Event-Driven Investment Opportunities, Special Situation Investments

Special Situation Investments

Event-Driven Investment Opportunities

Focus on event-driven trades and low risk arbitrage opportunities with short term catalysts

Event-Driven

<ul><li>Naturgy Energy Group plans a tender offer to repurchase 9% of shares at €26.50/share, with potential upside due to Spanish proration rules.</li><li>Lensar is being acquired by Alcon for $14/share plus a CVR up to $2.75/share, with shareholder approval likely.</li><li>OCI N.V. announced a $1bn cash distribution and potential future dividends, raising net cash estimates to €9.19/share.</li></ul>

Naturgy Energy Group plans a tender offer to repurchase 9% of shares at €26.50/share, with potential upside due to Spanish proration rules.Lensar is being acquired by Alcon for $14/share plus a CVR up to $2.75/share, with shareholder approval likely.OCI N.V. announced a $1bn cash distribution and potential future dividends, raising net cash estimates to €9.19/share.

SSI Weekly Highlights: Tender Offers, Buyouts, Liquidations, and Strategic Acquisitions in Focus

<ul><li>Naturgy plans to repurchase 9% of shares at €26.5/share, with a potential €1.5/share profit opportunity.</li><li>Spanish tender law Article 38.1 allows a linear distribution of 25% of shares among tendering shareholders.</li><li>Previous similar tenders by Abertis and Duro Felguera saw priority allocations of 660 and 683 shares, respectively.</li></ul>

Naturgy plans to repurchase 9% of shares at €26.5/share, with a potential €1.5/share profit opportunity.Spanish tender law Article 38.1 allows a linear distribution of 25% of shares among tendering shareholders.Previous similar tenders by Abertis and Duro Felguera saw priority allocations of 660 and 683 shares, respectively.

Naturgy's Tender Offer: Exploring Spanish 'Odd-Lot' Priority and Potential €500 Upside for Shareholders

European Event-Driven Analyst

Jesus Rodriguez Aguilar

<ul>
<li>Naturgy's 10% self-tender offer at €26.50/share offers a 3.5% premium and ~40.6% annualized return, pending CNMV approval with settlement likely by mid-May 2025.</li>
<li>Strategic negotiations may see Taqa acquire up to 29.9% from exiting funds GIP and CVC, rebalancing Naturgy’s ownership toward industrial partners and reducing geopolitical friction.</li>
<li>With treasury shares reissued, free float could rise to 21%, boosting ADTV above €12 million and enhancing index eligibility, while dividend payouts remain attractive despite temporary uplift being unsustainable.</li>
</ul>


Naturgy's 10% self-tender offer at €26.50/share offers a 3.5% premium and ~40.6% annualized return, pending CNMV approval with settlement likely by mid-May 2025.
Strategic negotiations may see Taqa acquire up to 29.9% from exiting funds GIP and CVC, rebalancing Naturgy’s ownership toward industrial partners and reducing geopolitical friction.
With treasury shares reissued, free float could rise to 21%, boosting ADTV above €12 million and enhancing index eligibility, while dividend payouts remain attractive despite temporary uplift being unsustainable.


A Power Move: Naturgy Sparks a Strategic Rebalance

<ul>
<li>Naturgy plans a €2.5 billion share buyback at €26.5 per share, thus increasing free float and liquidity, potentially aiding index inclusion and attracting passive ETF investors.</li>
<li>The 2025-2027 strategic plan targets €6.4 billion investments, focusing on networks and renewables while maintaining EBITDA at €5.3 billion and net profit at €1.9 billion.</li>
<li>A rising dividend from €1.6 to €1.9/share by 2027, with a 100% payout ratio, provides a 7.4% 27e yield, supported by a 2.3x net debt/EBITDA, ensuring sustainability.</li>
</ul>


Naturgy plans a €2.5 billion share buyback at €26.5 per share, thus increasing free float and liquidity, potentially aiding index inclusion and attracting passive ETF investors.
The 2025-2027 strategic plan targets €6.4 billion investments, focusing on networks and renewables while maintaining EBITDA at €5.3 billion and net profit at €1.9 billion.
A rising dividend from €1.6 to €1.9/share by 2027, with a 100% payout ratio, provides a 7.4% 27e yield, supported by a 2.3x net debt/EBITDA, ensuring sustainability.


