VERBUND AG — M&A Activity 2003

Jun 11, 2003

News Details

Ad-hoc | 11 June 2003 13:18

Österreichische Elektrizitätswirtschafts AG english

Antitrust approval of the Austrian Power Solution Ad-hoc-announcement transmitted by DGAP. The issuer is solely responsible for the content of this announcement. ——————————————————————————– Verbund, Austria s largest electricity supplier, and the partner companies of EnergieAllianz (EVN, Wienstrom, EnAG, BEWAG and LinzAG) obtained the official approval of the European Competition Commission for the implementation of the Austrian Power Solution on 6/11/2003. The Austrian Power Solution is the merger of the partner companies in the areas power trading – under the leadership of Verbund – and sales to business customers – under the leadership of EnergieAllianz. In addition to this, a joint power plant planning and control policy will be adopted. The result of the Austrian Power Solution will be a supplier group that is vertically integrated throughout most parts of the value chain. This group will have a favourable position in the Austria market and take its place among the TOP 10 of electricity service providers in Europe. The Austrian Power Solution is establishing Verbund as sustainably competitive player in the power sector in Europe. To the approval of the European Competition Commission several concessions (see supplementary text) were attached that must be met partly within a transitional phase of six to maximum twelve months from the approval of the power solution. During this phase no implementing measures may be taken. Verbund reckons with planned synergies in the amount of 39 mio. EUR per year. The synergies will be realized for the first time after the execution of the merger and will lead to a considerable and sustainable improvement in performance. For more information please contact: Andreas Wollein Investor Relations Phone: ++43/1/53113-52720 E-mail: andreas.wollein@verbund.at end of ad-hoc-announcement (c)DGAP 11.06.2003 Issuer’s information/explanatory remarks concerning this ad-hoc-announcement: Supplementary Text Summary of the commitments made to the European Commission 1. Shareholdings 1.1 A) Verbund shall sell its shareholding in Verbund-Austrian Power Vertriebs GmbH (APC) to an independent third party within six months. APC (5,300 customers; sales in 2003e: 80 million EUR) shall sell 3,000 GWh per year to Austrian business customers. Or, alternatively (review clause): B) If ESTAG exercises its rights (especially its preemptive right) on APC, the applicants shall have the possibility to propose and implement an economically equivalent solution before the merger is realized. (Foundation and sale (to an independent third party) of a full-value key account company that is to be equipped with a customer volume of at least 3,000 GWh and the required resources such as staff, low-price system, IT, etc.) 1.2 Verbund shall sell its shareholdings in the “Unsere Wasserkraft” and “MyElectric” household customer sales companies. Both companies together have a volume of 70,000 customers at present. 1.3 Verbund undertakes to refrain from exercising its rights to vote in the supervisory board of STEWEAG-STEG GmbH on any issue concerning competition and the market before 12/31/2007. 1.4 Energie AG Oberösterreich undertakes to have its rights to vote in the supervisory board of Salzburg AG exercised by a trustee before 12/31/2007. 2. Supply of specific volumes of electricity to third parties 2.1 Verbund-Austrian Power Trading AG (APT) undertakes to grant APC-new an electricity supply contract over 3,000 GWh p. a. on the same conditions as e&s (controlling by E-Control). Burden-sharing Verbund / EnergieAllianz 50 : 50 2.2 Verbund-Austrian Power Trading AG (APT) undertakes to sell 450 GWh per year (at least fifty percent generated from Hydro Power) for the supply of household customers by way of auction. This corresponds to the annual electricity consumption of 100,000 households. Burden-sharing Verbund / EnergieAllianz 50 : 50 3. Balance energy Verbund undertakes to create jointly with neighboring control energy zones a cross-border market for balance energy for the first time in Europe. Verbund and EnergieAllianz undertake to supply balance energy on the basis of price caps agreed with E-Control in Austria until then. Burden sharing Verbund / EnergieAllianz 50 : 50 4. Key accounts Verbund and EnergieAllianz undertake to grant to the customers brought into the joint key account company the unilateral right to terminate their electricity purchase contracts prematurely. 5. Legal Unbundling Verbund and EnergieAllianz support the aim of the Federal Minister for Economic Affairs and Labor to implement the unbundling regulations of the European Electricity Directive as quickly as possible and undertake to realize the unbundling regulations according to the national implementation policy comprehensively as soon as possible. Verbund hived off its transfer company Austrian Power Grid (APG) into a separate stock corporation a long time ago and thus met this requirement. For more information please contact: Andreas Wollein Investor Relations Phone: ++43/1/53113-52720 E-mail: andreas.wollein@verbund.at ——————————————————————————– WKN: 074640; ISIN: AT0000746409; Index: ATX Listed: Amtlicher Handel in Wien; Amtlicher Markt (General Standard) in Frankfurt; Freiverkehr in Berlin-Bremen und Stuttgart 111318 Jun 03