The transaction between the two companies, finalised today, marks the birth, through EstEnergy, of the largest energy operator in North-Eastern Italy, whose BoD was also appointed. Ascopiave acquires new assets in gas distribution, reinforcing its position in the sector and reaching 775,000 users served. The Hera Group now has roughly 3.3 million energy customers overall
The Hera Group and Ascopiave S.p.a. have finalised the transaction that formalises, as of today, the birth of the largest operator in the energy sector in North-Eastern Italy, with over one million customers, while at the same time redefining gas distribution between the two partners.
Today's closing, which follows up on the framework agreement signed on 30 July and the subsequent approvals granted by the appropriate authorities and bodies, involves an exchange of assets having an equal value between the Hera Group and Ascopiave, in energy sales on the one hand, and gas distribution on the other.
The economic aspects of the transaction did not change with respect to what had been made public previously, except for adjustments in the closing date included in last July's framework agreement, and settlements defined for governance and management options for Ascopiave's shareholdings in EstEnergy and Hera Comm.
This transaction is an important step along the evolution of the Hera Group and Ascopiave's business portfolios, and fully respects the orientations in development approved by their respective Boards of Directors. The Hera Group, indeed, will achieve the goal set out in its Business plan to 2022 in advance, reaching roughly 3.3 million customers in energy sales. Ascopiave, instead, will implement its own strategic repositioning plan, through a sales agreement with a leading figure and a consolidation of its own position in the core business of gas distribution.
As regards energy sales, EstEnergy will manage commercial activities in the Veneto, Friuli-Venezia Giulia and Lombardy regions, with over one million customers (including roughly 795,000 gas contracts and roughly 265,000 electricity contracts). More specifically, the new company, whose value before the transaction came to 191.7 million euro, now includes the sales companies of the Ascopiave Group (Ascotrade S.p.a., Ascopiave Energie S.p.a. and Blue Meta S.p.a. as well as the joint ventures Asm Set S.r.l. and Etra Energia S.r.l.) and a shareholding in Sinergie Italiane S.r.l., for an overall value of 474.2 million euro, as well as those of the Hera Group (Hera Comm Nord-Est S.r.l), whose value comes to 159.0 million euro.
The Hera Group holds 52% of the share capital of the new EstEnergy, while 48% is held by Ascopiave (which purchased this amount for a price of 395.9 million euro, based on the total equity value of EstEnergy, equivalent to 824.9 million euro). The Board of Directors is made up of 5 members, 3 appointed by Hera and 2 by Ascopiave, in line with the Shareholders Agreement signed today. The members, appointed today, are, for the Hera Group: Stefano Venier, CEO of the Hera Group; Cristian Fabbri, Group Market Manager and CEO of Hera Comm, who will also act as CEO of the new EstEnergy; Isabella Malagoli, Director of Sales and Marketing at Hera Comm. Ascopiave's members are: Giovanni Zoppas, CEO of Thelios, who will also act as Chairman, and Nicola Cecconato, Chairman and CEO of Ascopiave Group.
As regards the reorganisation of gas distribution, Ascopiave purchased from the Hera Group, for a price set at 168 million euro, an area of concessions comprising roughly 188,000 users in the Veneto and Friuli-Venezia Giulia regions, which as of 31 December 2019 will come together in the newly created company named AP Reti Gas Nord-Est. Thanks to this transaction, the Ascopiave Group will manage roughly 775,000 users and a network with a total length of over 12,000 Km, thus consolidating its position in the national ranking.
Lastly, as indicated in the agreement signed in late July, 3% of the share capital of Hera Comm was purchased by Ascopiave today, for a price of 54 million euro. Furthermore, Chairman and CEO Nicola Cecconato was appointed in the company's Board of Directors. Furthermore, as part of the overall redefinition of energy sales activities, Hera Comm directly acquired 100% of the share capital of Amgas Blu, a company entirely held by Ascopiave, which operates in the province of Foggia and has roughly 50,000 customers, for a price of 42.5 million euro.
