Acea and Suez1 sign the definitive agreements concerning a commercial partnership, already announced to the market, for the engineering of a water service advanced smart metering system (so-called smart meter) and its subsequent manufacturing and commercialization in Italy and abroad.
Further to the press release of 6 December 2021, it is hereby announced that, on 29 March 2022, Acea S.p.A. (“Acea”) and Suez have signed the definitive agreements for the implementation of a corporate joint venture for the engineering of a water service advanced smart metering system (the so-called smart meter) and its subsequent manufacturing and commercialization in Italy and abroad, on the basis of a specific commercial partnership (the “Project”).
The obligation of the parties to implement the Project is subject to the satisfaction of the condition precedent concerning the issuance by the competent Antitrust Authority (i.e., DG COMP of the European Commission) of the decision authorizing the transaction, without the provision of commitments and/or conditions, within 31 December 2022 or a different term agreed in written between the parties.
It should be noted that - in accordance with the Procedure for Transactions with Related Parties adopted by Acea (the “RPT Procedure”) - the Project qualifies as a “transaction with related parties”, considering the involvement in the Project of Suez, which holds 23.33% of Acea's share capital. Furthermore, based on its nature, considered strategic by the parties, the Project has been qualified by Acea as a major transaction with related party pursuant to Annex 1, paragraph 6, to the RPT Procedure. Considering the above, Acea's Related Party Transactions Committee has been involved promptly and constantly in the negotiations and the preliminary phase from the earliest stages of the Project, through the receipt of a complete and updated flow of information, and - prior to the approval of the signing of the definitive agreements by Acea's Board of Directors, which took place on 29 March 2022 - expressed a favorable reasoned opinion on Acea's interest in carrying out the transaction and on the substantial fairness of the related terms and conditions.
The information document - drawn up pursuant to and for the purposes of Article 5 and Annex 4 of Consob Regulation no. 17221 of 12 March 2010, as well as Article 7.1 of the RPT Procedure - containing, inter alia, detailed information concerning the Project and the relevant definitive agreements, will be made available to the public at Acea's registered office in Rome, Piazzale Ostiense, no. 2, on Acea’s website (www.gruppo.acea.it), as well as on the authorized storage mechanism "1info", at www.1info.it, within the terms provided for by the regulations in force.
The legal aspects of the transaction have been handled by Chiomenti for Acea and Gianni & Origoni for Suez.
1SUEZ SA is the holding company of the new SUEZ Group.
Discover the latest news and initiatives of the Acea Group