SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549

Form 6-K

Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

For the month of August 2023

Eni S.p.A. 

(Exact name of Registrant as specified in its charter)

Piazzale Enrico Mattei 1 -- 00144 Rome, Italy 

(Address of principal executive offices)

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)

Form 20-F  X   Form 40-F

(Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2b under the Securities Exchange Act of 1934.)

Yes __  No  X

(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): _____)

Table of contents 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorised.

Date: August 4, 2023

		Mission
		We are an energy company.
		We concretely support a just energy transition,
		with the objective of preserving our planet
		and promoting an efficient and sustainable access to energy for all.
		Our work is based on passion and innovation,
		on our unique strengths and skills,
		on the equal dignity of each person,
		recognizing diversity as a key value for human development,
		on the responsibility, integrity and transparency of our actions.
		We believe in the value of long-term partnerships with the Countries and communities where we operate, bringing long-lasting prosperity for all.

Global goals for a sustainable development 

The 2030 Agenda for Sustainable Development, presented in September 2015, identifies the 17 Sustainable Development Goals (SDGs) which represent the common targets of sustainable development on the current complex social problems. These goals are an important reference for the international community and Eni in managing activities in those Countries in which it operates.

Disclaimer 

This report contains certain forward-looking statements in particular under the section “Outlook” regarding capital expenditures, dividends, buy-back programs, allocation of future cash flow from operations, financial structure evolution, future operating performance, targets of production and sale growth and the progress and timing of projects. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that will or may occur in the future. Actual results may differ from those expressed in such statements, depending on a variety of factors, including the timing of bringing new oil and gas fields on stream; management’s ability in carrying out industrial plans and in succeeding in commercial transactions; future levels of industry product supply; demand and oil and natural gas pricing; operational problems; general macroeconomic conditions; political stability and economic growth in relevant areas of the world; changes in laws and governmental regulations; development and use of new technology; changes in public expectations and other changes in business conditions; the actions of competitors.

“Eni” means the parent company Eni SpA and its consolidated subsidiaries.

For the Glossary see website eni.com.

Contents 

Highlights

FINANCIAL PERFORMANCE

OPERATING PERFORMANCE

BUSINESS DEVELOPMENTS

DECARBONIZATION AND SUSTAINABILITY INITIATIVES

ESG PERFORMANCE

Operating review

EXPLORATION & PRODUCTION

PRODUCTION AND PRICES

In the first half of 2023, oil and natural gas production averaged 1,633 kboe/d, up by approximately 1% compared to the first half of 2022. Production was supported by the ramp-up in Mozambique and Mexico, higher activity in Algeria, which also benefited from the business acquisition, in Kazakhstan due to unplanned events occurred in the same period of 2022, as well as in Indonesia and Iraq. These increases were offset by planned maintenance activities, particularly in Libya, and lower production due to mature fields decline.

Liquids production was 769 kbbl/d, up by approximately 1% compared to the first half of 2022. Production growth in Algeria, Mexico, Kazakhstan and Iraq was partly offset by planned shutdowns and mature fields decline.

Natural gas production amounted to 4,549 mmcf/d, unchanged compared to the first half of 2022. Production increases were reported in Algeria, Mozambique in relation to the ramp-up of the Coral Floating LNG project and Indonesia, offset by planned shutdowns and mature fields decline.

Oil and gas production sold amounted to 265.4 mmboe. The 30.2 mmboe difference over production (295.6 mmboe) mainly reflected volumes consumed in operations (23.1 mmboe), changes in inventory levels and other changes.

ACQUISITION OF NEPTUNE ENERGY GROUP LTD 

Eni and its associate Vår Energi ASA have signed a sale and purchase agreement to acquire Neptune, a leading independent exploration and production company with global, low emission, gas-oriented operations, which also retains several projects for CO₂ capture. Eni will acquire an asset portfolio which features strong complementarity at both operational and strategic level with its own, strengthening the presence in key geographic areas, like UK, Algeria, Indonesia, and Australia. Vår will consolidate its position in Norway. The deal with an enterprise value of $4.9 billion, of which $2.6 billion acquired by Eni and $2.3 billion by Vår, is expected to increase Eni production plateau by over 100 Kboe/d including its share of Vår, by adding cost-competitive, low-emission volumes that will underpin the Group strategy of growing its share of natural gas production and speeding up the transition, while at the same time enhancing security of energy supplies to Europe. The transaction whose economic effects are retroactive to January 1, 2023, is expected to close at the beginning of 2024 subject to the finalization of antitrust procedures and other customary conditions and will be immediately accretive to Eni’s earnings and cash flow also leveraging expected synergies of at least $0.5 billion.

