Innogy

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innogy SE

logo
legal form European society
founding 2016
Seat Essen , GermanyGermanyGermany 
management
Number of employees 34,523 (2019)
sales 35.4 billion euros (2019)
Branch power supply
Website www.innogy.com
As of December 31, 2019

The Innogy SE (self spelling innogy; portmanteau word of English. Innovation "innovation" and energy "Energy") is a formerly listed, originally from RWE founded in 2016 subsidiary of E.ON . Innogy operates distribution networks and generates and sells electricity.

In 2018, RWE and E.ON agreed on an extensive asset and business swap. As part of this, RWE transferred all of its Innogy shares to E.ON by September 2019 and received the entire renewable energy business from E.ON and Innogy.

Companies

Innogy is mainly active as a network operator and in energy sales. In addition, the company plans, builds and operates power generation plants, especially wind power plants (onshore and offshore ), hydropower plants and photovoltaic systems . In mid-2009, RWE Innogy, one of the predecessor companies, had systems with a total installed capacity of more than 1.4 gigawatts. In March 2011 it was already 2.4 GW with an upward trend (1.1 GW under construction). In 2012, RWE produced around 4.2% of its electricity from renewable energy sources (including the hydropower and biomass power plants currently managed by Innogy).

The renewable energies division in the RWE Group was founded in 2008 under the name RWE Innogy GmbH. It took over the name of Innogy plc, which was taken over by RWE in 2002 . Innogy SE was founded in 2016 (initially as RWE International SE), to which RWE's renewables, grids and sales divisions were transferred. Innogy is primarily active in Europe, with a focus on Germany, Great Britain (taking over the activities of RWE npower ), France, Spain, Poland, Portugal and Italy. In July 2017 Innogy founded a subsidiary for electromobility in the USA.

On December 12, 2017, Innogy issued a profit warning . As a result, Werner Brandt , Chairman of the Supervisory Board of Innogy, announced the separation from CEO  Peter Terium on December 19, 2017 .

Sale to E.ON and restructuring

On March 11, 2018, the sale of Innogy to E.ON was announced; at the same time, E.ON granted RWE a 16.7 percent stake in the course of a capital increase with a volume of 20 percent. E.ON offered the previous minority shareholders of Innogy to purchase their shares in cash as part of a voluntary public takeover offer. The takeover offer was accepted for 9.4 percent of the voting shares, which means that E.ON's possible total stake in Innogy increased to at least 86.2 percent after the transaction was completed.

With the transaction, RWE and E.ON want to restructure their activities as follows:

  • E.ON is acquiring RWE's 76.8% stake in Innogy. As part of a business swap, RWE will receive all of E.ON's major renewable energy activities and the renewable energy business from Innogy, a minority stake of 16.67 percent in the expanded E.ON and other assets. RWE will also pay E.ON 1.5 billion euros.
  • E.ON makes a voluntary public takeover offer to the minority shareholders of Innogy. The total value of this offer of 40.00 euros per share is made up of the offer price of 36.76 euros per share and the payments from assumed dividends by Innogy for the 2017 and 2018 financial years totaling 3.24 euros per share.

Both parties justified the transaction as follows:

  • E.ON expects synergies of 600 to 800 million euros annually, which should be realized from 2022.
  • E.ON should become a focused operator of European energy networks and a provider of modern customer solutions, positioning itself as an innovation driver of the energy transition in Europe. The aim is to prepare for the demands of energy customers in Germany and Europe, for example in the field of electromobility or the increasing networking of production and offers in local network structures.
  • RWE will become a leading European electricity producer in the field of renewable energies with attractive growth potential, combined with security of supply from conventional power plants and energy trading.

In detail, it was agreed that RWE would receive the following renewable energy activities from E.ON as part of a business swap:

  • a calculated stake of 16.67 percent in E.ON as part of a capital increase in kind by E.ON from authorized capital;
  • all of E.ON's major renewable energy activities;
  • Innogy's renewable energy business, as well
  • the minority interests held by E.ON's subsidiary PreussenElektra in the Emsland and Gundremmingen nuclear power plants operated by RWE and
  • Innogy's gas storage business and its stake in the Austrian energy supplier Kelag. The agreement also provides for a payment from RWE to E.ON in the amount of 1.5 billion euros.

