Masdar Announces €3.2bn Acquisition of Greece’s TERNA ENERGY

June 21, 2024 – Abu Dhabi Future Energy Company PJSC – Masdar has reached a definitive agreement to acquire a majority stake in Greece’s TERNA ENERGY SA. This transaction, valued at €3.2 billion, is the largest ever energy deal on the Athens Stock Exchange and one of the most significant in the EU renewables sector.

The agreement, signed with GEK TERNA SA and other shareholders, will see Masdar initially acquiring 67% of TERNA ENERGY’s outstanding shares at €20.00 per share. This purchase price values TERNA ENERGY’s total equity at €2.4 billion and the enterprise value at €3.2 billion. Following the acquisition, Masdar plans to launch an all-cash mandatory tender offer to acquire the remaining shares, aiming for complete ownership.

This strategic move by Masdar is set to inject significant capital into Greece and other European countries, enhancing renewable energy capacity and supporting the EU’s goal of achieving net-zero emissions by 2050. The acquisition aligns with Masdar’s ambitious growth strategy to expand its global clean energy portfolio to 100 gigawatts (GW) by 2030.

Established in 1997, TERNA ENERGY has built a reputation as a leading European clean energy platform. The company has over 25 years of experience in financing, developing, constructing, and operating renewable energy facilities, with a focus on wind, solar, hydroelectric, and pumped storage projects. With its strong portfolio in Greece and across Europe, TERNA ENERGY is the largest investor in Greece’s renewables sector and has announced plans to reach 6GW of operational capacity by 2030.

The deal signifies a vote of confidence in TERNA ENERGY’s growth potential and the strength of the Greek renewables market. It also reflects GEK TERNA’s strategy of becoming the leading diversified infrastructure group in Greece and Southeast Europe. The transaction is expected to accelerate the Group’s growth, paving the way for new investments and development opportunities.

Masdar’s Chairman, HE Dr. Sultan Al Jaber, highlighted the strategic importance of the deal, stating, “Today marks a major milestone in Masdar’s strategy to expand its portfolio to 100GW of clean energy by 2030. This investment reflects the UAE’s clear commitment to Greece and Europe’s clean energy development and represents a substantial step in achieving the UAE Consensus goal of tripling global renewable energy capacity by 2030. This deal underscores the smart growth opportunities of a responsible and orderly energy transition, stimulating new industries, jobs, and low-carbon economic development.”

Masdar’s CEO, Mohamed Jameel Al Ramahi, expressed enthusiasm for the collaboration, noting, “We are injecting capital and global expertise to accelerate TERNA ENERGY’s expansion, supporting Greece’s renewable energy ambitions and extending Masdar’s global reach. As a leading European development platform, TERNA ENERGY is expected to play an important role in Masdar’s growing portfolio in Greece and Europe. We look forward to completing the transaction and working with TERNA ENERGY’s leadership team to supercharge their ambitious growth plans in support of Greece’s energy transition.”

Georgios Peristeris, Chairman and CEO of GEK TERNA, emphasized the significance of the agreement, stating, “Our agreement with Masdar is a recognition of the great value of TERNA ENERGY and the result of the hard work of hundreds of people for more than 25 years. It marks the beginning of a new era of even greater growth for GEK TERNA Group. It is also a strong vote of confidence in Greece and its prospects. TERNA ENERGY is the leading RES investor in Greece and a key pillar of the national effort to transition to a future with cleaner and cheaper energy for all.”

The transaction is supported by a robust advisory team. Masdar has retained Rothschild & Co. as its financial advisor and legal advisors Simmons & Simmons, Bernitsas Law, and Latham & Watkins. GEK TERNA Group is advised by Reed Smith LLP and Potamitis Vekris, with Morgan Stanley serving as the sole financial advisor to TERNA ENERGY.