Open Fiber, Enel sells 50% of the capital for 2.65 billion

Enel sells the entire stake held in Open Fiber Spa equal to 50% of the share capital. In particular, the contract relating to the sale of 40% of the share capital of Open Fiber to Macquarie Asset Management provides for a consideration of 2,120 million euros, including the transfer of 80% of the Enel portion of the “shareholders’ loan” granted to Open Fiber, inclusive of accrued interest. In line with what has already been announced to the market, the contract provides that the aforementioned consideration will be increased at an annual rate of 9% calculated from 1 July 2021 and up to the closing of the transaction. The contract relating to the sale to Cdp Equity of 10% of Open Fiber’s capital provides in turn for a consideration of € 530 million, including the transfer to Cdpe of 20% of the Enel portion of the “shareholders’ loan” granted to Open Fiber, inclusive of accrued interest. The aforementioned contracts also provide for the recognition in favor of Enel of the “earn-outs”, linked to future and uncertain events, described in the press releases of December 17, 2020 and April 30, 2021. of the entire stake held by Enel in Open Fiber, is expected in the last quarter of 2021 and is subject to a series of conditions, including: the obtaining, by the financing banks of Open Fiber, of the necessary waivers the transfer of 40% of the share capital of Open Fiber held by Enel to Macquarie Asset Management; obtaining the various administrative authorizations in preparation for the transfer to Macquarie Asset Management and Cdpe of the entire stake held by Enel in Open Fiber (with particular regard to the procedure regarding golden power at the Presidency of the Council of Ministers and the authorization of Community Antitrust Authority).