Enel

Board/Management Information • Dec 20, 2016

Informazione Regolamentata n. 0116-110-2016		Data/Ora Ricezione 20 Dicembre 2016 17:14:54	MTA
Societa'	:	ENEL
Identificativo Informazione Regolamentata	:	83133
Nome utilizzatore	:	ENELN04 - Giannetti
Tipologia	:	IROS 18
Data/Ora Ricezione	:	20 Dicembre 2016 17:14:54
Data/Ora Inizio Diffusione presunta	:	20 Dicembre 2016 17:29:55
Oggetto	:	Open Fiber completes acquisition of Metroweb
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OPEN FIBER COMPLETES ACQUISITION OF METROWEB

New Board of Directors appointed: Chairman Franco Bassanini, CEO Tommaso Pompei

Rome, December 20th, 2016 - OpEn Fiber S.p.A. ("OF", the new name of Enel Open Fiber S.p.A.), today completed the acquisition of the entire share capital of Metroweb Italia S.p.A. ("Metroweb") from F2i SGR S.p.A. ("F2i") and FSI Investimenti S.p.A., for approximately 714 million euros.

The financial resources for the acquisition came from the capital contributions of Enel S.p.A. ("Enel") and CDP Equity S.p.A. ("CDPE"), a company of Cassa Depositi e Prestiti Group, which as of today have equal stakes in the share capital of OF.

In order to reflect the new ownership structure, the Shareholders' Meeting of OF appointed a new Board of Directors composed of Franco Bassanini (Chairman), Tommaso Pompei, Guido Rivolta, Elisabetta Ripa, Francesca Di Carlo and Francesca Romana Napolitano. The new Board will remain in office until the approval of the financial statements as of December 31st , 2018.

The new Board of Directors of OF met immediately after the Shareholders' Meeting, appointing Tommaso Pompei to serve as Chief Executive Officer of the company.

The Shareholders' Meeting of OF also appointed the new Board of Statutory Auditors composed of Giuseppe Galeano (Chairman), Francesca Marchiori and Pietro La China (Regular Auditors), as well as Niccolò Poggio and Anna Rosa Adiutori (Alternate Auditors).

In the coming days, the deed of the merger by incorporation of Metroweb and its fully-owned subsidiaries into the group's company named Metroweb S.p.A. is scheduled for signing. Once this transaction is completed, the merger by incorporation of Metroweb S.p.A. into OF will begin.

As regards the option to purchase a stake of OF share capital granted by Enel and CDPE to F2i, negotiations continue between the parties to define the terms of any reinvestment by F2i in OF.

Under the terms of the agreements between the parties, even in the case of reinvestment by F2i, Enel and CDPE will continue to exercise joint control of OF.

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