MINERAL RIGHT PORTFOLIO AND EXPLORATION ACTIVITIES 

As of June 30, 2023, Eni’s mineral right portfolio consisted of 754 exclusive or shared properties for exploration and development oil and gas in 37 countries. Total acreage was 313,967 square kilometers net to Eni, of which 577 square kilometers related to the CCUS activities in the United Kingdom. As of December 31, 2022, total acreage was 308,550 square kilometers net to Eni. 

In the first half of 2023, changes in total net acreage mainly derived from: (i) acquisition of new leases mainly in Indonesia, Algeria, Norway, Egypt and Côte d’Ivoire for a total acreage of approximately 9,000 square kilometers; (ii) the relinquishment of licenses mainly in Indonesia, Egypt, Algeria and Norway for a total acreage of approximately 7,700 square kilometers; (iii) net acreage increase also due to interest changes mainly in Kenya and Norway for a total acreage of 5,400 square kilometers; and (iv) net acreage decrease, also due to interest changes, mainly in Indonesia, Côte d’Ivoire, Italy, Egypt and Lebanon for a total acreage of 1,300 square kilometers. 

In the first half of 2023, a total of 18 exploratory wells were drilled (11.2 being Eni’s share), as compared to 17 exploratory wells drilled in the first half of 2022 (7.9 being Eni’s share).

GLOBAL GAS & LNG PORTFOLIO

SUPPLY OF NATURAL GAS

In the first half of 2023, Eni’s consolidated subsidiaries supplied 25.88 bcm of natural gas, with a decrease of 5.92 bcm or 18.6% from the first half of 2022. Gas volumes supplied outside Italy from consolidated subsidiaries (23.16 bcm), imported in Italy or sold outside Italy, represented approximately 89% of total supplies, with a decrease of 7.02 bcm or down by 23.3% from the first half of 2022 mainly reflecting lower volumes purchased in Russia (down by 7.65 bcm), UK (down by 0.41 bcm), Norway (down by 0.03 bcm), partially offset by higher purchases mainly in Algeria (up by 0.56 bcm), Qatar (up by 0.27 bcm) and Libya (up by 0.19 bcm). Supplies in Italy (2.72 bcm) reported an increase of 67.9% from the comparative period.

SALES

In the first half of 2023, natural gas sales were 25.99 bcm, down by 5.65 bcm from the first half of 2022, mainly due to lower volumes marketed in Italy and outside Italy. Sales in Italy were 12.83 bcm down by 3.45 bcm or 21.2% from the first half 2022 (16.28 bcm), due to lower sales marketed mainly to wholesalers and industrial segments and to hub. Sales in European markets (10.78 bcm) decreased by 15.8% as result of lower sales mainly in Iberian Peninsula, Turkey, United Kingdom and France partly offset by higher sales in Germany and Austria.

LNG SALES

LNG sales (included in worldwide gas sales) amounted to 5.2 bcm and were unchanged from the comparative period. In the first half of 2023, the main sources of LNG supply were Qatar, Egypt, Nigeria and Indonesia.

SUSTAINABLE MOBILITY, REFINING AND CHEMICALS

ST. BERNARD RENEWABLES LLC (SBR) ACQUISITION

Eni Sustainable Mobility Spa and PBF Energy Inc. (PBF) finalized the 50-50 joint venture partnership in St. Bernard Renewables LLC (SBR), an operating biorefinery in Chalmette, Louisiana (US). The biorefinery started operations in June and is currently targeted to have processing capacity of about 1.1 million tonnes/year of raw materials, with full pretreatment capabilities. It will produce mainly HVO Diesel using the Ecofining™ process developed by Eni in cooperation with Honeywell UOP.

NOVAMONT ACQUISITION

Finalized the purchase of the 64% remaining interest in Novamont, announced in April. The acquisition of Novamont, a leading company in sustainable and circular bioplastics and biochemistry, is in line with Eni’s strategy to develop chemicals from renewable sources. The effectiveness of the transaction is subject to the approval of the competent antitrust Authorities.

