BAKU, Azerbaijan, October 1. Italy’s Eni has
completed the reorganization of the shareholding structure of its
renewable energy and retail subsidiary Plenitude, introducing a
joint-control framework with Ares Management Alternative Credit
funds and resulting in Plenitude’s deconsolidation from Eni’s
financial statements, Eni said Oct.1.


The transaction was implemented through a non-proportional
capital increase of €1.56 billion, with Ares subscribing for €1.08
billion and Eni for €480 million, Eni said.


"The transaction values Plenitude at a pre-money equity value of
€10.75 billion, corresponding to an implied enterprise value of
approximately €13.1 billion. Following completion, Eni holds 65.03%
of Plenitude, Ares holds 26.24%, while Energy Infrastructure
Partners (EIP) holds 8.73%. The new governance structure gives Eni
and Ares joint control of Plenitude. The company's nine-member
board will include five directors appointed by Eni, including the
CEO, three appointed by Ares, including the chairman, and one
appointed by EIP," said the companies.


Certain material decisions, including approval of Plenitude's
budget and business plans, will require a qualified majority that
includes at least one director appointed by Ares. Although Eni
retains legal ownership of a majority stake, it will continue to
exercise direction and coordination activities over Plenitude under
Article 2497 of the Italian Civil Code, in accordance with the new
shareholders' agreement.


Plenitude targets further growth


The transaction strengthens Plenitude's capital structure and
provides additional resources for its expansion in renewable
generation, energy retail and electric mobility.


When Eni first announced the reorganization in March 2026, it
said the capital increase would support Plenitude's organic and
inorganic growth, including targets of 15 GW of installed renewable
capacity and 15 million retail customers by 2030. Eni also said
Plenitude was pursuing an investment-grade credit rating.


Plenitude had reached almost 6 GW of installed capacity and
approximately 11 million customers by the first quarter of 2026,
following the acquisition of Acea Energia.







The company is active across renewable power generation, retail
energy supply and electric-vehicle charging. Eni's 2025 annual
report describes Plenitude as the group's business combining gas
and electricity retail with renewable generation and EV charging
infrastructure. In April 2026, Plenitude completed the acquisition
of 100% of Acea Energia and 50% of Umbria Energy, adding around 1.2
million customers to its portfolio.


Eni's satellite strategy


The transaction is part of Eni's broader strategy of creating
separately capitalized "satellite" companies around businesses that
can attract external investment while continuing to grow. Ares
initially entered Plenitude's shareholder base in November 2025 by
acquiring a 20% stake for €2 billion, based on an equity valuation
of €10 billion and an enterprise value of more than €12
billion.


EIP also increased its investment in Plenitude through
transactions completed in 2024 and 2025. Eni's 2025 annual report
said EIP had acquired a 10% non-controlling interest for almost
€800 million across the two transactions.


Eni has described the satellite model as a way of bringing in
external capital to support growth while unlocking value from
businesses outside its core upstream and integrated energy
activities. In its 2026 Capital Markets Update, Eni said the
strategy had generated third-party capital for its transition
businesses, including Plenitude and Enilive.


The completion of the Plenitude transaction therefore marks a
further step in Eni's portfolio strategy, while giving Plenitude a
strengthened capital base and a governance structure shared between
its two largest shareholders.