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Total Closes EUR 1.4bn Acquisition of 73% of Direct Energie
Thursday 12 July 2018

12 July 2018 - French oil and gas major Total (PAR: FP) (LSE: TTA) (NYSE: TOT) has closed the acquisition of 73.04% of the share capital of French energy firm Direct Energie for EUR 42 per share, representing approximately EUR 1.4bn (USD 1.63bn), the company said.

This acquisition, which is subsequent to the satisfaction of all conditions precedent referred to in the agreements executed on 17 April 2018 with Direct Energie's main shareholders, was followed by the filing by Total of a mandatory tender offer for the shares in Direct Energie which are not yet held by Total, at the same price of EUR 42 per share.

This proposed offer remains subject to review by the AMF, which will assess its compliance with applicable laws and regulations.

Ledouble, appointed by Direct Energie's board of directors as independent expert, confirmed that the price offered represents fair financial value for Direct Energie's minority shareholders including for the squeeze out procedure that Total intends to request if the required conditions are met.

The composition of Direct Énergie's board of directors was modified in order to take into account the new shareholding structure.

As a result, alongside the remaining directors, Xavier Caïtucoli and Xirr Europe (represented by Nicolas Gagnez) as independent director, Philippe Sauquet, Namita Shah, Helle Kristoffersen and Cécile Arson are appointed as directors, as well as Jean-Hugues de Lamaze as independent director.

These appointments will be subject to confirmation by the next general meeting of shareholders of Direct Énergie.

Operating in France (continental and overseas territories) and Belgium, Direct Énergie supplies electricity and gas to over 2.6m residential and non-residential customer sites.

Direct Énergie also produces electricity through renewable production facilities (onshore wind, solar, hydraulic, and biogas) and flexible plants (natural gas combined cycle), located throughout the region.
Date Published: 12/07/2018
Target: Direct Energie/73.04%
Country: France
Deal Size: 1.63bn (USD)
Sector: Utilities
Type: Corporate acquisition
Financing: Cash
Status: Closed
Buyer: Total