2ND UPDATE: EDF Requests Extraordinary Edison Board Meeting
12 April 2012 - 2:01AM
Dow Jones News
PARIS/ROME (Dow Jones) -- French power group Electricite de
France SA (EDF.FR) has requested an extraordinary board meeting of
Edison SpA (EDN.MI) for Monday in its latest effort to revive a
long-sought plan to seize control of the Italian utility, people
familiar with the situation said.
The meeting has been set up at the request of EDF's
representative within Edison's board, one of the people said,
noting that the discussion could focus on Edison's finances. Board
members could also discuss a potential plan to increase the group's
capital.
EDF has been trying for more than two years to take strategic
control of Edison, which would strengthen the French company's hold
in Italy and bolster its natural gas exposure. But EDF's efforts
have met repeated problems in Italy, most recently when Italian
securities regulator Consob said the price offered by the French
company was too low.
For now, Monday's agenda is set to focus strictly on the
regulator's ruling on EDF's share price offer, another person
familiar with the matter said. But the meeting could also consider
other topics.
Milan-based Edison, which has been badly hit by costly gas
contracts, had a net debt of EUR3.88 billion at the end of 2011,
slightly higher than a year earlier. Wednesday, Edison's market
capitalization was around EUR4.54 billion.
EDF representatives are also to meet with the Italian regulator
Consob on Friday, during a "technical meeting" to get details about
the regulator's arguments and calculations, one of the people
said.
No one at the Consob was immediately available to comment.
A preliminary deal, announced in December, would see EDF
increase its stake in Edison from 50% to 80.7% at a cost of around
EUR700 million, and would grant Delmi, a company controlled by
Italian utility A2A SpA (A2A.MI), 70% of Edipower SpA, which owns
nine power plants in Italy. Edison owns 50% of Edipower.
EDF's efforts met political resistance from the former
government of Prime Minister Silvio Berlusconi. The current
government of Premier Mario Monti didn't object to the Edison deal
between EDF and Italian shareholders. Italian regulator Consob has
been set up as an independent agency. It isn't clear whether EDF's
latest potential move would win Consob backing absent a higher
premium.
Last week, EDF said it is seeking alternative ways to "secure"
the future of Edison after Consob said the EUR0.84-a-share price
offered for a planned bid for additional shares in Edison was too
low.
EDF has previously made confirmation by Consob of the
EUR0.84-a-share price an undisputable condition for the deal to be
sealed.
Even though analysts initially believed EDF could increase the
price, some of them have turned more skeptical of such a tactic and
believe a capital increase could be the solution for the French
group.
"EDF maintains its strict position of a maximum price of EUR0.84
per Edison share," Natixis analyst Philippe Ourpatian said, adding
EDF's statement last week on the matter was "very clear." He rates
EDF at neutral.
A capital increase would allow EDF to increase its shareholding
position as other shareholders such as A2A SpA (A2A.MI) and Iren
SpA (IRE.MI) through Delmi and Carlo Tassara might not have the
means to inject additional cash into Edison, Ourpatian noted,
adding that this would also lower Edison's ultimate valuation.
The situation is "a test of EDF's capital discipline," said
Credit Suisse analyst Michel Debs. "While Edison has a clear
strategic value to EDF as it plays into its long-term strategy of
diversifying away from nuclear and building up a gas platform, any
cash paid for minorities would have to be backed by clear
value-creation targets and a well-defined strategy."
At 1341 GMT, shares in EDF were trading 1.7% higher to EUR16.80
while the CAC-40 benchmark index was up 1.4%. Edison shares were
down 1.0% at EUR0.84, while Italy's benchmark FTSE Mib was up
2.5%.
- By Geraldine Amiel and Liam Moloney, Dow Jones Newswires; +33
1 40171767; geraldine.amiel@dowjones.com,
liam.moloney@dowjones.com;
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