The Spanish Government Aims To Save Naturgy’s Nature As Strategic For Spain Before Approving IFM’s Bid


Naturgy’s main shareholder, Criteria, is not considering the sale of its 24.7% stake in the company, according to the online newspaper Invertia. Australian pension fund IFM, which has launched a bid for Naturgy, had talked to shareholders such as GIP and Rioja (CVC) before launching the purchase proposal. But it left out the company’s main shareholder, who found out hours before the proposal was sent to the Spanish Securities and Exchange Commission (CNMV). This would have upset Criteria, according to the newspaper.

Invertia also reports that Criteria does not wish to comment on the transaction. However, it flags that its investment in Naturgy is long-term and it is one of its historical holdings. Criteria also insists it will only make its position official when the time comes. Before that, the government must express its opinion on the operation. In this respect, the newspaper points out that at this moment they are leaning towards vetoing the operation and rejecting IFM’s entry in the capital of Naturgy. This is because it considers Naturgy a strategic company whose national interests must be protected. Thus the “no” thesis would be imposed, despite the fact that some factions of the executive, with Vice President Nadia Calviño at the head, would be pushing for a green light. Amongst these people there is a certain fear that a rejection of IFM would provoke a flight of future investors at a key moment for Spain’s economic recovery. Although the decision has not been taken, opposition to the takeover bid launched by IFM has gained ground within Moncloa’s economic team. They consider IFM is an investment fund seeking short-term profitability and does not think about creating a project of value for the companies it invests in. It is worth mentioning that the sources contacted by Invertia explain that if the offer had been launched by a fund with a strong industrial component, things could be different. A vision which prompts some industry insiders to consider the possibility of a “white knight” that does meet the requirements of the government and Criteria; basically, to ensure the stability of Naturgy and, above all, the nature of the company as strategic for Spain.

A few days ago, IFM filed with the CNMV the request for authorisation, with its corresponding prospectus, for its voluntary and partial public offering. This is to acquire up to 22.69% of Naturgy’s share capital at a price of 23 euros per share. The CNMV now has a period of 20 working days to approve the offer, which could be extended, as it will be restarted each time the body requests additional information from IFM. For its part, the government has six months to make a decision. That said, it is foreseeable this time span will be shortened, since it is a mandatory step before the CNMV authorises the takeover bid.

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The Corner
The Corner has a team of on-the-ground reporters in capital cities ranging from New York to Beijing. Their stories are edited by the teams at the Spanish magazine Consejeros (for members of companies’ boards of directors) and at the stock market news site Consenso Del Mercado (market consensus). They have worked in economics and communication for over 25 years.