Noerr advises on energy merger – SachsenEnergie becomes largest utility in eastern Germany
Noerr is advising the regional utilities ENSO and DREWAG on their merger to form the new company SachsenEnergie AG on 1 January 2021. With an annual turnover of around €2.8bn and around 3,300 employees, the merged company will be the largest municipal utility in eastern Germany and the fourth largest municipal utility in Germany.
In addition to the state capital Dresden, SachsenEnergie AG’s supply area includes the districts of Meissen, Saxon Switzerland – Eastern Ore Mountains, Bautzen and Görlitz. It business areas include power generation, distribution and sales, as well as heating, water supply and fibre optics/broadband. The product brands DREWAG and ENSO will continue to exist for customers.
Dresden’s city council and the shareholders’ meeting of the holding company Kommunale Beteiligungsgesellschaft mbH an der Energie Sachsen Ost (KBO) have already approved the merger. Formally, the merger will be approved at ENSO’s Annual General Meeting on 18 December 2020. The merger will also affect the grid companies ENSO Netz and DREWAG Netz. The area-based separation of gas and electricity networks will no longer exist and the high-voltage and high-pressure networks will be combined into one company, while the low-pressure network will be bundled in the other company.
The merger is being overseen by a Noerr team headed by the Dresden-based partner Jens Gehlich. The team has not only advised the merging companies comprehensively on legal and tax aspects, but also devised the deal structure and conducted the negotiations with the shareholders involved.
Advisors to ENSO Energie Sachsen Ost AG and DREWAG – Stadtwerke Dresden GmbH: Noerr LLP
Jens Gehlich (team lead), Marlies Raschke (both Corporate M&A, Dresden), Dr Michaela Engel (Munich), Dr Martin Haisch (Frankfurt, both Tax), Robert Matthes (Public Commercial Law, Dresden), Dr Fabian Badtke (Frankfurt, Antitrust), Peter Scheuch, Anja Böhme (both Tax, Dresden), Dr Sascha Giller, Dr Lorenz Jarass (both Frankfurt, Antitrust), Dr Jan Hoffmann Linhard (Hamburg, Corporate), Dr Uwe Brendler, Felix Ferdinand Winkler, Eike Hofmann (all Corporate, Dresden), Yvonne Dietzel (Employment, Dresden).