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GSK advises EnBW AG on Acquisition of Eni’s Joint Venture Holdings in Gas Business

EnBW Energie Baden-Württemberg AG (EnBW) is acquiring the 50%  holdings of Eni Gruppe, Rome, in EnBW Eni Verwaltungsgesellschaft mbH, Stuttgart, thereby increasing its holdings to 100 %. This makes EnBW indirectly the sole shareholder of Gasversorgung Süddeutschland GmbH (GVS) and terranets bw GmbH. GSK Stockmann + Kollegen provided comprehensive legal advice to EnBW in connection with this transaction.

EnBW aims to implement the chosen gas strategy and to continue to grow through a significant expansion of its position in gas distribution and gas transportation. In addition, the sole acquisition of the network infrastructure is intended contribute to a secure gas supply and to the success of the energy transition in Baden-Württemberg.

GVS supplies distributors and industrial customers in Germany, Austria and Switzerland. In 2013, the gas sales of 56 terawatt hours resulted in 1.6 billion euros in revenue.

The terra nets bw ensures as an independent transmission system operator (ITO) the non-discriminatory transportation of natural gas through its nearly 2,000-kilometer network. More than two-thirds of all cities and communities in Baden-Württemberg and parts of Switzerland, Vorarlberg and the Principality of Liechtenstein are connected to the network of terranets bw. In addition, since the beginning of the year the Northern Black Forest gas pipeline is being built. Moreover terranets bw has a telecommunications network of over 2,000 kilometer in length and offers a variety of technical services. In 2013, 105 million euros in revenue were achieved with 190 employees.

The acquisition by EnBW of the shares previously held by Eni is still subject to approval by the applicable antitrust authorities.

The parties agreed contractually not to disclose the purchase price.

Advisors to EnBW Energie Baden-Württemberg AG:
Inhouse: Dr. Werner Mangold (Corporate / M&A), Hans-Jürgen Hertel (Energy Law), Dr. Bianka Seyfarth (Public Law), Irina Koslowski (Finance)

GSK Stockmann + Kollegen: Dr. Peter Ladwig (lead, Corporate/M&A, Stuttgart), Dr. Hermann Ali Hinderer (Corporate/M&A, Stuttgart), Dr. Juliane Reichelt (Commercial/Real Estate, Stuttgart), Agnes Bosse (Finance, Frankfurt/M.), Dr. Philipp M. Kuhn (Labor Law, Heidelberg); Associates: Sonja Bayer (Corporate/M&A, Stuttgart, Nicole Grahm, (Energy Law, Stuttgart), Dr. Christian Kruska (Commercial/Real Estate, Stuttgart).

The full text of the deal news can be downloaded here.