UPDATE: A2A Board To Meet Monday To Examine Possible EdF Deal-Sources
01 November 2011 - 3:33AM
Dow Jones News
Edison SpA (EDN.MI) shareholder A2A SpA (A2A.MI) will hold a
management board meeting at 1700 GMT Monday to examine the outlines
of an agreement that could give Electricite de France SA (EDF.FR)
control of Edison SpA's (EDN.MI), said people familiar with the
situation.
While an announcement of a final deal was possible, the most
likely outcome Monday appeared to be an agreement by both sides to
extend the negotiations for another month to allow the giant French
company and the small Italian utility more time to iron out
details, according to people familiar with the matter. A key
shareholder pact expires Oct. 31, necessitating action today. The
two sides have already extended the pact twice this year.
Seizing strategic control of Edison has been a priority for
state-controlled EDF, which is looking to diversify from its
nuclear-heavy portfolio with the natural gas-rich Edison asset.
However, Italian government officials have previously resisted
granting the French company control, and the controversy has
spurred talks between French and Italian corporate and government
leaders in recent months.
Late last week, A2A and EDF issued statements saying:
"Constructive proposals were made by all parties to design an
agreement that will be presented to the relevant corporate bodies."
The statements gave no details.
EDF declined comment Monday.
EDF presently holds about 50% of Edison directly and indirectly,
but the French giant has been pushing for more direct control
following a series of costly natural gas contracts that have marred
Edison's financial performance.
Edison is 61.3% held by Transalpina di Energia, itself 50% held
by EDF and 50% by Italian shareholders Delmi, which in turn is led
by A2A.
According to a person familiar with A2A's thinking, the
agreement calls for EDF to acquire Italian-controlled stake in
Transalpina within three years' time at market price, or, possibly,
by swapping some of EDF's generating assets in Italy. The deal
would eliminate the Transalpina structure and would result in EDF
holding about 80% of Edison.
However, the situation remains fluid and two questions that
remain on the table are the possible right of Italian minority
partners to hold a veto on certain strategic decisions in the
future, and the possibility of an Italian chairman for Edison,
according to two people familiar with the matter.
On Oct. 24, EDF went public with a proposal to take control of
Edison by buying Delmi's Edison shares in three years time and to
exchange some assets in a power-generation subsidiary between
Edison and A2A and Iren SpA (IRE.MI).
-By Oscar Bodini, MF-Dow Jones, and Jennifer Clark, Dow Jones
Newswires; 39 02 58 21 9904; jennifer.clark@dowjones.com
(Max Colchester in Paris contributed to this story.)
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