At the end of January 2019, E.ON notified the EU Commission of the planned takeover of Innogy. In March 2019 E.ON announced that it had acquired 3.02% of the voting share capital of Innogy; in addition, the voluntary takeover offer was accepted for a further 9.41% of the shares. Together with the stake to be taken over from RWE, E.ON came to 89.23% of all Innogy shares. Antitrust approval and the closing of the transaction took place in September 2019

Exchange and squeeze-out

Innogy shares had been listed on the Frankfurt Stock Exchange since October 2016 . It was the fourth largest IPO in Germany to date (after Telekom in 1996 and Deutsche Post and Infineon, both in 2000) and the largest in 16 years. Around 3 billion euros went to RWE and 2 billion to Innogy. At an issue price of 36 euros, the company's market value was 20 billion euros. At the time, RWE owned 76.8 percent of the shares. From December 19, 2016 to September 16, 2019, the Innogy share was listed in the MDAX . After the free float fell below 10% in the course of the takeover by E.ON , the share had to leave the MDAX unscheduled.

At the beginning of September 2019, E.ON announced that it would reach the 90% threshold with further shares from acquisitions that had taken place in the meantime after the approval of the transaction and that it wanted to initiate a squeeze-out of the remaining minority shareholders as soon as possible . After the transfer of the shares from RWE to E.ON on September 18, 2019, E.ON confirmed its intention to take over the remaining shares through a squeeze-out under conversion law. In mid-January 2020, E.ON announced that it would settle the minority shareholders in the course of the squeeze-out with EUR 42.82 per Innogy share. The amount of the compensation was criticized by the shareholders, but confirmed as appropriate by a court-appointed expert auditor. The merger was resolved by Innogy's extraordinary general meeting at the beginning of March 2020 .

The entry in the commercial register took place in June 2020, completing the squeeze-out of the remaining minority shareholders; thus the listing was subsequently terminated.

Attachments (before closing the transaction with E.ON)

Thornton Bank wind farm, construction phase 1, wind turbines D1 to D6

Among other things, Innogy operates the onshore and offshore wind farms

Location of North Sea East within the wind farms in the German Bight and their connection to the mainland
Aerial view of the Rhyl Flats wind farm

as well as the Wittgenstein biomass cogeneration plant (Germany, 5 MW) and the Berlin-Neukölln / Gropiusstadt wood-fired cogeneration plant (21.5 MW electrical, 164 MW thermal).

Subsidiary (before closing the transaction with E.ON)

  • Other renewable energies
    • Belectric Solar & Battery Holding (photovoltaics), with ka-tek (system integration medium and high voltage), Jurchen Technology (assembly and cable systems) and Padcon (control center)
    • Innogy Renewables UK
  • further investments
    • Innogy Consulting
    • Innogy Gas Storage NWE
    • Lemonbeat GmbH
    • eluminocity GmbH

Foundation, endowment

The Innogy Foundation for Energy and Society has existed since December 1st, 2016 , which, among other things , awards the International Light Award to light artists every year in cooperation with the Center for International Light Art .

Esports

Since July 2017 Innogy has a professional esports team in League of Legends , OP Innogy , which plays in the Pro Division of the Prime League .

