CriteriaCaixa and Taqa consider negotiations over Naturgy broken

La Caixa will explore new options to secure the industrial project and reorganize the energy company’s shareholding structure

10 ()

CriteriaCaixa and the Emirati Taqa have ended their talks for a possible cooperation pact in Naturgy “without any agreement having been reached”, as reported by La Caixa’s investment vehicle to the National Securities Market Commission (CNMV).

In this way, almost two months after Taqa announced that it was holding negotiations with CriteriaCaixa, Naturgy’s first shareholder, to articulate what was going to be an agreement for the control of the first gas company and third largest electricity company in Spain, to give up the shareholding to the CVC and GIP funds, the operation is concluded.

However, CriteriaCaixa indicated that it will continue to “explore alternatives” that will allow it to secure Naturgy’s industrial project and accelerate its growth, through options that give stability to the company’s shareholders, and that allow it to “maintain its position as a leading Spanish partner in the company”.

In addition, La Caixa’s investment vehicle reiterated its commitment as a “long-term investor” to the industrial project of Naturgy, of which it has been the largest shareholder for decades, and reaffirmed its “will to defend the interests of the energy company with the purpose of contributing to keeping the company listed in Spain, ensuring an industrial plan consistent with the energy transition, as well as maintaining the security of energy supply to Spain.”

As ‘El Mundo’ reported this Monday, the board of directors of Taqa decided to abandon the takeover bid for Naturgy, thus leaving the operation for the Spanish company completely buried.

Sources familiar with the decision told Europa Press that the negotiations ended up breaking down due to the “impossibility” of reaching an agreement between both parties on an agreement regarding the distribution of governance in Naturgy, rather than due to possible discrepancies regarding the final price. of the takeover bid, which had been negotiated at around 27 euros per share.

In fact, although some of the funds had expressed disagreement with the proposed price, market sources indicated that they had “never raised doubts” about this price.

On April 17, the Emirati company confirmed that it was holding talks with CriteriaCaixa regarding “a possible cooperation pact related to Naturgy”, as well as with the CVC and GIP funds regarding “the possible acquisition of its shares” in the energy company, although stressed that no agreement had yet been reached” and that there was “no guarantee” that any operation would be implemented nor certainty as to the terms under which, if any, it could be carried out.”

Specifically, in the possible acquisition, its articulation through a public acquisition offer for the entire capital of Naturgy was studied.

The landing of the group controlled by the Government of the United Arab Emirates in Naturgy was presented as a solution for the exit of the shareholders of CVC and GIP, which own more than 20%.

In the case of these last two shareholders, once the maturity period of their investments that entered in 2019 and 2016, respectively, had expired, they were willing to sell if a good offer arose.

The other large shareholder of the energy company is the Australian fund IFM, which has a 15% stake in Naturgy, and which had always shown its desire to remain in the capital long-term.

IFM, WILLING TO A LONG-TERM AGREEMENT WITH CRITERIA.

Once the Emirati Taqa option has been derailed, the Australian fund IFM, which controls 15% of Naturgy, would be willing to enter into a long-term pact with Criteria to reinforce the company’s stability.

IFM ‘pushed’ in its takeover bid for Naturgy launched in 2021 and had to settle for 10.8% of the energy company compared to the range of between 17% and 22.69% to which it aspired. Despite this, this pension fund, which from the beginning defined itself as a long-term investor in the energy company, did not give up its efforts and continued buying shares outside the takeover bid until it reached 15%.

The fund, represented on the Naturgy board by Jaime Siles, has always described its participation in the company as strategic and long-term.

Market sources indicated to Europa Press that Naturgy could have seen its project reinforced from 2021 if the Government and Criteria had been able to see IFM as a strategic partner whose intention is to strengthen the stability of the company.

“IFM has always been open to a long-term pact with Criteria because they share a vision for the company,” these sources noted.