Otovo to acquire EDEA in an all share exchange deal
OSLO, NORWAY: Otovo AS has resolved to launch an offer to acquire all the shares in European Distributed Energy Assets Holding AS (EDEA).
The offer will be a share-for-share exchange offer, where eligible shareholders in EDEA will be offered 1.7 shares in Otovo for each tendered share in EDEA.
In the Offer, Otovo is valued at NOK 24.794 per share, corresponding to a total equity value of NOK 2.641 billion based on volume-weighted trades since Monday 8 November 2021.
The consideration offered by Otovo to the eligible EDEA shareholders, values the EDEA share at NOK 42.15 per share, corresponding to a total equity value of NOK 271.384 million.
At launch, the offer is supported by 52.66% of the shareholders in EDEA, and it is unanimously recommended by the independent members of the board of directors in EDEA. At launch, 34.02% of the eligible shareholders have pre-accepted the offer, and in addition, Otovo currently holds 18.64 per cent of the shares in EDEA.
The value represents a return of 69% for investors participating in EDEA fundraising that took place in October 2020, and the offer is approximately 6% above the last trade in EDEA on the NOTC list.
The proposed combination of EDEA and Otovo will align shareholder interests, expand the total value creation from Otovo’s leasing contracts, and enable a more suited capital structure in EDEA.
After the proposed transaction, the same party will accrue the full value creation and cost of creating leasing assets. In addition, the value creation from leasing assets will be unlocked for Otovo now, rather than after the two years remaining of the exclusivity agreement between the parties.
“2021 has been a breakthrough year for leasing in European residential solar. Together, EDEA and Otovo have a leasing value proposition that expands the market to households who cannot prioritize limited funds towards green home improvements. We see a strong strategic and industrial rationale to now fully combine EDEA and Otovo. This will accelerate the electrification of Europe”, said CEO Andreas Thorsheim of Otovo.
“As this is an all-share offer, EDEA’s shareholders will continue to benefit from the increased value creation arising from the combined company. Together, we are set to build Europe’s leading solar company and improve access to clean and affordable energy for Europeans, regardless of whether they want to own or lease the solar panels and batteries”, Thorsheim added.
Otovo is a marketplace that organizes hundreds of local, high-quality, and qualified energy installers. The company uses its proprietary technology to analyze the potential of any home and finds the best price and installer for customers based on an automatic bidding process between available installers.
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