Siemens Energy has announced a voluntary cash tender offer to acquire all outstanding shares in Siemens Gamesa Renewable Energy, S.A. (SGRE), i.e., approx. 32.9 percent of SGRE’s share capital, which it does not already own.
SGRE’s minority shareholders will be offered € 18.05 per share in cash. Following a successful closing of the transaction, Siemens Energy intends to pursue a delisting of SGRE from the Spanish stock exchanges, where it currently trades as a member of the IBEX 35 index.
With wind being a key driver of the global energy transition, SGRE’s product and service offering forms an essential part of Siemens Energy’s long-term strategy. However, SGRE’s recent financial performance issues, driven by operational challenges and industry-related headwinds and reflected in multiple profit warnings, increased the need for action. The integration will support management’s efforts to resolve the current challenges at SGRE by helping implement the necessary measures to stabilize the business and deliver on its full potential. In particular, SGRE will benefit from Siemens Energy’s closer involvement into the day-to-day operations and its turnaround expertise, especially in the fields of manufacturing, supply chain, project and customer management.
After full integration, the combined Group may benefit from expected cost synergies of up to approx. € 300 million p.a. within three years. In addition, revenue synergies of a mid-triple-digit million € amount are expected by the end of the decade. The offer of € 18.05 per share in cash for all outstanding shares in SGRE represents a premium of 27.7 percent to the last unaffected closing share price of Siemens Gamesa Renewable Energy of € 14.13 on 17 May 2022.
Assuming a full acceptance of the offer of € 4.05 billion, Siemens Energy intends to finance up to € 2.5 billion of the transaction value with equity or equity like instruments. The remainder of the transaction would be financed with debt as well as cash on hand. The transaction is expected to close during the second half of the year 2022.