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FACTBOX: Gas Natural to take over Union Fenosa

Wed Jul 30, 2008 5:10pm EDT

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(Reuters) - Spanish utility Gas Natural (GAS.MC) has agreed to buy a 45 percent stake in rival Union Fenosa UNF.MC from debt-laden builder ACS (ACS.MC) in a deal worth 7.6 billion euros, the companies said on Wednesday.

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If the energy watchdog approves the deal, Gas Natural will then have to make a full cash bid for Fenosa to comply with Spanish securities regulations.

The move comes after months of speculation over consolidation to create a domestic energy champion capable of fending off foreign predators.

For a full story on the deal, double click on nL0183030.

Following are details of the two companies' financial data, shareholders and business activities (amounts in euros):

FENOSA GAS NATURAL

Market Capitalisation* 14.570 bln 14.777 bln

2007 Revenue 6.011 bln 10.093 bln

2007 net profit 986 million 959 million

2007 EBITDA 2.062 bln 2.277 bln

2007 Debt/EBITDA 2.8 times 1.5 times

* Based on July 29 market prices. Fenosa's market capitalisation has risen almost 44 percent since July 17, the day before ACS said it was mulling a sale of its Fenosa stake.

KEY SHAREHOLDERS

FENOSA

ACS 45.306 pct

CAM 5.29 pct

Caixa Galicia 3.5 pct

Caixanova 2.4 pct

Banco Pastor (PAS.MC) 1.91 pct

GAS NATURAL

Criteria Caixa (CRIT.MC) 30 pct

Repsol (REP.MC) 30.847 pct

GDF Suez (GSZ.PA) 11.3 pct

FENOSA BUSINESS ACTIVITIES

Operates in gas and electricity markets with 26 percent of EBITDA coming from abroad. Has a strong presence in Mexico and Colombia.

Electricity generation -- mainly in coal and gas-fired power stations -- accounts for 35 percent of gross earnings. Distribution accounts for 23 percent and gas for 16 percent.

Fenosa is developing renewable energy sources and has earmarked investments of 9 billion euros between 2007 and 2011 for organic growth and acquisitions.

GAS NATURAL BUSINESS ACTIVITIES

Focused on providing and distributing natural gas in Spain, Latin America, Italy and France. Has also generated and marketed electricity since deregulation.

Company earmarked investments of 8.8 billion euros from 2004 to 2008, which have helped drive accumulated growth in net profit by 14 percent a year.

Has the backing of its two key shareholders, La Caixa -- Spain's biggest unlisted bank -- and oil and gas firm Repsol.

(Reporting by Carlos Ruano; Translating by Martin Roberts; Editing by Braden Reddall)
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