Rome, 1 April 2009 Today Enel Distribuzione SpA (Enel Distribuzione) sold the entire share capital of Enel Linee Alta Tensione Srl (ELAT) to Terna SpA (Terna), pursuant to the sale agreement ("Agreement") signed between Enel SpA ("Enel"), Enel Distribuzione and Terna on 19 December 2008. Enel Distribuzione contributed a business unit consisting of high voltage lines and the related contracts to ELAT effective 1 January 2009.
The contributed business unit consists of a 18,583 Km network of high voltage power lines ("HV lines"), mainly 132 and 150 kilovolt, as well as the related contracts. The purchase price of 1,152 million euros was paid in full at the time of closing and will be subject to an adjustment based on changes in the shareholders equity of ELAT on the date of sale.
This transactions falls under the Enel Groups programme to optimize its equity investments, a programme recently confirmed in the guidelines of the Groups 2009-2013 Strategic Plan. The transaction will increase Ternas grid by 43% in terms of total kilometres and 18% in terms of its Regulated Asset Base (RAB), as well as positively impact Terna Groups financial statements starting from the first year of consolidation.
The closing of the transaction occurred once all the conditions of the Agreement were met, in particular, receipt of clearance from the Antitrust Authority, incorporation of the HV lines sold into the National Transmission Grid by the competent authorities, and adoption of a measure by which the Regulatory Authority for Electricity and Gas (AEEG) recognized Ternas right to tariff revenues for the business unit in question.
Leonardo & Co., Mediobanca and Banca IMI served as independent advisors to Enel Distribuzione to evaluate the fairness of the price agreed for the sale of the entire stake in ELAT, whereas Terna availed itself of the services of Goldman Sachs and J.P. Morgan.
Taking into account of the special nature of the transaction, which qualifies for Terna as a significant transaction with related parties, under the terms of law and regulations in force, Terna itself will publicly disclose the relevant information as foreseen by Articles 71 and 71-bis of Consob Regulation n. 11971/1999.
For the dissemination to the public and the storage of regulated information made available to the public, Enel S.p.A. has decided to use respectively the platforms “eMarket SDIR” and “eMarket Storage”, both available at the address www.emarketstorage.com and managed by Spafid Connect S.p.A. with registered office in Milan, at Foro Buonaparte, 10. The aforementioned services are authorized by Consob (resolution No.19878 of February 15th, 2017, related to the mechanism for the dissemination to the public of regulated information “eMarket SDIR” and resolution No. 19879 of February 15th, 2017, related to the mechanism for the central storage of regulated information “eMarket Storage”).
From May 19th 2014 to June 30th 2015, Enel S.p.A. used the authorized mechanism for the storage of regulated information denominated “1Info”, available at the address www.1info.it, managed by Computershare S.p.A. with registered office in Milan and authorized by Consob with resolution No. 18852 of April 9th, 2014.