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Subject:Spain's Endesa Moves In for a U.S. Acquisition
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Date:Tue, 2 Oct 2001 08:49:32 -0700 (PDT)


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October 2, 2001=20


Spain's Endesa Moves In for a U.S. Acquisition=20



By Will McNamara
Director, Electric Industry Analysis=20


<http://secure.scientech.com/rci/wsimages/will100border_copy.jpg<

[News report from Power Finance & Risk] Endesa, Spain's largest utility, is=
setting up a business development unit in New York and will shortly transf=
er three executives from its Madrid headquarters to seek out investment opp=
ortunities in the United States. Virginia Sanz de Madrid, a Spanish utility=
analyst at Deutsche Bank in Madrid, says Endesa is probably looking to acq=
uire existing generation or distribution companies rather than develop new =
assets from scratch. She adds that Endesa is looking to spend some $2 to $3=
billion to enter the U.S. energy market.=20

Analysis: A common response to reports that Endesa is attempting to expand =
in the United States may be: Why has the company waited so long? Along with=
affording new opportunities for domestic companies, deregulation of the U.=
S. electric market has also enticed several large European power firms to e=
xpand their scales through a stateside acquisition. Thus, some financial an=
alysts may wonder if Endesa is jumping on the U.S.-expansion bandwagon too =
late. The timing may still be right for Endesa, however, considering that f=
alling wholesale electricity prices across the United States and the decrea=
sed value of generation assets over the last few months could actually make=
a U.S. generation purchase more lucrative today than in recent years. Cons=
equently, Endesa's rumored expansion efforts in the United States, and cont=
inuing acquisitions across continental Europe, are part of the company's ag=
gressive growth strategy.=20

Under the monopoly system in Spain, Endesa was clearly the country's larges=
t power firm, owning about 22,576 MW of generating capacity and controlling=
67 percent of Spain's electricity market. However, due to its own move tow=
ard privatization, the Spanish government has placed restrictions on the do=
mestic growth of the country's largest electric companies, requiring Endesa=
to look abroad for growth opportunities. Thus, for some time there has bee=
n little question that Endesa would like to develop interests across contin=
ental Europe, and is not going to let any dust settle before it continues t=
o expand. The fact that Endesa also plans to expand in the United States re=
presents a new, but not necessarily surprising, direction for the company.=
=20

The impetus for Endesa moving into the United States, beyond the opportunit=
ies for growth that exist in this country, may be rooted in some setbacks t=
hat Endesa has experienced in Spain and minimal acquisition opportunities a=
cross continental Europe. In late 2000, Endesa made its first significant m=
ove outside of Spain when it purchased a 30-percent interest in the French =
electricity generator Societe Nationale d'Electricite et de Thermique (SNET=
). While a comparatively small company by American standards, SNET is the s=
econd-largest electricity company in France in terms of installed capacity,=
and third largest in terms of electricity generation. SNET owns five coal =
plants totaling 2,600 megawatts, which generate about 6,838 GWh annually. T=
his is a very low output, and in fact SNET accounts for only 2.5 percent of=
the market share in France. However, given the fact that France's largest =
energy company, EDF, still has a hold on about 90 percent of the market in =
the country, the acquisition of the next-largest company was a major coup. =
The acquisition of SNET was also attractive to Endesa because of the compan=
y's experience in coal-based electricity-which still is the power source fo=
r roughly half of the electricity produced across the Continent-and its pro=
gressiveness in terms of technology.=20