Web links

Individual evidence

  1. ↑ RWE Fact Book Renewable Energy (April 2009) (PDF; 1.1 MB)
  2. ↑ Imprint innogy SE. Retrieved June 15, 2020 .
  3. ↑ a b Annual Report 2019 (PDF) In: innogy.com. Accessed June 1, 2020 .
  4. ↑ Who is innogy? Presentation of the business areas. innogy.com, accessed on February 4, 2020 .
  5. ↑ a b DGAP-News: E.ON SE completes acquisition of innogy shares from RWE. In: www.finanznachrichten.de. September 18, 2019, accessed September 19, 2019 .
  6. ↑ a b c d EON and RWE: Two European energy companies focus their activities. In: rwe.com. March 12, 2018. Retrieved March 19, 2018 .
  7. ↑ Ad hoc announcement: RWE and EON reach agreement in principle on the sale of the 76.8% stake in Innogy as part of a far-reaching swap of business activities. In: rwe.com. March 11, 2018, accessed March 19, 2018 .
  8. ↑ Ad hoc announcement: EON concludes agreement with RWE to acquire Innogy as part of a far-reaching swap of business activities. In: eon.com. March 12, 2018. Retrieved March 19, 2018 .
  9. ↑ a b Innogy company brochure  ( page no longer available , search in web archives )  Info: The link was automatically marked as defective. Please check the link according to the instructions and then remove this notice.@1@ 2Template: Dead Link / www.rwe.com  
  10. ↑ Fact Book Renewable Energy (March 2011)  ( page no longer available , search in web archives )  Info: The link was automatically marked as defective. Please check the link according to the instructions and then remove this notice. (PDF; 3 MB)@1@ 2Template: Dead Link / www.rwe.com  
  11. ↑ RWE Facts and Figures 2012 (PDF; 11 MB), p. 156
  12. ↑ Electromobility: Innogy founds subsidiary in USA. www.innogy.com, accessed August 11, 2017 .
  13. ↑ Innogy: RWE subsidiary shares collapse after profit warning. Retrieved February 15, 2019 .
  14. ^ Rheinische Post December 20, 2017: The Flying Dutchman
  15. ↑ Ex-Innogy boss Peter Terium: Short flight high - abrupt crash. Retrieved February 15, 2019 .
  16. ↑ Eon, RWE, Innogy: How the energy industry will change with the Innogy sale. In: handelsblatt.com. Retrieved February 5, 2019 .
  17. ↑ E.ON successfully completes voluntary public takeover offer. In: energyfortomorrow.de. Retrieved February 5, 2019 .
  18. ↑ E.ON notifies the EU Commission of planned takeover of Innogy. In: energyfortomorrow.de. Retrieved February 5, 2019 .
  19. ↑ a b DGAP voting rights: innogy SE. March 15, 2019, accessed August 14, 2019 .
  20. ↑ Innogy: the largest German IPO since 2000 , Süddeutsche Zeitung, October 7, 2016.
  21. ↑ Innogy shares just above the issue price , Deutsche Welle, October 7, 2016.
  22. ↑ IPO: RWE has to cut back on Innogy IPO afterwards , on October 21, 2016
  23. ↑ Unscheduled adjustment in MDAX Changes will take effect on September 16. In: www.dax-indices.com. September 11, 2019, accessed September 14, 2019 .
  24. ↑ DGAP-News: E.ON SE: Planned takeover of innogy: E.ON wants to integrate innogy quickly and announces the exclusion of the remaining minority shareholders of innogy SE. Retrieved September 14, 2019 .
  25. ↑ a b DGAP-Adhoc :: Innogy SE: E.ON Verwaltungs SE informs innogy of the cash compensation of EUR 42.82 per innogy SE share in the squeeze-out under merger law and the intention for the 2019 dividend. In: www.finanznachrichten.de. January 16, 2020, accessed January 16, 2020 .
  26. ↑ Innogy minority shareholders criticize squeeze-out compensation from Eon. March 4, 2020, accessed on June 3, 2020 (German).
  27. ↑ Eon takes Innogy out of stock exchange trading. June 2, 2020, accessed on June 3, 2020 (German).
  28. ↑ Innogy participation in Eprimo . ( energieanbieterinformation.de [accessed on February 3, 2020]).
  29. ↑ Innogy participates in the smart city startup eluminocity . ( innogy.com [accessed December 1, 2017]).
  30. ↑ About the foundation. New energy impulses for society. innogy-stiftung.com, accessed on May 6, 2017 .
  31. ↑ The award. Center for International Light Art (ilaa.eu), accessed on May 6, 2017 .
  32. ↑ innogy founds eSport works team. March 1, 2017, accessed July 6, 2020 .