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NextEra Energy to Acquire Hawaiian Electric in USD 4.3bn Deal
Thursday 04 December 2014

4 December 2014 - US-based utility operator NextEra Energy, Inc. (NYSE: NEE) and utility and banking company Hawaiian Electric Industries, Inc. (NYSE: HE) said they have inked a definitive agreement under which the companies have agreed to combine.

The transaction, which is valued at approximately USD 4.3bn, includes the assumption of USD 1.7bn in HEI debt and excludes HEI's banking subsidiary.

In connection with the agreement, HEI separately announced a plan to spin off ASB Hawaii, the parent company of American Savings Bank, to HEI shareholders and establish it as an independent publicly traded company.

The American Savings Bank spinoff is expected to be tax-free to HEI shareholders and to be completed immediately prior to and contingent upon the combination of NextEra Energy with HEI.

NextEra said the the total value to HEI shareholders, excluding assumed debt and including a one-time special cash dividend to HEI shareholders and the current estimated value of American Savings Bank of approximately USD 8.00 per share, is estimated to be USD 3.5bn or approximately USD 33.50 per HEI share.

Hawaiian Electric said it has filed plans with the Hawaii Public Utilities Commission that seek to enhance Hawaii's energy future by lowering electric bills, giving customers more service options and nearly tripling the amount of distributed solar, while achieving among the nation's highest levels of renewable energy by 2030. NextEra Energy is supportive of Hawaiian Electric's plans to accomplish these goals.

Citigroup Global Markets Inc. (NYSE: C) is serving as financial advisor to NextEra Energy, and Wachtell, Lipton, Rosen and Katz is legal counsel.
J.P. Morgan Securities LLC (NYSE: JPM) is serving as financial advisor to HEI, and Skadden, Arps, Slate, Meagher and Flom LLP is legal counsel.
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HEI supplies power to approximately 450,000 customers or 95% of Hawaii's population through its electric utilities, Hawaiian Electric company, Inc., Hawaii Electric Light company, Inc. and Maui Electric company, Ltd. and provides a range of banking and other financial services to consumers and businesses through American Savings Bank, one of Hawaii's largest financial institutions.
Details
Date Published: 04/12/2014
Target: Hawaiian Electric Industries, Inc
Country: USA
Deal Size: 4.3bn (USD)
Sector: Utilities
Type: Corporate acquisition
Financing: Cash and Debt
Status: Agreed
Buyer: NextEra Energy, Inc
Buyer Advisor: Citigroup Global Markets Inc., Wachtell, Lipton, Rosen and Katz
Comment:
Deal includes assumption of debt

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