Upon the acquisition of SNET, Endesa began friendly merger proceedings with=
Iberdrola, the second-largest power firm in Spain. Under the now-terminate=
d deal, Endesa would have purchased Iberdrola for about $12.6 billion and c=
reated a new entity well prepared to expand across Europe and Latin America=
. Reportedly, the merger would have created the world's third-biggest elect=
ricity company, after Tokyo Electric Power and Enron, and without question =
would have marked Spain's largest industrial merger to date. For further pe=
rspective, the new company created by the merger between Endesa and Iberdro=
la would have had a combined market capitalization of approximately 36 bill=
ion euros (or $32 billion in U.S. terms). This would have surpassed Duke En=
ergy's market capitalization of $30.3 billion and been roughly the size of =
American Electric Power, TXU, and Reliant put together (resulting in a $33.=
8 million market capitalization). Had it materialized, the merger also woul=
d have given a considerable jolt to Spain's fast-growing power market, and =
altered the current playing field among Europe's largest power companies.=
=20

However, in a major setback for Endesa's growth, Spanish authorities requir=
ed that the merged company sell off some generating capacity, arguing that =
Spain needed new players to increase competition. The government also ruled=
that the new entity would have to lower its market share of distribution, =
and authorities cut the amount of stranded costs that the new company would=
be able to recoup. Although analysts had expected the merger to proceed de=
spite the government conditions, Endesa and Iberdrola said the imposed gove=
rnmental conditions outweighed the benefits of the merger, which would crea=
te fewer synergies than initially proposed. Ironically, much of the funding=
for Endesa's purchases have come from the sales of its own non-strategic a=
ssets that took place in preparation for the Iberdrola acquisition.=20

Moreover, the inability to grow its scale through the purchase of Iberdrola=
has apparently prompted Endesa to concentrate on finding new acquisition o=
pportunities. In addition to expansion into the United States, last month E=
ndesa led a consortium that will acquire the generation assets of Enel, Ita=
ly's largest generating company, for 2.63 billion euros. The generating ass=
ets, which are housed under a subsidiary company known as Elettrogen, inclu=
de an installed capacity of 5,700 MW that is ranked as the second-largest g=
enerating firm in Italy. Elettrogen is one of three companies in which Enel=
grouped its generation assets in order to comply with Italian regulatory m=
andates regarding divestiture. The purchase of Elettrogen marks the first s=
ignificant expansion of Endesa beyond its home territory in Spain. In the p=
urchase agreement, Endesa will have 45-percent ownership of Elettrogen, par=
tnering with Banco Santander Central Hispano (40 percent), a Spanish bank, =
and Italian ASM Brescia (15 percent), a municipal utility that serves 400,0=
00 customers in Italy.=20

The acquisition of Elettrogen is an important component of Endesa's expansi=
on strategy across Europe and may be an indication of how the company inten=
ds to progress in the United States. Endesa has established a goal of accum=
ulating 8,000 MW of generating capacity beyond its existing assets in Spain=
by 2005. Through the purchase of Elettrogen and the previous purchase of S=
NET, Endesa has already reached that goal four years ahead of schedule.=20

If Endesa does make a purchase of a U.S. company, it will most likely be an=
acquisition that involves substantial generating assets, as power generati=
on has become Endesa's primary focus. To date, there have been a handful of=
instances in which an international power firm has bought a U.S. energy co=
mpany since deregulation began four years ago. ScottishPower purchased Paci=
fiCorp, National Grid purchased New England Electric System (NEES) and East=
ern Utilities Associates (EUA), and Powergen bought LG&E. Note that all of =
these buying companies are based in the United Kingdom. Pending internation=
al deals include National Grid's purchase of Niagara Mohawk and the German =
company RWE's purchase of American Water Works, and EDF has made it clear t=
hat it also wants to expand in the United States. Generally speaking, inter=
national power firms have used the purchase of either vertically integrated=
utilities or unbundled businesses as a "testing ground" to learn the ins a=
nd outs of the U.S. energy market and plan subsequent specialization in a p=
articular market niche. Further, although international companies such as N=
ational Grid are focused on the transmission side of the U.S. energy indust=
ry, the generation sector clearly offers solid opportunities for growth. In=
the spring of 2001, President Bush released an energy plan that calls for =
significant new energy production efforts, which opened up new windows of o=
pportunity for international companies to further expand in the United Stat=
es.=20


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