SUSTAINABLE MOBILITY AND REFINING

In the first half of 2023, Eni’s Standard Refining Margin – SERM – amounted to 8.9 $/barrel, reporting an increase of 8.6% compared to the values reported in the same period of 2022 (8.2 $/barrel).

Eni refining throughputs on own account were 13.40 mmtonnes, substantially unchanged from the first half of 2022. In Italy, the increase in throughputs processed at the Livorno refinery, thanks to higher volumes processed in the first quarter, was partially absorbed by the reduction at the Taranto and Sannazzaro refineries. Throughputs in the rest of world decreased by 5.2% compared to the first half of 2022, due to lower volumes processed in Germany. Decreased by 4 percentage points the average plant utilization rate (76%).

Bio throughputs were 276 ktonnes, up by 17.4% from the same period of 2022. The higher volumes processed at the biorefinery in Gela, due to the shutdown occurred in the first half 2022, more than offset the reduction in volumes at the Venice biorefinery following the planned standstill.

In the first half of 2023, sales volumes of refined products (12.54 mmtonnes) were down by 0.78 mmtonnes or by 5.9% from the first half of 2022.

Retail sales in Italy were 2.58 mmtonnes, showing a slight increase of 1.2% due to higher volumes of gasoline, partially offset by lower sales of gasoil. Eni’s retail market share of the first half 2023 was 21.2% (21.7% in the first half 2022). As of June 30, 2023, Eni’s retail network in Italy consisted of 3,985 service stations, recording a decrease from June 30, 2022 (4,051 service stations), resulting from the negative balance of acquisitions/releases of lease concessions (72 units) and the negative balance of network owned stations (10 units) partially balanced by the growth of the lease stations (15 units) and motorway concession (1 unit). Average throughput in Italy (712 kliters) increased by 39 kliters from the first half of 2022 (673 kliters). Wholesale sales in Italy were 3.08 mmtonnes, up by 5.5% from the first half of 2022 mainly due to higher sales of jet fuel and gasoil, which more than offset lower sales of bunkers. Supplies of feedstock to the petrochemical industry (0.20 mmtonnes) down by 16.7% from the comparative period due to the contraction of the production activities recorded in the sector. Retail and wholesale sales in the rest of Europe of 1.95 mmtonnes decreased by 0.24 mmtonnes from the first half of 2022. This decrease mainly reflects lower volumes marketed in Germany, Spain and Austria, partly offset by higher sales in Switzerland. Other sales in Italy and outside Italy were 4.47 mmtonnes, down by 13.5% from the first half of 2022.

CHEMICALS

Petrochemicals production of 2,834 ktonnes decreased by 1,357 ktonnes (down by 32.4%). The main reduction were reported in the intermediates segment, due to the standstill for reconversion at Porto Marghera and the prolonged planned standstill at Dunkerque plant.

Petrochemicals sales of 1,541 ktonnes decreased by 620 ktonnes (down by 28.7%). In particular, lower volumes sales concerned polymers segment (-142 ktonnes) and intermediates (-479 ktonnes) due to lower product availability following the unfavorable scenario.

Moulding & Compounding sales of 38 ktonnes are related to semi-finished and products of the Finproject Group, particularly the last generation compound based on expandable polyolefins under the Levirex^® brand and the ultra-light plastic material under the XL Extralight^® brand.

Elastomers and styrenics margins decreased due to lower prices as a result of a significant drop in demand, particularly in the durable goods, packaging and thermal insulation segments. 

PLENITUDE & POWER

PLENITUDE 

RETAIL GAS & POWER

In the first half of 2023, retail and business gas sales in Italy and the rest of Europe amounted to 3.79 bcm, down by 0.58 bcm or 13.2% from the first half of 2022, mainly due to lower consumptions. Gas sales in Italy amounted to 2.54 bcm down by 13.6% from the comparative period, mainly reflecting lower volumes marketed at retail segment. Gas sales in the European markets (1.25 bcm) reported a decrease of 12.6% or 0.18 bcm compared to the first half of 2022 as result of lower volumes sold in particular in France and Greece.

