The multinational Spanish power company, which has already reached an agreement with owners of 54.19% of the share capital of Compañía General de Electricidad, S.A. (CGE) in Chile to undertake a takeover bid to said effect, is entering into the largest international acquisition project in its history.

  • GAS NATURAL FENOSA will launch a takeover bid for 100% of the share capital at a price of 4,700 Chilean Pesos per share in the largest takeover bid in the history of this country.
  • By means of this acquisition, the Spanish group will enter the energy market in Chile and strengthen its presence in Latin America with over 2.5 million customers and electricity distribution to 40% of the Chilean market. Furthermore, CGE is the leading high-voltage network operator in Chile through its affiliate TRANSNET, distributes LPG in Chile and Colombia through GASCO and distributes natural gas in Chile through METROGAS.
  • The operation reflects the internationalisation and growth targets set by GAS NATURAL FENOSA for its energy distribution business in countries with the potential to develop electricity generation activities and will enable synergies to be created in the midstream gas business, in line with the 2013-2015 Strategic Plan and the goal to strengthen and consolidate its position in Latin America.

GAS NATURAL FENOSA and the majority shareholders of the Chilean company Compañía General de Electricidad, S.A. (CGE) - made up by Grupo Familia Marín, Grupo Almería and Grupo Familia Pérez Cruz (representing approximately 54.19% of the share capital) - have signed a Purchase Commitment Contract under which the multinational Spanish power company undertakes to launch a takeover bid for the total share capital of CGE and the vendors irrevocably undertake to sell their shares within the framework of said takeover bid.

The bid - which is being made for 100% of the shares in CGE at a cash price of 4,700 Chilean Pesos per share and subject to the usual terms and conditions for this type of operation, among others - is expected to close during the second fortnight of November.

If acceptance is obtained for the sale of 100% of the shares, the purchase will imply a disbursement of approximately 2.6 billion euros. The total size of the operation, including the consolidated debt of CGE and the minority stakes in its affiliates, amounts to approximately 6 billion euros.

The acquisition by GAS NATURAL FENOSA will represent the largest international purchase operation undertaken by the multinational Spanish power company in its history and also the largest purchase of a utility company in Latin America.

Entering a key energy market

This operation represents a key strategic milestone for GAS NATURAL FENOSA because it will enable the company to enter the Chilean energy market in a leading position by taking over the top electricity and gas distribution company in the country, which has over 2.5 million customers and distributes electricity to 40% of the Chilean market, including part of the capital - Santiago.

By acquiring CGE, the multinational Spanish power company will be active in the energy sector of seven of the nine largest urban areas in Latin America and five of the main capitals on the continent (Bogota, Buenos Aires, Mexico City, Rio de Janeiro and Santiago).

The operation represents another step towards meeting the growth targets set by the GAS NATURAL FENOSA Strategic Plan, as it strengthens its position in the Latin American gas and electricity distribution market.

From a financial point of view, the operation will not affect the sound financial position of the company and will accelerate compliance with the targets set in the 2013-2015 Strategic Plan by providing assets and business of a high quality.

About Grupo CGE

Compañía General de Electricidad, S.A. (CGE) is the lead company of one of the most important integrated energy groups in the country. Almost all its activity is concentrated in the electricity and gas sector in Chile (from Arica to Puerto Williams), Argentina (in four provinces) and Colombia (26 of the 32 districts in the liquefied gas distribution sector).

In the electricity market, the company is responsible for the distribution of 40% of all electricity and meets the demands of 43% of all consumers in Chile with over 2.5 million customers. It is also the leading high-voltage network operator with a market share of 35% and over 3,400 kilometres of power lines.

Furthermore, it holds a direct stake in GASCO - one of the three main LPG distributors with a market share of 27% - and METROGAS - the main gas distributor in the country with over 580,000 customers. It also ensures a sound position in the liquefied natural gas (LNG) market through its stake in the Quintero terminal.

CGE posted a 2013 EBITDA of 743 million dollars, of which 96% corresponds to its activity in the Chilean energy market.

About GAS NATURAL FENOSA

GAS NATURAL FENOSA is one of the leading multinational companies in the gas and electricity sector. The company operates in more than 25 countries, has more than 20 million customers and has 15.4 GW of installed power. It is the largest integrated gas and electricity company in Spain and Latin America, leading the natural gas sales market on the Iberian Peninsula, and is the biggest distributor of natural gas in Latin America. With a fleet of 9 LNG tankers, it is a key company for LNG/NG in the Atlantic and Mediterranean basins, where it operates 30 bcm.

The company closed the 2013 financial year with an EBITDA of 5.09 billion euros and a sound position in the international gas supply and marketing sector.


Barcelona, 12 October 2014.

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