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TRANSACTION SIZE. The Board of Directors authorizes offering a minimum of 15% and a maximum of 25% of its renewable business, plus the green shoe
These materials are not an offer for sale of securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) and may not be sold in the United States absent registration or an exemption from registration under the Securities Act.
ACCIONA announced today that the non-binding price range for the initial public offering (IPO) of ACCIONA Energía, a leading 100% renewable energy company, will be set between €26.73 and €29.76 per share. In addition, in a communication to the Spanish Securities and Exchange Commission (CNMV), ACCIONA has informed that its Board of Directors has authorized the placement of a minimum of 15% and a maximum of 25% of the share capital of ACCIONA Energía.
The non-binding price range of the IPO, as determined, results in an equity value of ACCIONA Energía between €8.8 billion and €9.8 billion on listing and an enterprise value between €11.9 billion and €12.9 billion. The IPO may be increased by the granting by Acciona to the joint global coordinators of a call option (green shoe) representing between 10% and 15% of the shares initially offered, in order to cover eventual over-allotments.
As a result, ACCIONA provides the IPO a flexible framework to optimize its market value and, at the same time, to attract and select investors that share the company's long-term business plan and ESG vision. In addition, ACCIONA Energía has secured, ahead of the IPO, the appropriate financial structure to develop its growth strategy as an independent company.
The IPO, addressed to qualified investors, will be carried out through the placement by ACCIONA of ordinary shares of its subsidiary, under the terms and conditions set forth in the prospectus to be submitted to the CNMV. ACCIONA Energía, which will be listed under the ticker symbol "ANE", will apply for admission to negotiation on the Madrid, Barcelona, Bilbao and Valencia Stock Exchanges for trading through the Automated Quotation System.
This announcement is neither a prospectus nor a prospectus equivalent document nor an offer to sell or a solicitation of any offer to buy any securities of Corporación Acciona Energías Renovables, S.A.U. (the “Company”) in such jurisdictions where such offer or sale would be unlawful. Investors should not purchase, sell or otherwise dispose of any securities referred to in this document except on the basis of information in, or incorporated by reference to, the prospectus to be registered with, and approved by, the Spanish National Securities Market Commission (Comisión Nacional del Mercado de Valores, the “CNMV”), that is to be made available at the Company’s registered offices and published on the websites of the Company and the CNMV in connection with the proposed initial public offering of ordinary shares (the “Shares”) of the Company (the “Offering”).
The sale of the Shares in the Offering is subject to specific legal and regulatory restrictions in certain jurisdictions. The Company assumes no responsibility in the event there is a violation by any person of such restrictions.
The Company has not authorized any offer to the public of securities in the United Kingdom or in any Member State of the European Economic Area.
In any Member State of the European Economic Area, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of Regulation (EU) 2017/1129 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market.
In the United Kingdom, this communication is only being distributed to, and is only directed at, and any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, “qualified investors” (as defined in section 86(7) of the Financial Services and Markets Act 2000) (i) who are persons having professional experience in matters relating to investments who fall within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”); or (ii) who are high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”). Persons in the United Kingdom who are not relevant persons should not take any action on the basis of this communication and should not act or rely on it.
Any securities referred to herein have not been and will not be registered under the Securities Act, and may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States.