- Enel has entered into two transactions with a financial institution to increase its current 51.8% shareholding in Enel Americas by up to 5% in line with its announced objective to buy out minorities in South America
Rome, October 16th, 2018 – Enel S.p.A. (“Enel”) has entered into two share swap transactions (the “Swap Transactions”) with a financial institution to increase its equity stake in its listed Chilean subsidiary Enel Américas S.A. (“Enel Américas”). Based on these Swap Transactions, Enel may acquire, on dates that are expected to occur no later than the fourth quarter of 2019:
- up to 1,895,936,970 shares of Enel Américas’ common stock, and
- up to 19,533,894 of Enel Américas’ American Depositary Shares (“ADSs”), each representing 50 shares of Enel Americas’ common stock.
All of the above shares total up to 5.0% of Enel Américas’ entire stock capital.
The number of shares of Enel Américas’ common stock and Enel Américas’ ADSs actually acquired by Enel pursuant to the Swap Transactions will depend on the ability of such financial institution to establish its hedge positions with respect to the Swap Transactions.
The amount payable for any shares of Enel Américas’ common stock acquired will be based on the prices at which such financial institution establishes its hedge with respect to the corresponding Swap Transaction. The amount payable for any of Enel Américas’ ADSs acquired will be based on the observable volume-weighted average prices of Enel Américas’ ADSs (as defined “VWAP”) during the period in which such financial institution establishes its hedge with respect to the corresponding Swap Transaction.
Prior to settlement, Enel will not have any right to dispose of or vote any shares of Enel Américas’ common stock or Enel Américas’ ADSs acquired or held by such financial institution as a hedge in connection with the corresponding Swap Transaction.
Enel’s payment obligations under the Swap Transactions will be funded through internal cash flow generation.
These acquisitions are in line with Enel Group’s 2018-2020 Strategic Plan announced to the markets, which remains focused on the buyout of minorities in South America.
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.