Enel to increase its stake in Enel Americas by up to 5%
Enel S.p.A. has entered into two share swap transactions with a financial institution to increase its equity stake in its listed Chilean subsidiary 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.