Eesti Energia launches voluntary takeover bid of Enefit Green

State-owned power group Eesti Energia plans to issue a voluntary takeover bid to shareholders in its renewables subsidiary Enefit Green, valued at over €200 million.
Enefit Green went public in 2021, with the aim of attracting investors from the local capital market.
Eesti Energia now says it plans to offer retail investors the opportunity to subscribe to shares issued by the Eesti Energia group, which will be listed on the Baltic stock exchange.
If approved, the voluntary takeover bid will give Enefit Green shareholders the opportunity to sell Enefit Green shares at €3.4 per share. Eesti Energia is aiming for 100 percent share ownership of Enefit Green.
The offer is at present an intention, pending Financial Supervision and Resolution Authority (Finantsinspektsioon) approval.
Bond subscription will commence after the voluntary takeover period ends, initially planned for the second half of May, Eesti Energia said.
Anne Mere, supervisory board chair of Eesti Energia, said a state-owned energy group is most beneficial to Estonia as a unified and strong entity.
Mere said: "In the long term, to reduce energy prices and ensure energy security, Estonia requires a substantial increase in both dispatchable and renewable electricity generation capacity, as well as storage. Eesti Energia can most effectively contribute to this goal only as a strong and integrated energy company."
Eesti Energia management board chair Andrus Durejko meanwhile said that Eesti Energia must become an internationally competitive energy group.
He said: "Both Eesti Energia's internal and external expert analysis has shown that fully reintegrating Enefit Green into the group is the best solution both for the company and Estonian state to achieve this goal. Repurchasing Enefit Green's shares would enable us to create an integrated energy group where the portfolios of electricity sales and production are combined."
"By merging the production capacities of dispatchable generation and renewables, we can offer more competitive electricity pricing, increase profitability, and restore investment capacity," Durejko went on via a press release.
Eesti Energia's voluntary takeover bid for Enefit Green, is valued at over €200 million, offers a 47 percent premium over the March 26, 2025 stock price, and will go ahead if 90 percent or more of shares are acquired, using financing from the energy giant's own funds.
The voluntary takeover bid, starting April 8 and ending May 12, 2025, may be subject to changes, with payment for shares on May 16, 2025, based on market analysis, price targets, and shareholder profitability, Eesti Energia stated.
Eesti Energia is an international energy company operating in the Baltic States and Poland, involved in energy production, sales, liquid fuel development, and providing energy solutions.
Enefit Green is the largest wind energy producer in the Baltics, with over 1,100 megawatts of capacity across 29 wind farms, 46 solar power plants, and other renewable assets in all three Baltic states plus Poland and Finland.
Finance Minister: Share buyback 'inevitable'
Since the state is the owner of Eesti Energia, Minister of Finance Jürgen Ligi gave his consent to make a takeover offer to Eesti Energia AS via a general meeting decision.
Minister Ligi stated that a share buyback is inevitable to address these issues, as it would provide a diversified production portfolio, freedom from trading restrictions, and improve financial results.
The decision is driven by changes in the energy market and global developments over the past four to five years, which must be addressed to ensure the long-term competitiveness of the state-owned company, the finance ministry has said.
Up top now, Eesti Energia has been unable to invest enough to remain competitive or offer the best electricity price, and this situation is unsatisfactory for both the state and Enefit Green's small shareholders, Minister Ligi noted.
A voluntary takeover bid involves a bidder voluntarily making an offer for all the shares issued by the target company, and all the securities issued by the target company conferring the right to acquire its shares, regardless of whether or not they are listed but provided that they are transferable.
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Editor: Andrew Whyte