07/16/2024 – 14:39
Energy company Eneva announced on Tuesday, the 16th, the signing of a memorandum of understanding for the purchase of BTG bank’s stake in four thermoelectric plants. In addition, the company reported having hired BTG Pactual, Itaú BBA and Bradesco BBI to conduct a public offering of shares (follow-on). The initial proposed value is R$3.2 billion, with the possibility of an additional batch of shares, which would increase the value to up to R$4.2 billion.
The plants being acquired by Eneva are Tevisa, Povoação, Gera Maranhão and Linhares. In a material fact, the company says that the operations, if completed, offer synergies, efficiency gains and additional growth possibilities for the group.
The memorandum signed with BTG Holding provides for the full incorporation by Eneva of the thermal plants Tevisa (in Viana, ES) and Povoação (in Linhares, ES), for a total value of R$1.765 billion – corresponding to R$611 million from Tevisa and R$1.154 billion from Povoação. Tevisa has a total generation capacity of 212.1 MW, and Povoação, 74.9 MW.
In the case of Gera Maranhão (in Miranda do Norte, MA, with a generation capacity of 330 MW), the acquisition is of the 50% that BTG holds in the plant. The parties agreed that Eneva must pay the amount of R$285 million to the BTG Holding for the acquisition of the stake, as well as, if applicable, a contingent portion of the price in an amount that may reach R$126 million.
Under the terms of the current Gera Maranhão shareholders’ agreement, the remaining shareholders of that company have the right of first offer and tag along right with respect to the shares issued by Gera Maranhão held by Holding Participações. The Gera Maranhão price may be adjusted as a result of the results found in the ongoing audit of Gera Maranhão.
In the case of the Linhares thermal plant (also in Linhares, ES, with a generation capacity of up to 242 MW), the deal will be closed with the FIP BDIV fund, managed by BTG. Under the Memorandum of Understanding, the parties agreed that Eneva must pay the FIP the amount of R$206 million for the acquisition of the Linhares Debentures, “to be adjusted by the interest curve until the closing date”; and R$650 million for the acquisition of the Linhares Participation, “as well as, if applicable, a contingent portion of the price in an amount that may reach R$103 million, subject to the success in the anticipation of the capacity reserve contract and the potential re-contracting of the plant in the next capacity reserve auction”.
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