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Eon has accepted an offer from Finnish state-owned utility Fortum to buy its 46.65 per cent stake in Uniper for €3.76 billion (£3.34 billion) – or €22 per share.
The deal was opposed by Uniper itself which urged its shareholders to reject the takeover bid.
Eon chief executive Johannes Teyssen said: “This transaction enables us to sell our entire Uniper stake at an attractive price for Eon. Eon will now focus fully on its customers and core businesses in the new energy world. The course has been set for profitable growth.”
Uniper was formed in 2016 to separate Eon’s conventional generation and energy trading operations from the rest of the business.
Eon retained a 46.65 per cent stake in the new entity, whilst the remaining 55.35 per cent went to Eon’s shareholders. Uniper was floated on the Frankfurt stock exchange at a price of just over €10 per share.
In May 2017, Fortum was reported to have entered talks with Eon about taking over its interest in Uniper. The company made a direct approach to Uniper in July offering €19 per share for a controlling interest. The bid was rejected by Uniper’s board.
Eon announced in late September it had agreed a deal at a price of €22 per share. Uniper denounced the takeover, which its chief executive Klaus Schafer described as “unsolicited” and “hostile”.
Speaking to Utility Week, a spokesman for the company said Fortum had promised to come back to them with any further offers following its original bid in July “but that didn’t happen”.
German stock market regulations require any buyer acquiring more than 30 per cent in a listed company to extend the offer to all shareholders. Fortum issued a public takeover bid in early November.
Uniper responded by releasing a lengthy statement imploring its shareholders to turn down the offer. Shafer warned the takeover presented no recognisable benefits for the business, that Fortum’s intentions were unclear and that the bid did not reflect Uniper’s “true value”.
The company argued €27 per share would be a fairer price.
Despite the protests, Eon formally accepted Fortum’s takeover bid last week. As part of the deal, Eon board members who hold Uniper stock privately will also sell their shares to Fortum.
Fortum president and chief executive Pekka Lundmark said: “We welcome Eon’s decision to accept our offer, which we believe is a fair reflection of Uniper’s value and performance since its spinoff from Eon.
“I am convinced that investment in Uniper will deliver an attractive return and support us in accelerating the transition to a clean and secure energy future.”
Although Fortum was obliged to present the bid to all Uniper shareholders, there is no minimum acceptance threshold for the deal to proceed. The firm expects to receive regulatory approval for the takeover by mid-2018.
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