Edp S.a. · EURONEXT:EDP

Edp — Energias de Portugal — Merger or Acquisition (July 2017)

11 slides from Edp's merger presentation, Jul 5, 2017

  1. Slide 1: EDP’s Offer for EDPR

    <3 EDP’s Offer for EDPR July Sth, 2017 J Sustainability Indices In Collaboration with RabecoSAM

  2. Slide 2: Key Offer details

     Offer in cash of €6.75/share (€6.80 adjusted for EDPR’s dividend available for payment on May 8, 2017), being this price above the 6 months VWAP(2) and above the price paid in the last Key Offer 6 months by any of the entities related to the Offeror to which voting rights in EDPR have been details

  3. Slide 3: Key strategic objectives

    Efficiency & Leadership Equity story flexibility Key strategic objectives Reinforce leading Build ground for Simplify Equity Story position in additional efficiency eliminating EDP & renewables and flexibility EDPR double listing Options • EDPR’s delisting from Euronext Lisbon by Euronext Lisbon pos

  4. Slide 4: Key merits of the Offer

    Price Liquidity Cash Key merits of the Offer Attractive premium Exceptional liquidity Fully paid in to historic share price event Cash EDPR Board views • EDPR Board Report was unanimously approved and includes the opinion that although the price might not fully reflect the full potential value of th

  5. Slide 5: Attractive premium to EDPR stock performance

    Share Price Target prices Trading multiples Precedent Offers Offer Price compares Offer significantly Premium above Attractive premium to well with historical above comparable precedent offers on performance of EDPR discount to average companies’ trading higher liquidity stocks stock analysts’ targe

  6. Slide 6: Attractive Price, Exceptional Liquidity event, Fully in Cash

    Exceptional Attractive Price Fully in Cash Liquidity event Offer period to take ~4 weeks from July 6th to end on August 3rd Euronext Special Session on August 4th and Settlement Date on August 8th Detailed information of the terms and conditions of the Offer is available in the Offer Prospectus, whi

  7. Slide 7: Annex

    Annex

  8. Slide 8: The Offer represents a premium of 9.8% at a price of €6.75

    Price (€) 8.0 EDPR PSI20 Index Key considerations Premium to 6M VWAP 7.0 Offer Price @ € 6.75 Offer Price @ € 6.80 @€6.75 9.8% @€6.80 10.6% 29.7% 30.7% 6.0 Premium to VWAP since IPO VWAP since IPO: € 5.20 @€6.75 29.7% 5.0 @€6.80 30.7% 4.0 Performance since EDPR IPO(1) 3.0 (15.6%)2 (15.0%)3 2.0 PSI20

  9. Slide 9: The Offer Price is only 6.1% below the average target price

    Equity Analysts Target Prices Before the Tender Offer EDPR Share Price vs. Analyst Target Price Consensus(1) Discount € 7.25 @€6.752 7.40 9.0 7.80 6.1% Max. Target Price on 24-Mar-17 6.40 € 8.30 8.15 Discount 8.0 8.10 @€6.802 March 17 6.40 7.90 5.3% 7.0 € 6.80 7.70 € 6.75 5.90 6.90 6.0 6.30 7.70 7.6

  10. Slide 10: The Offer implies an EV/EBITDA 2017 multiple of 8.7x

    Average 11.43x Premium Premium 10.06x 14.6% 15.1% 7.81x 8.68x(1) 8.71x(2) 8.06x 7.57x 7.39x 7.16x 6.87x 6.75x 5.35x 4.82x Total average Selected companies based on geographic exposure to Europe & US, with wind and solar being the predominant technologies for energy generation The Offer implies an EV

  11. Slide 11: Premium vs precedent offers in European renewables

    Target Offeror Premium vs spot(1) Stock liquidity(2) Payment 1.9% 114.8% Shares 11.8% 131.4% Shares 9.2% 56.5% Shares and/or Cash Average 7.6% 100.9% @€6.75 8.9% 35.8% Fully in Cash @€6.80 9.7% The Offer Price represents a premium of 8.9%(3), considering the price of €6.75, and 9.7%(3) considering t

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