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Enel Green Power: the shareholders' meeting gives the go-ahead for the merger with Enel

The incorporation process, Venturini explained, will be completed within the first quarter of 2016 – In the afternoon, the vote of the shareholders of the parent company. EGP capital will drop to 272 million, Enel's will rise by 770,5 million. Francesca Romana Napolitano enters the EGP Council

Enel Green Power: the shareholders' meeting gives the go-ahead for the merger with Enel

The first green light has arrived. This morning the shareholders' meeting of Enel Green Power approved the draft merger with the parent company Enel. 98,86% of the capital present expressed themselves in favour, against 0,88% against and 0,26% abstentions. 

The operation "does not mark the end of a project - underlined the CEO of Enel GP, Francesco Venturini, in the relationship to the shareholders – but the preparation for a subsequent stage that allows for an effective response to the changed context. Enel's bet was a winning bet that allowed Enel Green Power to grow rapidly”. 

The incorporation process, explained Venturini, will be completed within the first quarter of 2016: Enel Green Power will therefore not distribute the dividend on the 2015 financial statements. Furthermore, with the operation, the Ministry of the Economy will dilute its stake in Enel from 25,5 .23,57% to XNUMX%.

The non-proportional demerger project, which this afternoon will be examined by Enel's shareholders' meeting, provides for the assignment to the parent company of Enel Green Power's activities in North, Central and South America, Europe, South Africa and India, and the maintenance by of the renewable asset company in Italy.

The demerger will be carried out on the basis of a exchange ratio equal to 0,486 Enel shares new issue for each Enel Green Power share exchanged, with no cash adjustments. On the effective date of the demerger, Enel will therefore be the sole shareholder of EGP and EGP shares will be delisted from Milan and Madrid. The right of withdrawal and the right to sell (to Enel) may be exercised for a unitary liquidation value of the EGP share equal to 1,780 euros each, within fifteen days of the date of registration of the resolution approving the demerger in the Rome Company Register.

As regards the assets, on the date of the demerger, on the one hand EGP will reduce its capital “from the current total of Euro 1.000.000.000 to a total of Euro 272.000.000. Enel, on the other hand, will issue a maximum of no. 770.588.712 new shares, with regular entitlement and a nominal value of 1 Euro each, intended for minority shareholders of EGP in application of the exchange ratio”.

The ordinary shareholders' meeting of Enel Green Power also approved the appointment of Francesca Romana Napolitano to the board to replace the outgoing Andrea Brentan. Napolitano will remain in office until the expiry of the current board and, therefore, until the date of the shareholders' meeting called to approve the financial statements for the year ended 31 December 2015.

Meanwhile, by mid-morning both Enel's stock and that of its subsidiary active in the field of renewable energies gained 0,4%, respectively to 3,758 and 1,813 euros per share.

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