Enel Investment Holding, or EIH, a wholly owned subsidiary of Enel, and the European Bank for Reconstruction and Development, or EBRD, have signed an agreement for EIH to sell EBRD a minority stake of 4.1% in the Russian generation company OGK-5 for a consideration of about E175 million.
Following the mandatory public tender offer (PTO) it launched for the entire share capital of OGK-5, EIH currently owns 59.88% of that company. The price for the sale of the 4.1% holding to EBRD was determined on the basis of the same per share price offered in EIH’s PTO for OGK-5.
Following the sale of the stake in OGK-5 to EBRD, EIH will retain a holding of about 55.8% of OGK-5’s share capital, sufficient to ensure effective control over the company through the power to nominate the majority of the members of its board of directors.
Furthermore, the parties signed a shareholders’ agreement that confirms EIH’s commitment to transfer international best practices in environmental protection to OGK-5 and to apply corporate governance principles that safeguard the rights of OGK-5’s minority shareholders.