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SÃO PAULO – The board of directors of the AES Tietê power generator unanimously decided to reject the merger proposal made by Eneva. “Its terms and conditions are inappropriate in the best interest of the company and its shareholders,” AES said in a material fact released Sunday.
The company cited the “incompatibility” between its business and strategies and that of Eneva, and cited several reasons that led to the rejection of the offer.
One of them, according to the relevant fact, is the fact that AES has a strategic plan that includes the search for clean and sustainable energy generation.
Eneva “has its business model focused on hydrocarbon generation, exploration and production, with a focus on thermal generation based on natural gas and mineral coal.”
The document also mentions “uncertainties and risks related to Eneva’s activities, to which AES Tietê shareholders would be exposed” if there were a merger.
One of them is the possibility that the exploration of hydrocarbon fields will not achieve the expected results. For the company, the operation would also leave shareholders exposed to more regulatory risks.
“In the opinion of the board of directors, the exchange ratio proposed by Eneva does not compensate for the assumption of such risks.”
AES also claims that Eneva underestimated it and that the assessment made overestimates the synergies that would be achieved with the merger.
In addition, he says the operation could jeopardize the distribution of dividends.
Last week, Luiz Barsi, AES minority shareholder, had taken a position against the merger, saying the company would be a “Bird about to be devoured” and Eneva would be the predator.
However, AES says it is open to receiving a new proposal from Eneva and that it must “contemplate, among other improvements, the possibility of full liquidity for shareholders” who do not wish to migrate to Eneva.
AES will hold a conference call this Monday at 11 a.m. to explain the reasons for rejecting the proposal.
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