On February 15, Paul, Weiss client Electricité de France S.A. (EdF) entered into definition agreements with A2A S.p.A., Delmi S.p.A., Edison S.p.A. and Alpiq S.A. The agreements relate to EdF’s purchase, for approximately €704 million, from Delmi of a 50 percent stake in Transalpina di Energia S.r.l., a company which holds 61.3 percent of Edison’s voting shares, and the purchase by Delmi of a 70 percent stake in Edipower S.p.A. from Edison and Alpiq for a total purchase price of approximately €804 million.

Edison and Edipower are two of Italy’s largest power companies, and Edison (founded in 1884) is Europe’s oldest energy company.

EdF already owns 50 percent of Transalpina, as well as 19.3 percent of Edison’s shares directly; upon closing it will be required by Italian law to commence a tender offer for all outstanding shares of Edison that it does not already own at a price per share of €0.84, or approximately €860 million in the aggregate if all such shares are tendered. The transactions are subject to a number of regulatory approvals and confirmations.

The Paul, Weiss team advising EdF included corporate partner David K. Lakhdhir and counsel Patrick C. Scott.