In the first half of 2023, retail and business power sales to end customers, managed by Plenitude and the subsidiaries outside Italy (France, Iberian Peninsula and Greece) amounted to 8.81 TWh, a decrease of 8.1% from the first half of 2022, mainly due to lower consumptions, partially offset by higher sales to residential segment in Italy.

RENEWABLES  

Production

Energy production from renewable sources amounted to 1,970 GWh (of which 1,153 GWh wind, 814 GWh photovoltaic and 3 GWh biogas) up by 750 GWh compared to the first half of 2022, benefitting from the asset acquisitions and from the entry in operations of the organic projects.

Installed capacity

Follows breakdown of the installed capacity from renewables by technology:

Breakdown by Country:

As of June 30, 2023, the total renewable installed capacity was 2,465 MW. Compared to June 30, 2022, the capacity increased by 941 MW, mainly thanks to the acquisition in Italy (PLT Group), in Spain (Boreas and Helios), in the USA (Kellam) and to the organic development in the USA (Brazoria), Spain (Cerillares) and Kazakhstan (first tranche of Shaulder), as well as the construction of the first energy storage plant in Italy, at the Assemini site.

E-MOBILITY 

As of June 30, 2023, the installed charging points for electric vehicles amounted to 16.6 thousand units (of which 98% in Italy) and were doubled compared to June 30, 2022 (8.5 thousand units). When compared with the end of 2022, the increase amounted to over 3,500 units.

POWER

(a) Includes positive and negative imbalances (difference between the electricity effectively fed-in and as scheduled).

Eni’s power generation sites are located in Brindisi, Ferrera Erbognone, Ravenna, Mantova, Ferrara and Bolgiano. As of June 30, 2023, installed operational capacity of EniPower’s power plants was 2.3 GW (net to Eni). In the first half of 2023, thermoelectric power generation was 10.34 TWh, decreasing from the first half of 2022. Electricity trading (3.39 TWh) reported a decrease of 23.3% from the comparative period, continuing the optimization of inflows and outflows of power. In the first half of 2023, power sales in the open market were 10.06 TWh, representing a decrease of 11.3%, following the lower volumes sold to the open market and to Power Exchange. 

Financial review

PROFIT AND LOSS ACCOUNT

reported RESULTS

The results for the first half of 2023 were achieved in a context characterized by a weakening commodities price scenario: Brent decreased from 108 $/barrel in the first half of 2022, to 80 $/barrel in the first half of 2023 (down 26%); gas prices in Europe reported a lager decrease (down approximately 50% from the first half of 2022); in the chemical business, weak fundamentals were due to low dynamism in European demand, competitive pressure from geographies with competitive cost structure as well as the impact of the Chinese post-COVID re-opening. In the first half of 2023, Eni's refining business benefited from still generally favourable market conditions after the record year of 2022, thanks to the positive trend in fuel demand driven in particular by the civil aviation and road transport segments, bottlenecks in the system/delays in start-ups (SERM of 8.9 $/bbl on average in the first half of 2023, up 9% from the same period of 2022). 

In the first half of 2023, net profit attributable to Eni’s shareholders was €2,682 million compared to €7,398 million in the first half of 2022, a decrease of €4.7 billion driven by lower operating performance due to a less supportive environment and higher tax rate impacted by the UK and Italian extraordinary contributions partly offset by improved balance between finance expense/income from investments also affected by a gain in connection to the sale of a 49.9% stake in the equity interests of Eni’s subsidiaries managing the TTPC/Transmed pipelines and the relevant transportation rights following the agreement with Snam. 

Net cash provided by operating activities increased by 2% to €7,425 million, while net borrowings before IFRS 16 increased by €1,189 million from December 31, 2022, to €8,215 million.

The following table shows the main scenario indicators reported in the first half of 2023:

(a) Price per barrel. Source: Platt’s Oilgram.        

(b) Source: ECB.        

(c) In $/bbl. Source: Eni calculations. Approximates the margin of Eni's refining system in consideration of material balances and refineries' product yields.

(d) €/kcm.        

