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Russia removes last hurdle to Fortum-Uniper merger

The anti-monopoly service (FAS) of Russia has granted its final approval to the acquisition of a majority stake (73.3%) in the German energy group Uniper by the Finnish energy company Fortum, paving the way for closing the transaction after two years of deadlock.

In January 2018, Fortum acquired E.ON's 46.65% stake in its subsidiary Uniper for €3.76bn (as agreed in September 2017) and bought another 0.47% interest in February 2018. In June 2018, it received an unconditional merger approval from the European Commission for the acquisition of a 46.65% stake and from Russian authorities. In addition, in October 2019 Fortum agreed to buy approximately 20.5% of Uniper’s share capital from funds managed by Elliott Management Corporation and Knight Vinke, at a price of €29.93/share, corresponding to a total of around €2.3bn. The Russian FAS approved the proposed acquisition of this additional stake in Uniper, subject to certain conditions; Russian regulators had capped Fortum's stake in Uniper at 49.99% due to a strategic water license operated by Uniper's local subsidiary in Russia, Unipro.

Fortum expects the transaction to create a leader in the European energy transition and to realise attractive returns on its investment in Uniper. The portfolios of the two companies are synergistic in Sweden and Russia, while Fortum will now have access to Germany and other continental European markets.

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