Enel

Share Issue/Capital Change • Sep 29, 2016

Informazione Regolamentata n. 0116-86-2016		Data/Ora Ricezione 29 Settembre 2016 09:33:47	MTA
Societa'	:	ENEL
Identificativo Informazione Regolamentata	:	79550
Nome utilizzatore	: ENELN05 - Giannetti
Tipologia	:	IROS 02
Data/Ora Ricezione	:	29 Settembre 2016 09:33:47
Data/Ora Inizio Diffusione presunta	:	29 Settembre 2016 09:48:48
Oggetto	:	Merger of Endesa Americas and Chilectra Americas into Enersis Americas approved by shareholders of the three Ene subsidiaries
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MERGER OF ENDESA AMERICAS AND CHILECTRA AMERICAS INTO ENERSIS AMERICAS APPROVED BY ENEL SUBSIDIARIES BY SHAREHOLDERS OF THE THREE

• Second and final phase of Enel Enel Group's Latin American corporate restructuring process approved
• Once the merger takes effect, Enersis Americas will own investments currently held by Enersis in a single entity Americas, Endesa Americas and Chilectra Americas all the equity Americas

Rome/Santiago de Chile, September Shareholders' Meetings of its Chilean subsidiaries Enersis Americas S.A. ("Enersis Americas"), Endesa Americas S.A. ("Endesa Americas") and Chilectra Americas S.A. ("Chilectra Am yesterday and approved the second and final phase of the corporate restructuring process electricity generation and distribution operations in Chile from those in the other countries of Latin America. September 29th, 2016 – Enel S.p.A. ("Enel") announces that the e +39 06 8305 7940 Extraordinary Americas") were held to separate

During yesterday's Extraordinary companies approved the merger by incorporation of Endesa Americas and Chilectra Americas into Enersis Americas, the consequent increase in the latter's share capital and the change "Enel Americas S.A.". Once the merger takes effect, Enersis Americas will own equity investments currently held by Enersis Extraordinary Shareholders' Meetings, the shareholders of the three Americas, Endesa Americas and Chilectra Americas , above of its name to in a single entity all the Americas.

More specifically, on the basis of the merger plan approved by the of the companies involved in thetransaction n Extraordinary Shareholders' Meetings transaction:

• The shareholders of Endesa Americas will receive 2.8 Enersis Americas shares for each Endesa Americas share they hold;
• The shareholders of Chilectra Americas will receive 4 Enersis Americas shares for each Chilectra Americas share they hold. he eholders conditions precedent:

The merger will take effect subject to the following conditions

• That the shareholders of Enersis Americas that did not the right of withdrawal within the maximum limit of 10% of the capital of that company post hat participate in approving the merger exercise post-merger¹ ;
• That the shareholders of Endesa Americas that did not participate in approving the merger exercise the right of withdrawal within the maximum limit of 10% of the capital of that company; hat f

¹ Without prejudice to the legal threshold under which, following any withdrawals, no shareholder may hold more than 65% of the company's share capital.

• That the shareholders of Chilectra Americas that did not participate in approving the merger exercise the right of withdrawal within the hat the maximum limit of 0.91% of the capital of that company.

In any case, the merger can take effect even if one or more of the above conditions are not met the shareholders of Enersis Americas, Endesa Americas and Chilectra Americas waive those conditions in Shareholders' Meetings called for that purpose within 60 days from yesterday. met, should

Finally, the merger by incorporation of Endesa Americas and Chilectra Americas into Enersis Americas is scheduled to take effect as from the first day of the month following involved will notify in writing that the above conditions have been met or that they have been waived. he the month in which the companies

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