Fortum has signed an agreement to acquire a multi-GW renewables project development portfolio from Enersense.
The deal comprises Enersense’s portfolio of wind and solar power development projects, together with project management personnel and other resources.
The portfolio includes 2.6GW of early-stage onshore wind development projects in Finland, of which only a minor part is expected to reach ready-to-build status.
The transaction is structured as a sale of shares in Joupinkangas Wind Farm, which is a wholly owned subsidiary of Enersense Wind.
The deal consists of a fixed cash and debt-free purchase price of €9.25m and a variable price up to €74m, which is based on the progress of the wind and solar power development projects covered by the transaction, and any payment will be subject to individual projects reaching a final investment decision made by Fortum (earn-out).
Any payment related to the earn-out would be paid in instalments on a per project basis.
No earn-out will be paid for any projects that do not reach the final investment decision in 15 years from the closing date.
Enersense estimates a probability-weighted earn-out of €33m.
Further, Enersense estimates that the potential earn-out cash flow could be generated earliest starting from 2027.
At the completion of the transaction, Enersense will record approximately a €19m and its equity ratio will increase by 7%.
“The sale of the wind and solar power project development business is a part of our strategic journey, and it is supporting our target to build sustainable growth in our core businesses.
“We are happy that wind power plays a key role in the new owner’s strategy and that Fortum shares our ambition to enable a carbon neutral society.
“Enersense continues to develop its core businesses to increase shareholder value sustainably”, said Enersense CEO Kari Sundback.
One of Fortum’s strategic targets is to develop at least 800MW of ready-to-build onshore wind and solar projects by the end of 2026.