The IFM fund launches a takeover bid for 22.69% of Naturgy for 5,060 million euros

The Australian fund IFM Global Infrastructure, through the company Global InfraCo, has launched a takeover bid for 220 million Naturgy shares at a price of 23 euros per share -a premium of 19.7% over yesterday's closing price-, which implies a maximum amount of 5,060 million euros to be paid in cash.

The Luxembourg-based group has opted for a partial takeover bid for Naturgy. The offer, aimed at 22.69% of the capital, had not been requested by Naturgy's management, which was unaware of the proposal. It is the most important operation in the energy sector which is partly based on the interest of the funds in these companies. The bid comes at a time when Reynés is finalising the presentation of the group's strategic plan, which aims to take more relevant positions in renewable energies.

The takeover bid has the approval of the main shareholders of the energy company: La Caixa, CVC and GIP. As explained by the bidder to the Spanish National Securities Market Commission (CNMV), CVC, which together with the March group controls 20.7% of the energy company, and GIP (20.6%) have agreed not to participate in the bid.

Both shareholders have also agreed to "vote in favour and support resolutions at Naturgy's shareholders' meeting so that, as soon as possible after the bid, the composition of the board reflects a proportional representation of the share capital and IFM can appoint directors in accordance with this proportionality". The fund had applied to join the company's board of directors.

The Catalan financial institution (24%), which has been sent the same option, has not commented on the matter, but everything indicates that it will remain in the energy company. The takeover bid is focused, therefore, on buying shares of the minority shareholders who account for more than 35% of Naturgy's capital.

IFM has told the CNMV that, as an asset manager owned by Australian pension funds, its primary objective "is to achieve a sustainable long-term net return through investment in high quality, core infrastructure companies". It has a strong commitment to environmental sustainability and "a goal of achieving net zero emissions by 2050 across all its asset classes".

Analysts advise minority shareholders to take part in the takeover bid as the price offered is attractive, although they stress that the company is also attractive. This is the opinion of Bankinter and Renta 4. Renta 4 points out that the company is well oriented with the development of renewable projects, although it adds that it would be reasonable to accept the takeover bid.

The operation, however, will have to pass the filters of the CNMV, which could require the offer to be made for 100% of the capital, and the Government. The Executive has the power, as it has approved, to stop operations in strategic companies that have lost value due to the effect of the pandemic.