In July 2024 Eni agreed to talk exclusively with KKR about selling a minority stake in Enilive, its biorefining and mobility company. Three months later the two signed a deal for 25 percent. Four months after that, KKR bought another 5 percent. Each step put a fresh price on the same business, and Eni kept control at every one of them.
Key takeaways
- KKR agreed to acquire a 25 percent stake in Enilive, Eni's biorefining, biomethane and mobility subsidiary, in a deal Enerdatics records at $3,168 million, following definitive agreements signed in October 2024.
- The KKR investment in Enilive combines a $540 million capital increase reserved for KKR with the purchase of Enilive shares from Eni for $2.6 billion, implying a post-money equity value of $12.6 billion for 100 percent of Enilive.
- KKR financed its Enilive purchase with a loan of about $1.62 billion from a bank consortium led by Ares Management, which provided $756.17 million of it, equal to roughly half of the $3,168 million deal value.
- In February 2025 KKR agreed to buy a further 5 percent of Enilive for $615.917 million, taking its holding to 30 percent, while Enilive remained under Eni's control and consolidation.
- Enilive expected pro forma EBITDA of $1.09 billion for 2024 and targets more than $1.7 billion by 2027, a 20 percent average annual growth rate.
What is Eni's satellite model?
It is a way of raising money for individual businesses inside Eni without selling them outright. Eni sets up a business as a standalone company, gives it a clear growth plan, and sells minority stakes to outside investors. The investors pay for growth. Eni keeps control and continues to consolidate the company in its own accounts.
Enilive is a natural candidate. It was set up in September 2023 and combines three things. It runs biorefineries in Venice and Gela that turn biogenic materials into hydrotreated vegetable oil, or HVO, a renewable diesel. It owns 22 biomethane plants in Italy. And it operates more than 5,000 filling stations across Europe. It also holds half of St. Bernard Renewables, a biorefinery in Louisiana run jointly with PBF Energy.
The growth plan is the reason investors would pay. Enilive aims to lift biorefining capacity from over 1.6 million tonnes a year to over 3 million tonnes by 2025, and above 5 million tonnes by 2030. Part of that growth is sustainable aviation fuel, or SAF, a jet fuel made from non-fossil feedstocks. In January 2024 Enilive signed a letter of intent with Ryanair for up to 100,000 tonnes of SAF between 2025 and 2030.
How did the price move from July to October?
It narrowed rather than moved. In July the two sides were negotiating over a 20 to 25 percent stake at a valuation between $12.5 billion and $13.6 billion. On that basis Enerdatics calculated the transaction at about $2.5 billion. The October agreement settled at the top of the stake range, 25 percent, and at a post-money equity value of $12.6 billion, near the bottom of the July valuation range.
The structure matters more than the headline. KKR is not only buying shares from Eni. About $540 million of its money goes into Enilive as new equity through a capital increase. The rest, $2.6 billion, goes to Eni for existing shares. Before completion, Eni also injected $540 million of its own into Enilive so that the company would be debt free. A post-money value is the company's value after new money has gone in, which is why the injection and the capital increase both count.
The effect is that Eni receives cash, Enilive receives growth capital, and the debt sits one level up, with KKR. Its roughly $1.62 billion loan from the Ares-led consortium covers around half of what KKR is paying.
What does the follow-on stake say about the first price?
It says KKR was willing to pay close to the same price twice. The October deal left room for Eni to sell up to 10 percent more to financial investors. In February 2025 KKR took 5 percent of that itself for $615.917 million. Leap's record of that second deal describes the original agreement as resting on a $12.31 billion equity valuation for 100 percent of Enilive. The $615.917 million paid for 5 percent works out at about $12.32 billion for the whole company, almost exactly the same basis.
That consistency is useful. A second purchase at the same valuation, four months after the first, suggests the buyer saw no reason to reprice the business in the interim. Enerdatics' review of investments, divestments and capital spending suggests Enilive's production capacity did not change significantly over that period. Enerdatics believes the extra stake was likely funded largely with debt, following the pattern of the first. The second transaction completed on 11 April 2025.
On the earnings side, the valuation can be read against two figures. Measured against expected 2024 pro forma EBITDA of $1.09 billion, the $12.6 billion post-money equity value works out at about 11.6 times. Measured against the $936.1 million of pro forma adjusted EBITDA reported for the twelve months to September 2024, the multiple is about 13.5 times. Against the 2027 target of more than $1.7 billion, it falls to about 7.4 times. The buyer is paying for the growth plan.
Enerdatics records nine European bio-fuel transactions announced in 2024 with a disclosed value, together worth about $4.35 billion. The KKR purchase of 25 percent of Enilive accounts for $3,168 million of that, about 73 percent. The next largest was Repsol's $340 million purchase of a 40 percent stake in a Spanish bio-fuel portfolio from Bunge. Most of the rest were biomethane deals between $18 million and $117 million, including Repsol's 40 percent of Genia Bioenergy and ENGIE's two Dutch biomethane plants.
What does the deal signal for European bio-fuel M&A?
It signals that large-cap capital is available for bio-fuels when it comes packaged as a growing, controlled platform rather than as single plants. The Enilive deal was almost ten times the size of the next European bio-fuel deal in 2024. That gap reflects the asset as much as the sector.
It also signals how majority owners can raise capital without ceding control. The satellite model let Eni bring in a financial partner at a valuation it could defend, collect cash, fund growth inside the subsidiary and keep the consolidation. For other oil and gas groups with biofuel or low-carbon units, Enilive is now a reference point for both structure and price.
The open question is execution. A multiple above eleven times current earnings depends on Enilive roughly doubling its biorefining capacity and delivering the SAF volumes it has signalled. The value KKR has paid, twice, is a bet on those plans landing on schedule.
Frequently asked questions
How much did KKR pay for its stake in Enilive? Enerdatics records the 25 percent stake at $3,168 million. It combines a $540 million capital increase for Enilive and $2.6 billion paid to Eni for existing shares. KKR later paid $615.917 million for a further 5 percent.
Does Eni still control Enilive? Yes. After KKR's second purchase took its holding to 30 percent, Enilive remained under Eni's control and consolidation.
How did KKR finance the Enilive acquisition? KKR secured about $1.62 billion from a consortium of banks led by Ares Management, which provided $756.17 million, to fund the purchase of the 25 percent stake.
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