Today OMV, the international integrated oil and gas company based in Vienna, OMV Gas & Power GmbH (OGP) and the Consortium composed of Allianz, Europe's largest insurer, and Snam S.p.A., Italy's gas infrastructure operator, signed an agreement for the sale and purchase of a 49% minority stake in Gas Connect Austria GmbH (GCA). Allianz Capital Partners, the alternative asset manager of Allianz Group, led this investment on behalf of its Austrian and German insurance entities.
The Consortium was selected as purchaser by OMV after a competitive auction process that started in the second quarter of 2016.
The sale of the minority stake in GCA supports the financial stability and cash flow of the OMV Group while keeping the majority in GCA. In addition it advances OMV's strategy to restructure the Downstream Gas assets and to reduce its exposure to the regulated gas business.
The transaction is a unique opportunity for Allianz and Snam to further strengthen their long-term relationship to OMV, with the aim of fostering the strategic goals of GCA. This will also support the development of the Austrian gas infrastructure system.
The acquisition will be completed through a jointly controlled vehicle owned 60%/40% by Allianz and Snam respectively, which has secured binding non-recourse financing commitments up to EUR 310 mn by a pool of international banks. According to the terms of the transaction, total cash consideration paid by the consortium to OMV will be equal to EUR 601 mn (including EUR 147 mn for the pro-rata reimbursement of the existing shareholder loan through entering into a new shareholder loan with GCA at the time of closing). The economic effect date of the transaction is January 1, 2016. OMV is entitled to keep the full dividend in the amount of EUR 80 mn paid by GCA for the financial year ended 2015.
The closing of the transaction is expected by year-end and is conditional upon merger control clearance by German and Austrian authorities.
GCA operates an approximately 900-km-long natural gas high-pressure pipeline grid in Austria. The company is responsible for the marketing and provision of transport capacity at border points and for the transport capacity required for domestic natural gas demand. The entry and exit volume for 2015 amounted to 152 billion cubic meters. As a central hub in the European natural gas network, GCA makes a substantial contribution to the natural gas supply in Austria and other countries including Germany, France, Slovenia, Croatia, and Hungary. In financial year 2014, the last one published, GCA reported a turnover of approximately EUR 248 Mio.