ScottishPower and Iberdrola shareholders approve merger

March 30, 2007

Yesterday, shareholders of Spain's Iberdrola voted overwhelmingly to approve its company's integration of U.K. utility ScottishPower.

Today, ScottishPower shareholders did the same.

The "friendly integration," announced in November, is proceeding as planned, according to company officials, which they anticipate will create one of the largest companies in the global energy sector, with a total enterprise value of around €65 billion.

U.K. court hearings to sanction the plan and to confirm the reduction of ScottishPower’s share capital are expected to take place in mid-April. Subject to the satisfaction of the conditions to the offer, the merger is expected to close April 23rd.

Listing of ScottishPower on the New York Stock Exchange are expected to be suspended as of close of business on April 4th, and on the London Stock Exchange on April 19th.

Total installed capacity of the new group will be approximately 39,000 megawatts, of which 6,400 MW will be wind power, with more than 21 million points of supply. The company will have access to 2.7 billion cubic meters of gas storage capacity.

“Iberdrola will be a larger and more international company,” Iberdrola Chairman Ignacio Galán announced to shareholders yesterday in Bilbao.

ScottishPower shareholders are to receive 777 pence per share, comprising 400 pence in cash, plus a 12 pence extraordinary dividend, and the remainder (365 pence) in 0.1646 new IBERDROLA shares per ScottishPower share, based on the closing share price on November 27th (€32.75) and the exchange rate on that date of £1 = €1.4755.

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