EPH has signed an agreement to acquire Enel’s stake in Slovenské elektrárne
18. 12. 2024
Energetický a průmyslový holding, a.s. (“EPH”) announces that it has signed an agreement (the “Agreement”) with Enel Produzione S.p.A. (“Enel Produzione” and together with its subsidiaries, the “Enel Group”) to acquire the 50% stake in Slovak Power Holding BV (“SPH”) currently owned by Enel Produzione. SPH owns a 66% stake in Slovenské elektrárne, a.s. (“Slovenské elektrárne”). This transaction will be executed in connection with the early call option of EPH.
The Agreement formalizes the option for EPH to acquire the stake under the early call option, introduced in 2020 as part of amendments to the original contract signed on December 18, 2015, between EPH and Enel Produzione, which has since then been several times updated. The original contract outlined the phased sale of 100% of SPH’s share capital to EPH. The first phase was completed on July 28, 2016, when EPH acquired 50% of SPH’s share capital from Enel Produzione. The remaining 50% of SPH’s share capital is expected to transfer upon the closing of the second phase.
“Slovenské elektrárne perfectly complement EPH’s generation portfolio, being a zero-emission electricity producer. From a management perspective, our focus remains unchanged; our priority now is completing the fourth unit of the Mochovce nuclear power plant,” stated Jan Špringl, a member of EPH’s board of directors.
Under the terms of the Agreement, the total consideration for the acquisition of 100% of SPH’s share capital amounts to 150 million euros, already paid by EPH during the completion of the first phase of the sale.
Additionally, the Agreement stipulates that EPH will guarantee the repayment of credit facilities provided by the Enel Group to Slovenské elektrárne prior to the transaction closing. These credit facilities total up to 970 million euros, along with unpaid accrued interest, which amounted to 158 million euros as of November 30, 2024. Upon the closing of the transaction, all remaining financial commitments of the Enel Group towards SPH and Slovenské elektrárne will expire.
The closing of the transaction, expected in the first half of 2025, is subject to regulatory conditions, including approval from the relevant antitrust authority and the European Commission under the Foreign Subsidies Regulation (Regulation (EU) 2022/2560), and other customary closing conditions.
Slovenské elektrárne is the largest electricity producer in Slovakia and generated a total of 21.66 terawatt-hours of electricity in 2023. The net electricity supply from Slovenské elektrárne amounted to 19.57 terawatt-hours in 2023. After shutting down the last coal-fired power plant in Vojany in 1Q24, Slovenské elektrárne now produces electricity from purely carbon free sources as it operates nuclear, hydro and solar power plants.
Energetický a průmyslový holding, a.s., is the guarantor of the following outstanding notes:
(i) EUR 600,000,000 6.651% guaranteed notes due 2028, ISIN: XS2716891440; and
(ii) EUR 500,000,000 5.875% guaranteed notes due 2029, ISIN: XS2822505439,
issued by EPH Financing International, a.s., and admitted to trading on the regulated market of Euronext Dublin; and
(iii) CZK 7,500,000,000 4.50% guaranteed notes due 2025, ISIN: CZ0003524464; and
(iv) CZK 2,400,000,000 8.00% guaranteed notes due 2027, ISIN: CZ0003542102,
issued by EPH Financing CZ, a.s., and admitted to trading on the regulated market of the Prague Stock Exchange.
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This communication contains certain forward-looking statements with respect to the financial condition, results of operations and business of the EPH Group. These forward-looking statements may be identified by the use of forward-looking terminology, including the terms “believes”, “estimates”, “plans”, “projects”, “anticipates”, “expects”, “intends”, “targets”, “may”, “aims”, “likely”, “would”, “could”, “can have”, “will” or “should” or, in each case, their negative or other variations or comparable terminology. Forward-looking statements may and often do differ materially from actual results. The EPH Group’s business is subject to a number of risks and uncertainties that could also cause a forward-looking statement, estimate or prediction to differ materially from those expressed or implied by the forward- looking statements contained in this communication. The information, opinions and forward-looking statements contained in this communication speak only as at its date and are subject to change without notice. As a result, undue influence should not be placed on any forward-looking statement.
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