News | Corporate Finance

Friday 9th March 2001

S J Berwin (Madrid) acted for EDP-Electricidade de Portugal, S.A. in connection with the take-over bid launched by Adygesinval, S.L. (a company jointly owned by Caja de Ahorros de Asturias and EDP, each owning 50 per cent of its share capital) over the whole share capital of Hidroel?ctrica del Cantabrico, S.A., at a price of 24 Euros per share. The value of the transaction amounted to Euros 2,716,722,432. The take-over bid was submitted for the Spanish securities Market Commission's approval (the Comision Nacioanle del Mercado de Valores, or the "CNMV") on 25 January 2001 and obtained the CNMV's approval on 6 February 2001. Morais Leit
The same day that the CNMV approved EDP's/CAJASTUR's take-over bid, the CNMV received two additional take-over bids over Hidroel?ctrica: an improvement of Ferroatl?ntica's existing take-over bid and a newly launched take-over bid by RWE AG. The CNMV refused to authorise Ferroatl?ntica's take-over bid based on its acceptance condition (namely, the condition to obtain sufficient acceptances to achieve 60 per cent of Hidroel?ctrica's share capital).

S J Berwin (Madrid) set up three main working teams: (i) corporate and securities team (whose core activity consisted of drafting and negotiating the shareholders' agreement, the prospectus and all the relevant corporate and securities documentation as well as co-ordinating the work of the other teams), (ii) competition team (whose main activity was to produce the Form CO notification of the transaction) and (iii) tax team (who advised on the tax legal issues of all the elements of the transaction).