Brookfield, together with Brookfield Renewable and Temasek, has entered into exclusive negotiations to purchase a majority shareholding in French renewables developer Neoen.
The acquisition of the 53.2% stake is expected to be made through a special purpose vehicle exclusively controlled by Brookfield (Brookfield Renewable Holdings).
Under the proposal, the shares are to be acquired from Impala, the Fonds Stratégique de Participations (FSP), Cartusia and Xavier Barbaro, and other shareholders at a price per share of €39.85 (the block acquisition).
Following the block acquisition, Brookfield Renewable Holdings would file a mandatory cash tender offer for the remaining shares and OCEANEs in Neoen (the “tender offer”) at a price of €39.85 per share and at a price per OCEANEs issued in 2020 and 2022 in line with the offer price for the shares and the terms of each OCEANEix.
Connor Teskey (pictured), chief executive for renewable power & transition at Brookfield Asset Management, said: “Under Impala’s sponsorship, Neoen has built one of the world’s greatest renewable energy development platforms.
“We are excited to build on Brookfield’s expertise, track-record and access to capital to further accelerate Neoen’s growth while preserving its culture and identity.
“Acquiring Neoen further strengthens Brookfield’s global scale, while diversifying into key renewables markets and adding expertise in battery storage technology.
“We look forward to partnering with management to scale-up the business to meet the growing demand we are seeing for clean power.”
Jacques Veyrat, founder and president at Impala, added: “Impala is delighted to sell the control of Neoen to Brookfield, a responsible actor and world leader in the renewable energy market .
“Impala created Neoen 15 years ago and have since then supported every stage of its development in France and then internationally, with an outstanding success in Australia.
“With the financial backing of this new shareholder and the talent of Xavier Barbaro and his teams, Neoen will be able to continue its growth trajectory.”
Xavier Barbaro, Neoen’s chairman and chief executive, said: “After 15 years of successful and profitable growth with Impala as our key shareholder, we are thrilled to open a new chapter in Neoen’s history, with the arrival of Brookfield as our new majority shareholder.
“We look forward to developing a strong relation with Brookfield that will take Neoen to the next phase of its growth story, further consolidating its leadership position as an independent producer of renewable energy, and one of the most dynamic globally.
“Our Board of Directors fully welcomes the transaction and sees Brookfield as a partner of choice to preserve the structure and identity of Neoen in the best interests of its employees and its stakeholders.”
Brookfield is pursuing the transaction through the Brookfield Global Transition Fund II which is Brookfield’s flagship vehicle for investing in and facilitating the global transition to a net-zero economy, co-headed by Mark Carney and Connor Teskey.
Brookfield Renewable, the largest investor in the Brookfield Global Transition Fund II, expects to invest up to €500m (US$540m) in the acquisition, which will be funded through available liquidity.
It is expected that the regulatory approvals would be obtained by Q4 2024 and that the tender offer would be launched in Q1 2025.
The Board of Directors of Neoen, in a meeting on May 29, 2024, unanimously welcomed the proposed transaction without prejudice to the reasoned opinion to be issued by the Board following the submission of the report of the independent expert.