The CNMV authorizes Siemens Energy's voluntary takeover bid for Siemens Gamesa

It will involve a disbursement of more than 4,000 million if it is accepted by 100% of the investors to whom it is addressed.

The CNMV authorizes Siemens Energy's voluntary takeover bid for Siemens Gamesa

It will involve a disbursement of more than 4,000 million if it is accepted by 100% of the investors to whom it is addressed

The National Securities Market Commission (CNMV) has authorized the voluntary takeover bid (OPA) launched by Siemens Energy for Siemens Gamesa, at a price of 18.05 euros per share and which would entail a disbursement of more than 4,000 million euros if it is accepted by all the investors to whom it is addressed.

After the settlement of the offer, Siemens Energy intends, if it reaches at least 75% of the capital, to promote the exclusion of the wind turbine manufacturer from the stock market, where it is currently listed as part of the Ibex 35.

Specifically, the supervisor has decided to authorize the takeover bid submitted on May 31st and admitted for processing on June 16th, understanding its terms to be adjusted to current regulations and considering the content of the explanatory brochure and its annexes to be sufficient, after the last modifications registered last November 2.

The offer is for 100% of the share capital of Siemens Gamesa Renewable Energy, made up of 681,143,382 shares, admitted to trading on the Madrid, Barcelona, ​​Bilbao and Valencia Stock Exchanges and included in the Stock Exchange Interconnection System, excluding a 67.07% of said shares that belong to the offeror and are immobilized.

Consequently, the offer is effectively extended to the acquisition of 224,291,499 shares of Siemens Gamesa Renewable Energy, representing 32.93% of its share capital.

The price of the offer is 18.05 euros per share and, although it is not precise because it is a voluntary offer, it is considered, according to the CNMV, "sufficiently justified" for the purposes of the provisions of article 130 of the text recast of the Securities Market Law and in articles 9 and 10 of Royal Decree 1066/2007, of July 27, on the regime of public offers for the acquisition of securities.

The CNMV, in its analysis, has taken into account in this regard the valuation report presented by the offeror and its update, which, applying the methods and rules of the Royal Decree, concludes with a value range in which the price of the offer.

In addition, the stock market supervisor has received external advice in this case, which in its analysis has concluded that its valuation range is in line with that of the mandatory report provided by the offeror.

ACCEPTANCE PERIOD

The period for accepting the offer is 36 calendar days and will begin on the trading day following the publication of the mandatory first public announcement, which Siemens Energy plans to make shortly.

The price of the Offer is justified by means of a valuation report issued by PricewaterhouseCoopers Asesores de Negocios as an independent expert, the Offer price being within the valuation range concluded by said independent expert.

RESULTS OF THE YEAR

Siemens Gamesa will present its results for fiscal year 2021-2022 this Thursday. Last September, the company announced that it will cut a total of 2,900 jobs worldwide, of which a total of 475 of them will affect Spain, within the framework of its 'Mistral' strategic program to achieve growth sustainable.

In recent years, the group has been impacted by market volatility and delays in the supply chain, as well as by internal challenges that have mainly affected the onshore segment (onshore wind).

Last August, the company shot up its losses in the first nine months of its fiscal year to 1,226 million euros, which is more than triple the 'red numbers' of 368 million euros that it had registered a year ago.

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