IFM Investors seeks acquisition of 22.69% stakes in Naturgy Energy

Global fund manager IFM Investors seeks to make a partial voluntary tender offer for up to 220 million shares of about 22.69% stakes in the Naturgy Energy Group S.A through its IFM Global Infrastructure Fund for EUR5.06 billion (US$6.154 billion). 

Naturgy is a Spanish company that is engaged in the development of a diversified infrastructure portfolio across over 20 countries globally. The company invests in a renewable energy portfolio including wind, solar and hydroelectric.

The Offer price will be fully-paid in cash. The Offer price implies a premium of approximately:

• 19.7% on Naturgy’s trading price at the closing of the stock exchange on the date immediately prior to the date of the announcement (EUR 19.22 or US$23.11);
• 22.7% on the volume-weighted average trading price of Naturgy’s shares during the three-month term immediately prior to the date of the announcement (EUR 18.74 or US$22.67); and
• 28.9% on the volume-weighted average trading price of Naturgy’s shares during the six-month term immediately prior to the date of the announcement (EUR 17.84 or US$21.58).

The Offer price will be adjusted downwards if Naturgy pays or announces dividends, distributions, or similar remuneration prior to the Offer settlement.

IFM GIF will finance the majority of the transaction with equity commitments from its fund investors, with the remaining to be financed by an acquisition debt facility.