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Naturgy’s main shareholders not selling, although IFM bid is “reasonable” board says By Reuters


© Reuters. FILEPHOTO: On October 9th, 2018, the logo of Spanish energy firm “Naturgy” can be seen at its Madrid, Spain headquarters. REUTERS/Sergio Perez/File Photo

By Jesús Aguado

MADRID (Reuters) – Naturgy said on Friday its main shareholders will not tender their shares, although its board considers the 4.9 billion euros ($5.76 billion) bid from the Australian fund IFM to acquire a 22.69% stake in the Spanish energy group to be reasonable.

Although the bid must secure at least 17% of the Spanish energy company, IFM stated in its prospectus last week that it may lower the threshold to 10%.

Naturgy has 67% ownership by its three major shareholders.

In a filing, the energy company stated that the proposed price was reasonable from both a financial and current perspective. However, it said that it needed to assess whether the impact of the proposal on corporate governance would be significant. It did not give any further details.

IFM filed a prospectus last week stating that it would appoint two members to the board without adding any more executives to Naturgy’s current board.

IFM now offers 22.07 euro per share after removing dividend payments. This is a decrease from the original 23 euro per share offer. On Friday, shares in Naturgy were closed at 21.59 euros.

Sources familiar with the situation said that Naturgy shares closed Friday at 21.590 euros.

Criteria currently owns almost 26% of the energy group. Private equity funds CVC, GIP, and 20.64% respectively are Naturgy’s major shareholders.

The foundation of the former savings bank La Caixa owns 100% of Criteria (the main shareholder in Caixabank).

The offer is open to Naturgy shareholders until 8 October.

Naturgy, in its file to the supervisor, also stated that the government’s measures this week to transfer billions of dollars from the industry to consumers, could negatively impact its shares, just like Endesa and Iberdrola.

IFM did not respond to requests for comment.

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