Naturgy successfully completes its takeover bid

  • The company now holds 96.9 million treasury shares, 10% of its capital, after investing 2.3 billion euros.
  • Following this operation, the company’s balance sheet remains very robust with debt below 3x EBITDA, lower than the sector.
  • After the takeover bid, the sum of free float and treasury stock is well above the minimum percentage required to return to major international stock market indices such as the MSCI.
  • Naturgy will apply all the temporary and operational flexibility it deems necessary to return the shares to the market and increase the free float.
  • The dividend per share committed in the Strategic Plan 2025-2027 increases in proportion to the size of the treasury stock. At today’s share prices, this translates into an annual dividend yield of around 7%.
NATURGY. EDIFICIO AVENIDA DE AMERICA. MADRID

Naturgy has successfully completed the takeover bid for its own shares launched last May. The acceptance period for the takeover bid ended on Friday 13 June and the result was very favourable in terms of achieving the company’s free float and liquidity targets on the stock exchange. Once the offer is completed, the company will apply all the temporal and operational flexibility it deems necessary to bring the shares back to the market and once again increase the free float.

Following the takeover bid, the company’s free float has only fallen from 10% to 9.6%, while the reduction of core shareholders has been much higher, from 85% to 76.2%. Treasury stock stands at 10%. This result will help achieve the objective of returning to the main stock market indices, such as those of the MSCI family, which have a minimum free float threshold of 15%.

The result of the takeover bid shows that the company is an attractive stock for institutional investment funds and retail investors and that the 2025-2027 Strategic Plan, presented in February, has the confidence of the market, as evidenced also by the fact that the share price has remained above the takeover bid price after its completion, encouraged by good operating prospects and an attractive shareholder remuneration policy. As planned, the dividend per share committed to in the 2025-2027 Strategic Plan will also be increased in proportion to the size of treasury stock as treasury shares do not receive a dividend and, therefore, the corresponding sum is redistributed to the rest of the shareholders. At today’s share prices, this translates into an annual dividend yield of around 7%.

Completing this takeover bid was contemplated in the Strategic Plan 2025-2027 approved at the Shareholders’ General Meeting. This plan foresees an increase in organic investments of around 10%, totalling 6.4 billion euros, without considering potential inorganic growth opportunities. Of these investments, 50% are earmarked for the Networks business and 30% for the development of renewable projects (biomethane production and power generation). Spain will account for the majority of investments.

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