The Australian fund IFM launches a takeover bid on 22.69% of Naturgy for 5,060 million

The Australian fund IFM Global Infrastructure Fund, one of the world's investment giants, has informed Naturgy of its willingness to launch a partial takeover bid (takeover) targeting 22.69% of the energy group's shares for more than 5,000 million euros, as the Spanish energy multinational (formerly Gas Natural) announced to the National Securities Market Commission (CNMV) on Tuesday.

The offer, which will require, among other authorizations, the approval of the Government through the General Directorate of International Trade and Investments of the Ministry of Industry, Trade and Tourism, amounts to 23 euros per share, which will be paid in cash in full, as which implies a maximum consideration of 5,060 million.

This price implies a premium of 19.7% over the Naturgy price on Monday (19.22 euros), 22.7% with respect to the price of the last quarter (18.74 euros) and 28.9% with respect to to the last six months.

The offeror considers that this consideration meets the conditions to be considered a "fair price", which will be justified by a valuation report from an independent expert.

The CVC and GIP funds and the March family, which together control 41.3% of Naturgy's shares, "have obliged the Offeror not to accept the Offer."

GIP owns 20.6% of Naturgy and CVC and the Marches, another 20.7% that they acquired in 2018 from Repsol and which they control through a Luxembourg vehicle of which the British fund has 75% and the rest belongs to the Corporación Financiera Alba, of the multimillionaires of Majorcan origin.

The other reference shareholders of the Naturgy group are Criteria (Caixabank's investment holding), which owns 24.8%, and the Algerian Sonatrach (4.1%).

The effectiveness of the offer is subject to receiving the corresponding regulatory and competition authorizations, as well as reaching a minimum level of acceptance of at least 164,834,347 shares, equivalent to 17% of Naturgy's share capital.

The IFM fund, which will finance the majority of the acquisition through capital commitments from its investors and the rest through acquisition bank debt, will launch its takeover through companies based in Luxembourg and the Netherlands and controlled from the Cayman Islands.

With a presence in sectors such as the airport, infrastructure, ports or energy, IFM is one of the largest investment firms in the world and in recent years it has bought 49% of Aqualia, FCC's water treatment subsidiary, in Spain, and the former concessions subsidiary of the construction company OHL, renamed Aleatica.


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