AI assistant
Kardan N.V. — M&A Activity 2013
Sep 9, 2013
6875_iss_2013-09-09_bc871504-0531-4424-b4af-00aa70135202.pdf
M&A Activity
Open in viewerOpens in your device viewer
KARDAN SUBSIDIARY TAHAL TO SELL 50% STAKE IN "PUMPED STORAGE" PROJECT (ISRAEL)
Amsterdam, September 9, 2013 – Kardan N.V. ("Kardan" or "the Company"), active in Real Estate, Water Infrastructure and Financial Services in emerging markets, announces that its water infrastructure subsidiary Tahal has reached an agreement with Hutchison Water International Holdings Pte Limited ("HWIH") to sell 50% of its stake in the "Pumped Storage" project in Israel which relates to the production of energy based on pumped storage technology. Signing of the agreement will take place in the coming days.
The Transaction comprises the sale of 50% of Tahal's 81% stake in Tahal Water Energy Ltd. ("Tahal Water Energy") to HWIH, a company registered in Singapore. Tahal Water Energy was granted a conditional licence in 2009 to build, operate and own a power plant ("the Plant") in Israel, producing energy for the Israel Electric Company based on pumped storage technology. After the sale Tahal Water Energy will be held by Tahal and HWIH equally with 40.5% of its shares and a third shareholder (19%).
The consideration, by means of a shareholder loan, shall be NIS 29 million (approximately EUR 6 million) which Tahal Water Energy shall use to repay part of the shareholder loan provided by Tahal in two parts: NIS 5.5 million (approximately EUR 1.1 million) on signing and NIS 18 million (approximately EUR 3.8 million) upon the financial closing of the Pumped Storage Project ("the Project"). In addition, Tahal is entitled to a premium of NIS 10 million (approximately EUR 2.1 million) upon financial closing of the Project, subject to certain conditions agreed upon by the parties.
The Transaction is subject to the approval of the Israeli Anti-Trust Authorities as well as the Minister of Energy and Water (Israel). Financial closing of the Project is expected to take place by the end of 2014.
The accounting implications of the Transaction are under investigation.
In addition, Tahal Water Energy was recently granted a conditional license for the expanded capacity to 340 MW (from 300 MW) following discussions and consultations with both the Grid Operator (Israel Electric Corporation) and the Public Utility Authority – Electricity (PUA).
The Plant will use the so called pumped storage technique, which enables a better utilization and more effective management of the electrical system. The electricity is generated from energy created by falling water: water available in an upper reservoir falls down into a lower reservoir, creating energy during peak hours of electricity demand when electricity tariff is high. The water in the upper reservoir is brought there by pumping it from the lower reservoir during off-peak hours when demand and electricity tariff are much lower.
The construction of the Plant is expected to take approximately 54 months. Total investment is estimated to be USD 410 million, of which as of December 31, 2012, approximately 2% had been invested by Tahal.
DISCLAIMER
This press release contains forward-looking statements and information, for example concerning the financial condition, results of operations, businesses and potential exposure to market risks of Kardan N.V. and its group companies (jointly "Kardan Group"). All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements (including "forward looking statements" as defined in the Israeli Securities Law). Forward-looking statements are statements of future expectations that are based on management's current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. These forward-looking statements are identified by the
use of terms and phrases such as ''anticipate'', ''believe'', ''could'', ''estimate'', ''expect'', ''intend'', ''may'', ''plan'', ''objectives'', ''outlook'', ''probably'', ''project'', ''will'', ''seek'', ''target'', ''risks'', ''goals'', ''should'' and similar terms and phrases. A variety of factors, many of which are beyond Kardan Group's control, affect our operations, performance, business strategy and results and could cause the actual results, performance or achievements of Kardan Group to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements. For Kardan Group, particular uncertainties arise, amongst others but not limited to and not in any order of importance, (i) from dependence on external financing with the risk that insufficient access to capital threatens its capacity to grow, execute its business model, and generate future financial returns (ii) from concentration of its business in Central Eastern Europe and China as a result of which Kardan Group is strongly exposed to these particular markets (iii) from risks related to the financial markets as a result of Kardan N.V.'s listings on NYSE Euronext Amsterdam and the Tel Aviv Stock Exchange and (iv) from it being a decentralized organization with a large number of separate entities spread over different geographic areas in emerging markets, so that Kardan Group is exposed to the risk of fraudulent activities or illegal acts perpetrated by managers, employees, customers, suppliers or third parties which expose the organization to fines, sanctions and loss of customers, profits and reputation etc. and may adversely impact Kardan Group's ability to achieve its objectives and (v) from any of the risk factors specified in Kardan N.V.'s Annual Report and in the related "Periodic Report" (published by Kardan N.V. in Israel) published in April, and which is also available at the Kardan website. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in the relevant forward-looking statement as expected, anticipated, intended, planned, believed, sought, estimated or projected. Kardan N.V. does not intend or assume any obligation to update or revise these forward-looking statements in light of developments which differ from those anticipated.
About Kardan
Kardan identifies and develops assets in promising emerging markets, mainly in the CEE and China. Its activities are mainly focused on three sectors that benefit from the rising middle class: Real Estate, Water Infrastructure and Retail Lending. Company headquarters are in the Netherlands. Kardan aims at holding controlling interests in its investments and, through the development of local business platforms, is actively involved in the definition and implementation of their strategy. Total assets as of June 30, 2013 amounted to EUR 1.1 billion; revenues totaled EUR 90 mn in the first half of 2013. Kardan is listed on NYSE Euronext Amsterdam and the Tel Aviv Stock Exchange.
For further information please contact:
Caroline Vogelzang Director Investor Relations +31 (0)20 305 0010 [email protected] www.kardan.nl
"This press release contains regulated information (gereglementeerde informatie) as defined in the Dutch Act on Financial Supervision (Wet op het financieel toezicht)"