Today, Abu Dhabi Future Energy Company PJSC – Masdar (“Masdar”) announced the successful completion of the acquisition of 70% of TERNA ENERGIAKI’s shares from GEK TERNA and other shareholders, having received all the necessary regulatory approvals. The deal, priced at 20 euros per share, valued the business worth of TERNA ENERGIAKI at 3.2 billion euros, making it the largest energy transaction in the history of the Athens Stock Exchange and one of the largest in the EU renewable energy sector.

Following the completion of the transaction, Masdar, a leader in clean energy in the United Arab Emirates, will seek the necessary regulatory approvals from the Capital Markets Commission to begin a mandatory cash tender offer to acquire the remaining shares of TERNA ENERGIAKI.

TERNA ENERGIAKI has been a key player in the renewable energy sector for over two decades, holding the largest and most diversified portfolio in Greece, as well as projects in Bulgaria and Poland. The company operates clean energy projects in wind, solar, hydroelectric, and biomass technologies, and as a leader in Greece’s renewable energy sector, it is also building one of the largest pumped-storage projects in Europe, the 680 MW Amfilochia project.

With TERNA ENERGIAKI currently operating projects with a total installed capacity of 1.2 GW, the acquisition reflects Masdar’s confidence in the company’s impressive growth potential, aiming for 6 GW by 2029. TERNA ENERGIAKI will play an important role in enhancing Masdar’s portfolio across Europe as it globally targets 10 GW by 2030 to support the energy transition. As stated in a related announcement, Masdar will bring long-term capital and international expertise to accelerate TERNA ENERGIAKI’s development plans, which aims for 6 GW of installed renewable energy capacity by 2029, supporting the energy transition in Greece and Eastern Europe.

Mohamed Jameel Al Ramahi, CEO of Masdar, stated: “Masdar is proud to become the majority shareholder in TERNA ENERGIAKI, bringing together two leading forces in the energy sector. Our shared vision and long-term commitment of capital will pave the way for significant growth opportunities, supporting TERNA ENERGIAKI’s strategy to help Greece achieve its ambitious renewable energy goals. Masdar’s acquisition strategy focuses not only on acquiring assets but also on investing in exceptional teams. Our ambition is to establish TERNA ENERGIAKI as one of our key regional platforms, helping us achieve our ambitious targets. I look forward to working with Executive Chairman George Peristeris and CEO Emmanouil Marangoudakis to support the energy transition in Greece and Europe.”

George Peristeris, Chairman and CEO of GEK TERNA Group, and Executive Chairman of TERNA ENERGIAKI, said: “Our agreement with Masdar reflects TERNA ENERGIAKI’s unmatched leadership role in Greece’s energy transition, as well as in Southeast Europe, resulting from our consistent and tireless efforts over more than 25 years to create the largest and fastest-growing clean energy platform in our country. With a shared vision with Masdar for clean, affordable, and domestically produced energy, we look forward to collaborating for a future full of unlimited growth potential for TERNA ENERGIAKI.”

Masdar retained Rothschild & Co as its exclusive financial advisor and Simmons & Simmons, Bernitsas Law, Latham & Watkins as its legal advisors in connection with the transaction and financing.

The GEK TERNA Group was supported by Reed Smith LLP and Potamitis Vekris, who served as the international and Greek legal advisors, respectively, for the transaction, while Morgan Stanley acted as the exclusive financial advisor to TERNA ENERGIAKI.