Enel Produzione S.p.A.’s Acquisition Of ERG Hydro S.r.l.

IN BRIEF: Deloitte Tax & Legal, DLA Piper, Hogan Lovells, advised on the matter.

In the transaction, Enel Produzione S.p.A. was assisted by Deloitte Financial Advisory S.r.l., Tax and Corporate Firm – Deloitte and Hogan Lovells, while DLA Piper worked alongside ERG.

Enel Produzione S.p.A., a subsidiary of Enel S.p.A., has concluded with ERG Power Generation S.p.A. (company wholly owned by ERG S.p.A.) an agreement with for the acquisition of the entire capital of ERG Hydro S.r.l.

The agreement provides for the recognition of a consideration of 1,039 million euros for an enterprise value of 1,000 million euros.

The completion of the transaction is expected at the beginning of 2022 and is subject to the fulfillment of certain conditions precedent in line with normal market practices for this type of transaction, including the release of the authorization by the competent Antitrust Authority and the positive completion of the golden power procedure at the Presidency of the Council of Ministers.

In line with the Group’s Strategic Plan, the transaction contributes to increasing Enel’s renewable installed capacity in Italy, through the achievement of approximately 13 GW of installed hydroelectric capacity, for an overall renewable capacity, including geothermal, wind and photovoltaic capacity. equal to approximately 14.5 GW.

The portfolio of assets acquired consists, in particular, of an integrated system for the production of hydroelectric energy that extends between Umbria, Lazio and Marche and is characterized by 19 hydroelectric plants, 7 mini-hydro plants, 7 dams, 4 basins (corresponding in Salto, Turano, Corbara and Piediluco) and a pumping station, for an efficient power of 527 MW.

In the operation Enel Produzione S.p.A. was advised by Deloitte Financial Advisory S.r.l. and Studio Tributario e Societario – Deloitte who jointly played the role of financial and tax advisor with a multidisciplinary team coordinated, on the financial side, by Marco Vulpiani (Equity Partner) and Luca Petroni (Equity Partner) with the support of Mariapia Tummolo ( Senior Manager); from a fiscal point of view, otherwise, the team was coordinated by Riccardo Gabrielli (Equity Partner) and Antonio Piciocchi (Equity Partner) and made up of Alessandro Fasolino (Partner), Silvia di Florio (Director) and Sofia Di Cave (Manager).

The Hogan Lovells team that assisted Enel was coordinated by the country managing partner Luca Picone with the corporate associate Francesco De Michele. The team is composed of the partner Francesca Angeloni and the senior associate Emanuela Cocco for administrative law aspects, the partner Sabrina Borocci and the senior associate Aurora Muselli for antitrust matters and the partner Vittorio Moresco with the senior associate Fabrizio Grillo for the aspects of labor law.

DLA Piper assisted ERG with a multidisciplinary team led by Francesco Novelli, Senior Independent Counsel, and coordinated by partner Giulio Maroncelli and lawyer Fabio Lenzini. The team is made up of the lawyer Alessandro Nociti and Simone D’Ettorre for corporate aspects; by partner Domenico Gullo and by lawyer Matteo Bozzo for Antitrust matters; by the partner Germana Cassar and by the lawyers Alessia Marconi and Mattia Malinverni for the Regulatory aspects; by partner Fabrizio Morelli for Employment aspects.

Involved fees earner: Sofia Di Cave – Deloitte Tax & Legal; Silvia Di Florio – Deloitte Tax & Legal; Alessandro Fasolino – Deloitte Tax & Legal; Riccardo Gabrielli – Deloitte Tax & Legal; Luca Petroni – Deloitte Tax & Legal; Antonio Piciocchi – Deloitte Tax & Legal; Mariapia Tummolo – Deloitte Tax & Legal; Marco Vulpiani – Deloitte Tax & Legal; Matteo Bozzo – DLA Piper; Germana Cassar – DLA Piper; Simone D’Ettorre – DLA Piper; Domenico Gullo – DLA Piper; Fabio Lenzini – DLA Piper; Mattia Malinverni – DLA Piper; Alessia Marconi – DLA Piper; Giulio Maroncelli – DLA Piper; Fabrizio Morelli – DLA Piper; Alessandro Nociti – DLA Piper; Francesco Novelli – DLA Piper; Francesca Angeloni – Hogan Lovells; Sabrina Borocci – Hogan Lovells; Emanuela Cocco – Hogan Lovells; Francesco De Michele – Hogan Lovells; Fabrizio Grillo – Hogan Lovells; Vittorio Moresco – Hogan Lovells; Aurora Muselli – Hogan Lovells; Luca Picone – Hogan Lovells;

Law Firms: Deloitte Tax & Legal; DLA Piper; Hogan Lovells;

Clients: Enel Produzione S.p.A.; ERG Power Generation;

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