Dalgalarrando, Romero y Cía. successfully advises Grupo Pérez Cruz in the acquisition of a controlling stake in Gasco S.A. through a tender offer process.

Gas Natural Fenosa (“GNF”) and Grupo Pérez Cruz (“GPC”) agreed to split Gasco S.A. into two separate entities (Gasco S.A. and a new vehicle named Gas Natural Chile S.A.).

The parties agreed to launch independent tender offers over Gasco S.A. and Gas Natural Chile S.A., respectively, once the latter was duly registered before the Superintendency of Securities and Insurance. Hence, GPC offered to acquire up to 100% of the shares of Gasco S.A., and GNF offered to acquire up to 100% of the shares of Gas Natural Chile SA

To this end, on July 7 GNF launched a tender offer in order to become the majority shareholder in Gas Natural Chile S.A. by purchasing the remaining 43.4% of shares not owned by its Chilean subsidiary Companía General de Electricidad S.A.. As a result of this transaction, GNF became the owner of 94.5% of the referred company´s shares.

On the other hand, GPC also launched a tender offer regarding the shares that were not already owned by them in Gasco S.A. As a consequence of this transaction, the latter managed to become the main shareholder of the company, with 94.1% of its shares. Presently, the market value of both companies together adds up to approximately $ 1,300 million.

Gasco S.A. will focus on the liquefied gas business; and Gas Natural Chile S.A. will focus on the natural gas business.

To date, this unique transaction is the first of its kind to be closed in Chile due to these two simultaneous tender offers launched by two different groups of purchasers (GNF on Gas Natural Chile S.A. and GPC on Gasco S.A.), and the presence of multiple purchasers launching the tender offer on Gasco S.A. (indeed, GPC was composed by 53 different individuals and entities who jointly launched said tender offer).

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