ATL Atlantia

   By Nathan Allen and Pietro Lombardi 
 

Spain's Actividades de Construccion y Servicios SA (ACS.MC) and Italy's Atlantia SpA (ATL.MI) have reached a binding agreement to launch a joint offer for Abertis Infraestructuras SA (ABE.MC), according to regulatory filings submitted by ACS and Atlantia on Wednesday.

Under the terms of the agreement ACS said it will modify its existing cash-and-share offer, submitted through its German subsidiary Hochtief AG (HOT.XE), to remove the share component and keep the cash price at its original level of 18.36 euros ($22.69) a share. Atlantia will withdraw its bid.

If the bid is successful, ACS, Hochtief and Atlantia will create a joint holding company that will purchase all of Hochtief's shares in Abertis.

Atlantia will be the holding company's main shareholder, with slightly more than 50% of the shares, while ACS will hold 30% and Hochtief will take a stake of slightly less than 20%.

As the largest shareholder, Atlantia will consolidate both the holding and Abertis in its books. The companies' relationship within the holding will be subject to a shareholder agreement, ACS said.

As part of the agreement, Atlantia will invest up to EUR2.5 billion in Hochtief.

The three companies plan to reach a long-term agreement to maximize strategic partnerships and synergies within Abertis, ACS said.

All three companies will put the agreement to a vote by their respective boards on Wednesday, ACS said.

Write to Nathan Allen at nathan.allen@dowjones.com and Pietro Lombardi at pietro.lombardi@dowjones.com

(END) Dow Jones Newswires

March 14, 2018 07:21 ET (11:21 GMT)

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