Brookfield has signed a share purchase agreement with the shareholders of Neoen to acquire a majority stake in the French renewables and battery developer.
Following completion of Neoen’s works council information and consultation process, a share purchase deal has been signed between Brookfield (as purchaser) and Impala, Fonds Strategique de Participations managed by ISALT, Cartusia, Xavier Barbaro and other shareholders, to acquire approximately 53.12% of the outstanding shares of Neoen at a price of €39.85 per share (the “Block Acquisition”).
Brookfield has also entered into a tender agreement with Bpifrance, through its ETI 2020 fund, according to which the latter has undertaken to tender all the shares held in Neoen, representing 4.36% of Neoen’s share capital, in the tender offer that will be launched by Brookfield after completion of the Block Acquisition.
On 30 May 2024, Neoen announced Impala, Fonds Strategique de Participations managed by ISALT, Cartusia, Xavier Barbaro and other shareholders had entered into exclusive negotiations with Brookfield for the sale of a majority block of the company’s shares to Brookfield and some of its institutional partners, including Brookfield Renewable and Temasek.
Subject to the closing of the Block Acquisition, it is expected Brookfield would file an all-cash mandatory tender offer for all of the remaining shares and outstanding convertible bonds (OCEANEs) in Neoen, with the “intention of implementing a squeeze out”.
It is expected that the regulatory approvals be obtained by fourth quarter 2024 and the tender offer be launched in first quarter 2025.