Wind power Germany/Spain: Siemens and Gamesa to merge businesses
Siemens and Gamesa have signed binding agreements to combine Siemens' wind power business with Gamesa to create a new leading global market player.
Siemens will receive newly issued shares of the combined company and will hold 59 per cent of the share capital while Gamesa’s existing shareholders will hold 41 per cent.
Additionally Gamesa and Areva have entered into contractual agreements whereby Areva waives existing contractual restrictions in Gamesa’s and Areva’s offshore wind joint venture Adwen simplifying the merger between Gamesa and Siemens. As part of these agreements, Gamesa—in alignment with Siemens—grants Areva a put option for Areva’s 50 per cent stake and a call option for Gamesa’s 50 per cent stake in Adwen. Both options expire in three months. Alternatively, Areva can in this time divest 100 per cent of Adwen to a third party via a drag-along right for Gamesa’s stake.
The new venture
The new company, which will be consolidated in Siemens’ financial statements, is expected to have on a pro forma basis (last twelve months as of March 2016) a 69 GW installed base worldwide, an order backlog of around €20 billion, revenue of €9.3 billion and an adjusted EBIT of €839 million. The combined company will have its global headquarters in Spain and will remain listed in Spain. The onshore headquarters will be located in Spain, while the offshore headquarters will reside in Hamburg, Germany, and Vejle, Denmark.
The two businesses are highly complementary in terms of global footprint, existing product portfolios and technologies. The combined business will have a global reach across all important regions and manufacturing footprints in all continents. Siemens’ wind power business has a strong foothold in North America and Northern Europe, and Gamesa is well positioned in fast-growing emerging markets, such as India and Latin America, and in Southern Europe. Further, the transaction will result in a product offering covering all wind classes and addressing all key market segments to better serve customer needs.
“The merger with Siemens constitutes recognition for the work performed by the company in recent years and evidences our commitment to generating value in the long term by creating significant synergies and extending the horizon of our profitable growth. Today, we are embarking on a new era, creating, alongside Siemens, a world-leading wind player. We will continue to work as before, albeit as part of a stronger company and with an enhanced ability to offer all of our customers end-to-end solutions,” said Executive Chairman & CEO, Gamesa, Ignacio Martín.
“The combination of our wind business with Gamesa follows a clear and compelling industrial logic in an attractive growth industry, in which scale is a key to making renewable energy more cost-effective. With this business combination, we can provide even greater opportunities to the customers and value to the shareholders of the new company. The combined business will fit right into our Siemens Vision 2020 and underlines our commitment to affordable, reliable and sustainable energy supply,” said President & CEO, Siemens AG, Joe Kaeser.
“As a leading wind power player especially in emerging markets, Gamesa is a perfect partner for us. Teaming up will enable Siemens and Gamesa to offer a much broader range of products, services and solutions to meet customer requirements. The move will put Siemens and Gamesa in the best position to shape the industry for lower cost of renewable energy to the consumers,” said member of the Managing Board, Siemens AG, Lisa Davis.