Strategic Reshuffle, Shareholder Adjustments, and Investment Outlook

<ul>
<li>Diplomatic tensions hinder acquisition: Algeria opposes Taqa’s takeover of Naturgy due to geopolitical conflicts with the UAE, complicating Spain’s energy security and disrupting acquisition negotiations.</li>
<li>Corporate governance challenges: Naturgy faces board restructuring, with five seats up for renewal and shareholder disputes over representation, potentially impacting governance stability and strategic decision-making.</li>
<li>Despite acquisition uncertainties, Naturgy is expected to report solid 2024 financial results and unveil a strategic plan focusing on decarbonization, diversification, and operational efficiency in early 2025.</li>
</ul>


Diplomatic tensions hinder acquisition: Algeria opposes Taqa’s takeover of Naturgy due to geopolitical conflicts with the UAE, complicating Spain’s energy security and disrupting acquisition negotiations.
Corporate governance challenges: Naturgy faces board restructuring, with five seats up for renewal and shareholder disputes over representation, potentially impacting governance stability and strategic decision-making.
Despite acquisition uncertainties, Naturgy is expected to report solid 2024 financial results and unveil a strategic plan focusing on decarbonization, diversification, and operational efficiency in early 2025.


Naturgy Acquisition Talks: Diplomatic and Financial Hurdles Persist

Spain

Naturgy Energy Group S.A. distributes natural gas. The Company operates gas storage facilities, as well as owns and operates a fiber optic backbone telecommunications networks. Naturgy Energy Group also markets energy management products, household gas appliances, and installs gas heating systems. Naturgy Energy serves clients worldwide.

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Naturgy Energy Group SA (NTGY SM)

SSI Weekly Highlights: Tender Offers, Buyouts, Liquidations, and Strategic Acquisitions in Focus

Naturgy Energy Group plans a tender offer to repurchase 9% of shares at €26.50/share, with potential upside due to Spanish proration rules.

Special Situation Investments

Naturgy's Tender Offer: Exploring Spanish 'Odd-Lot' Priority and Potential €500 Upside for Shareholders

Naturgy plans to repurchase 9% of shares at €26.5/share, with a potential €1.5/share profit opportunity.

Special Situation Investments

A Power Move: Naturgy Sparks a Strategic Rebalance

Naturgy's self-tender offer at €26.50/share aims to rebalance ownership, boost free float, and enhance index eligibility, pending CNMV approval...

Jesus Rodriguez Aguilar

Strategic Reshuffle, Shareholder Adjustments, and Investment Outlook

Naturgy plans €2.5 billion share buyback at €26.5/share, aims for €6.4 billion investments in networks and renewables by 2027, with rising...

Jesus Rodriguez Aguilar

Naturgy Acquisition Talks: Diplomatic and Financial Hurdles Persist

Algeria's opposition to Taqa's takeover of Naturgy complicates Spain's energy security, while Naturgy faces corporate governance challenges and...

Jesus Rodriguez Aguilar

Price Gauge

52-week Range

Market Cap (USDm)

P/E

Dividend (Yield)

SSI Weekly Highlights: Tender Offers, Buyouts, Liquidations, and Strategic Acquisitions in Focus

Naturgy Energy Group plans a tender offer to repurchase 9% of shares at €26.50/share, with potential upside due to Spanish proration rules.

Special Situation Investments

Naturgy's Tender Offer: Exploring Spanish 'Odd-Lot' Priority and Potential €500 Upside for Shareholders

Naturgy plans to repurchase 9% of shares at €26.5/share, with a potential €1.5/share profit opportunity.

Special Situation Investments

A Power Move: Naturgy Sparks a Strategic Rebalance

​Naturgy's self-tender offer at €26.50/share aims to rebalance ownership, boost free float, and enhance index eligibility, pending CNMV approval...

Jesus Rodriguez Aguilar

Strategic Reshuffle, Shareholder Adjustments, and Investment Outlook

​Naturgy plans €2.5 billion share buyback at €26.5/share, aims for €6.4 billion investments in networks and renewables by 2027, with rising...

Jesus Rodriguez Aguilar

Naturgy Acquisition Talks: Diplomatic and Financial Hurdles Persist

​Algeria's opposition to Taqa's takeover of Naturgy complicates Spain's energy security, while Naturgy faces corporate governance challenges and...

Jesus Rodriguez Aguilar

Naturgy's self-tender offer at €26.50/share aims to rebalance ownership, boost free float, and enhance index eligibility, pending CNMV approval...

Naturgy plans €2.5 billion share buyback at €26.5/share, aims for €6.4 billion investments in networks and renewables by 2027, with rising...

Algeria's opposition to Taqa's takeover of Naturgy complicates Spain's energy security, while Naturgy faces corporate governance challenges and...