Gas Natural SDG, S.A., (BMAD: GAS) is one of the ten largest European energy multinationals and a leader in the vertical integration of gas and power in Spain and Latin America. It is also the largest global LNG operator in the Atlantic basin.
Following its recent merger with Unión Fenosa, the company operates in 23 countries around the world, and has over 20 million customers, 9 million of those in Spain. It has installed capacity of 17 GW.
The company's generating mix, which includes combined cycle gas turbines, hydro, nuclear, coal-fired and renewable energies, is rich and diversified both in Spain and in other countries, especially Mexico, where it has a total of 3,783 MW of installed capacity in combined cycle gas turbines.
Gas Natural is the leader in the Spanish gas distribution market, operating through 10 distribution companies across 13 autonomous communities, and two sales companies. The company is the third biggest operator in the Spanish electricity sector, with over 3.5 million customers, according to the National Energy Commission (CNE).
Gas Natural's contracts portfolio, which includes 25 bcm of gas, and its access to a further gas supply portfolio of 6.5 bcm make it one of the leading utility companies in Europe, strongly positioned in the gas business, conventional power generation and the integrated management of fuel supplies.
Chronology of an acquisition
30 July: GAS NATURAL signs an agreement with ACS to acquire its 45.3% holding in Unión Fenosa
31 July: The company reaches an agreement with 10 banks on the financing of the future purchase of 100% of Unión Fenosa.
5 August: Gas Natural completes purchase of 9.99% of Unión Fenosa from ACS.
18 September: The National Energy Commission (CNE) decides in a majority vote not to review the acquisition of Unión Fenosa under the provisions of Function 14.
12 February: The Spanish Competition Authority (CNC) approves the acquisition of Unión Fenosa, with divestment requirements that do not affect the outcome of the operation.
17 February: The Minister of Economy and Financial Affairs ratifies the decision of the CNC and decides not to refer the acquisition to the Council of Ministers.
26 February: Gas Natural completes the acquisition of ACS's remaining 35.32% of Unión Fenosa, obliging it to launch a public tender offer (OPA).
3 March: Gas Natural presents the OPA prospectus to the Spanish Securities Commission (CNMV).
4 March: Four new directors are appointed to Unión Fenosa's Board of Directors, representing Gas Natural, and Salvador Gabarró is named Chairman.
10 March: An Extraordinary Meeting of Shareholders of Gas Natural approves a capital increase through the issue of preferential subscription rights, increasing the company's own funds by 3.5 billion euros, to partially finance the acquisition of Unión Fenosa.
18 March: The CNMV authorises Gas Natural's OPA for Unión Fenosa and publishes the prospectus.
From 16 to 28 March: Subscription period for the capital increase. Gas Natural successfully completes the capital increase, which was fully subscribed, with a total of 447,343,331 new shares.
From 20 March to 14 April: Acceptance period for the OPA.
25 March: Unión Fenosa's Board of Directors issues a favourable report on the OPA and names five new directors representing Gas Natural.
15 April: Unión Fenosa is delisted from the IBEX-35 at the close of the acceptance period for Gas Natural's OPA.
16 April: The CNMV announces that the OPA for Unión Fenosa has been accepted by holders of 34.75% of the company's shares. Following completion of the offer, the execution of the financial instruments subscribed by a number of banking entities and of the purchase agreements referred to in the prospectus, Gas Natural now holds 95.22% of Unión Fenosa's shares.
23 April: Gas Natural appoints six new members to Unión Fenosa's Board of Directors and names Rafael Villaseca as its CEO. The power company's board approves the merger with Gas Natural.
24 April: The Gas Natural's Board approves the merger with Unión Fenosa.
19 May: Gas Natural's Board of Directors approves new organisational structure to be implemented following the merger, planned for September.
1 June: Gas Natural sells its 5% stake in Enagás.
3 June: Gas Natural announces the launch of OPAs for Unión Fenosa's Colombian subsidiaries Epsa and Cetsa.
26 June: Gas Natural's General Shareholders' Meeting is held in Barcelona. The merger is put to shareholders for approval.
29 June: Unión Fenosa's General Shareholders' Meeting is held in Madrid. The merger is put to shareholders for approval.
4 September: Gas Natural records the merger in the Barcelona Mercantile Register.
7 September: Gas Natural and Unión Fenosa complete the merger process. Shares in the new company are admitted to trading.
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