ELEQ: International Endesa: Result of Tender Offer
UK Regulatory Announcement
Pursuant to articles 9 and 10, paragraph 2 of the Securities Market Law
18,045, as well as regarding provisions of General Norm 346 of the
Superintendence, and duly authorized, I hereby inform you of the following
Within the framework of Enersis S.A.’s (the “Offeror”) voluntary public offer
to acquire shares of its subsidiary, Companhia Energético do Ceará – COELCE
(“Coelce”), an auction has been made today to acquire the shares of all series
issued by the latter company in circulation in the market.
During the auction, Enersis did not raise the offered price as it believed
that the premium offered was adequate and convenient for the corporate
interests of the company. The result of the auction for each share series of
Coelce is as follows:
I.- Ordinary Shares: Enersis acquired 2,964,650 ordinary shares representing
over two thirds of the available free float of this series, which corresponds
to 6.17% of the total shares of this series and represents 3.81% of Coelce’s
total issued shares.
II.- Class A Preferred Shares: Not having exceeded two thirds of the available
free float of this series, Enersis acquired one third of the shares of this
series, for which the shareholders of this series accepted the offer and sold
to the Offeror their respective pro rate participations, amounting to
8,818,006 Class A preferred shares, which corresponds to 31.21% of the total
shares of this series and represents 11.33% of Coelce’s total issued shares.
III.- Class B Preferred Shares: Enersis acquired 424 Class B preferred shares,
representing less than a one third of the of the available free float of this
series, which corresponds to 0.03% of the total shares of this series and
represents 0.00054% of Coelce’s total issued shares.
As a result of the auction, Enersis acquired, 2,964,650 ordinary shares,
8,818,006 Class A preferred shares, and 424 Class B preferred shares at a cost
of R$49 per share. This represents a disbursement of approximately Ch$132,340
million, equivalent to USD 242 million considering an exchange rate of
Ch$546.99 per dollar. The payment will be made on February 20, 2014
(“Settlement Date”) in the currency of the Federal Republic of Brazil and
within the terms communicated to the market in the significant event dated
January 14, 2014.
Thus, in the process of use of the proceeds of the capital increase approved
in 2012, Enersis has increased its shareholding in its subsidiary Coelce by
15.13%, increasing it total ownership to 74.00% (directly and indirectly) of
the company’s total issued shares, distributed as follows: 47,026,083 ordinary
shares, 10,588,006 Class A preferred shares and 424 Class B preferred shares.
Having exceeded two thirds of the Coelce’s ordinary share available free
float, Enersis will extend the term of the offer for that series for an
additional three months from today, in accordance with the applicable
legislation, so that those shareholders who have not accepted the offer can
sell their holdings within that time at the final acquisition price of R$49
per shares, adjusted by the Selic rate and calculated pro rata from the
Settlement Date until the effective payment date, under the terms of CVM
Instruction 361/ 02. The term for the Offeror to pay to the shareholders that
accept to sell their shares during this period, will be 15 consecutive days
from the date on which the respective shareholder exercises this right. Any
shareholder holding Coelce´s ordinary shares that wishes to sell their shares
in the above terms should send a communication addressed to Isabel Regina
Alcántara, making reference to the Voluntary Public Offering for the
Acquisition of Shares made by Enersis, at Padre Valdevino N° 150, 60.135-040,
Forteleza, CE. In this communication, the shareholder must state the number of
ordinary shares that they intend to sell. The sale procedure of the ordinary
shares sale of Coelce in the terms referred to will be detailed on the web
site of Enersis www.enersis.cl and the web site of its subsidiary Coelce
www.coelce.com.br/ri/htm in the link “OPA Enersis”.
The acquisition of the Coelce shares has no effect on the comprehensive
statement or results of Enersis as it is a purchase of an already-controlled
participation, and does not modify the amounts of assets and liabilities of
Coelce recorded in the consolidated financial statements of Enersis. The
effects of this increased participation for Enersis will begin to be reflected
in the income statement of the parent company from this moment.
Madrid, 18 February 2014
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