 2012, scheduled to be announced on 30 October 2012.

Eni is considering possible legal actions to challenge the arbitration ruling. Furthermore, the adverse ruling nonetheless allows Eni to claim a price reduction for the gas volumes purchased in the periods subsequent to that settled by the ruling, for both of the contracts currently in place with Gas Terra.

 

  1. As a result of the tax reform enacted on 1 January 2004, dividends are not entitled to a tax credit and, depending on the recipient's fiscal status, either are subject to a withholding tax or are treated in part as taxable income.

  2. Pursuant to article 83-terdecies of the Italian Legislative Decree no. 58 of February 24, 1998, the right to receive the interim dividend is determined with reference to the entries on the books of the intermediary – as set out in art. 83-quater, paragraph 3 of the Italian Legislative Decree no. 58 of February 24, 1998 – at the end of the accounting day of the September 26, 2012 (the so-called record date).

  3. On ADR payment date, The Bank of New York Mellon will pay the dividend less the entire amount of a withholding tax under Italian law to all Depository Trust Company Participants, representing payment of Eni S.p.A.'s interim dividend.

  4. The accounting report of Eni S.p.A. at June 30, 2012, the Report of the Board of Directors and the report of the External Auditors on the payment of the Interim Dividend are deposited at Eni S.p.A. Registered Office in Rome, Piazzale Enrico Mattei, No. 1, pursuant to Article 2433-bis of the Italian Civil Code. Aforementioned documents may be requested by e-mail at segreteriasocietaria.azionisti@eni.com or by calling the Toll-Free Number 800 940 924 for calls from Italy and 800 11 22 34 56, after dialling the International access code (+), for calls from outside Italy.

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