Cleary Gottlieb represented Falck Renewables S.p.A. (Falck Renewables) in the process aimed at identifying a strategic partner to support its medium- to long-term growth as well as in the subsequent transactions that ultimately led to the delisting.
In particular, Cleary assisted Falck Renewables in connection with the sale of the entire controlling interest of Falck S.p.A. in Falck Renewables (equal to 60% of its share capital) to Green BidCo S.p.A., a corporate vehicle controlled by the selected partner (i.e., Infrastructure Investments Fund, an approximately $20 billion private investment vehicle advised by a dedicated infrastructure investment group within J.P. Morgan Investment Management Inc.), and in the subsequent mandatory tender offer launched by Green BidCo S.p.A. on the remaining share capital of Falck Renewables for an overall consideration of €844.7 million. For further information on the sale transaction, see here.
In line with Infrastructure Investments Fund’s long-term investment strategy, the mandatory tender offer is aimed at “boosting Falck Renewables’ long-term strategy of increased growth, allowing the company to generate more energy from renewable sources, benefitting local communities, supply chains, and economies, while helping Falck Renewables’ clients to become more sustainable through the use of innovative technologies.”
As a result of the mandatory tender offer, the delisting of Falck Renewables’ shares from the Italian Stock Exchange occurred on May 18, 2022.
Lastly, Cleary assisted Falck Renewables with the concurrent voluntary tender offer targeting institutional investors launched by Green BidCo S.p.A. on its equity-linked green bonds for an overall consideration of €305.19 million, which was completed on March 9, 2022.
Falck Renewables is a global player in the field of renewable energies and a leading company in the European and U.S. renewable energy sector, formerly listed on the STAR segment of the Italian Stock Exchange.