ADJUSTED RESULTS AND BREAKDOWN OF SPECIAL ITEMS

In the first half of 2023, the Group adjusted operating profit of €8,022 million was robust despite the 30% fall in the marker Brent price and with gas price down approximately 50%. The lower performance in the E&P segment (down 48% to €4,855 million) was impacted by the reclassification of Angolan subsidiaries to equity accounted entities as the Azule joint-venture became operational in the third quarter of 2022, and lower realized prices of equity production due to declining benchmark crude oil and natural gas prices. The Sustainable Mobility and Refining business (down 58% to €420 million) impacted by scenario conditions not fully captured by the SERM, crude differentials and turnaround activity at important upgrading refinery units. Results were supported by a strong GGP performance (up €1,542 million from the first half of 2022) mostly driven by specific benefits relating to contractual triggers, renegotiations and settlements related to previous periods that are a feature of the business as well as by the trend in the results of the Plenitude & Power businesses (up 8% compared to the first half of 2022). 

The Group reported an adjusted net profit of €4,842 million (down 32% from the first half of 2022) affected by the weaker scenario partly offset by robust underlying business performance and the Group adjusted tax rate below 50%. 

In the first half of 2023 the Group adjusted tax rate, which did not include Italian extraordinary contributions, was 44%, up by 6 percentage points from the same period of 2022, as a result of the impact of the UK energy profit levy which is recognized as a recurring item, adverse scenario effects and the impact of E&P non-deductible expenses, partly offset by a higher proportion of the taxable profit earned by Italian subsidiaries.

The breakdown of special items recorded in operating profit by segment (net charges of €3,138 million) is as follows: 

The other special items in the first half of 2023 related to a gain of €0.8 billion (including the fair value evaluation of stake retained in the company) in connection to the sale of a 49.9% stake in the equity interests of Eni’s subsidiaries managing the TTPC/Transmed pipelines and the relevant transportation rights of natural gas volumes imported from Algeria following the agreement with Snam SpA.

REVENUES

Total revenues amounted to €47,190 million, down 27% from the first half of 2022.

Eni’s sales from operations in the first half of 2023 (€46,776 million), reflecting the effect of the downward trend in all energy commodities (the Brent price decreased from 108 $/bbl in the first half of 2022 to 80 $/bbl in the first half of 2023; natural gas spot prices in Italy and Europe reported a decrease of approximately 50%) as well as the exceptional demand dynamic reported in the first half of 2022. The Chemicals business segment was impacted by low dynamism in European demand and strong pressure from geographies with competitive cost structure. The refining business was affected by lower crack spread of products and planned turnaround activity, partly offset by still generally favourable market conditions thanks to the positive trend in fuel demand partly offset.

operatiNG EXPENSES

Operating expenses in the first half of 2023 (€38,707 million) decreased by €9,888 million from the first half of 2022.

Purchases, services and other (€37,107 million) decreased by €9,775 million from the same period of 2022, reflecting lower costs for hydrocarbon supplies (gas from long-term supply contracts and refinery and chemical feedstocks).

Payroll and related costs (€1,540 million) unchanged from the first half of 2022.

Finance income (expense)

Net finance expense (€243 million) decreased €285 million from the first half of 2022 mainly due to: (i) expense related to net borrowings reducing by €290 million, partly offset by the negative change recognized in fair value evaluation of certain derivative instruments on interest rates (€41 million) which did not meet the formal criteria to be designated as hedges under IFRS 9; (ii) recognition of higher losses on exchange rate (down €76 million) offset by the positive change of fair-valued currency derivatives (up €119 million) lacking the formal criteria to be designated as hedges under IFRS 9.

Net income (expense) from investments

Net income from investments amounted to €1,606 million, barely unchanged compared to the same period of 2022 (up €97 million) and related to: 

- gains from equity-accounted investments (€691 million) mainly relating to the share profit of the Vår Energi, Azule Energy and ADNOC Refinery; 

- dividends of €92 million paid by minor investments in certain entities which were designated at fair value through OCI under IFRS 9 except for dividends which are recorded through profit. These entities mainly comprised Nigeria LNG (€60 million) and Saudi European Petrochemical Co. (€19 million); 

- net gains (including the fair value evaluation of stake retained in the company) in connection to the sale of a 49.9% stake in the equity interests of Eni’s subsidiaries managing the TTPC/Transmed pipelines and the relevant transportation rights of natural gas volumes imported from Algeria following the agreement with Snam SpA (€824 million). 

SUMMARIZED GROUP BALANCE SHEET ¹