Enel Américas S.A.
Open Joint Stock Company
Registration of Securities Registry N°175
Santiago, April 7, 2023
Ger. Gen N°02/2023
Mrs. Solange Berstein Jáuregui
President
Financial Market Commission
Present
REF: COMMUNICATES ESSENTIAL FACT
From our consideration:
In accordance with the provisions of Article 9 and the second paragraph of Article 10 of Law No. 18,045 on the Securities Market and General Standard No. 30 of the Financial Market Commission (CMF), duly authorized and on behalf of Enel Américas S.A. (Enel Américas), I come to inform the following:
On this date, the subsidiary of Enel Américas, Enel Perú S.A.C. (Enel Peru), entered into an English-language agreement called “Share Purchase Agreement”, under which it agreed to sell to China Southern Power Grid International (HK) Co., Ltd., all of the shares it owns issued by Enel Distribución Perú S.A.A., equivalent to 83.15% of its share capital. and by Enel X Perú S.A.C., equivalent to 100% of its share capital (the “Sale”).
The execution of the Sale and the consequent transfer of the shares owned by Enel Peru issued by Enel Distribución Perú S.A.A. and by Enel X Perú S.A.C. has been subject to certain suspensive conditions customary for this type of operation, among which the approval of the latter by the National Institute for the Defense of Competition and Protection of Intellectual Property (INDECOPI) of the Republic of Peru and approval by the GOC for outbound direct investments (OID). The acquisition will materialize directly, however, the buyer must make a public tender offer (OPA) in accordance with Peruvian law.
The total purchase price amounts to approximately 2,900 MMUSD, equivalent to a total enterprise value of approximately 4,000 MMUSD. Additionally, the price is subject to usual adjustments for this type of transaction, taking into account the time elapsed between the signing of the contract and the closing of the operation.
Certain payment obligations contracted by the subsidiary Enel Peru on the occasion of the “Share Purchase Agreement” will be guaranteed by a parent company guarantee granted by Enel Américas, which contemplates maximum amounts and staggered validity periods for each group of obligations, none of which will exceed the period of 5 years counted from the verification of the conditions to which the Sale is subject.
It is estimated that the execution of the Sale and Purchase will have an effect on Enel Américas’ consolidated net results of approximately USD 1,650 million.
The sale is in line with the objectives of the Enel Américas Strategic Plan 2023-2025.
Yours faithfully,
Maurizio Bezzeccheri
General Manager
Enel Américas S.A.
CC. Central Bank of Chile
Santiago Stock Exchange.
Electronic Stock Exchange of Chile.
Banco Santander Santiago – Bondholder Representatives.
Central Securities Depository
Risk Classification Commission.
Link to file in CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=e5e484d8446719e1ea70a05c60fef994VFdwQmVVMTZRVEJOUkVVd1QxUlJlVTEzUFQwPQ==&secuencia=-1&t=1682376108
