EDF Plans To Buy Delmi Out Of Edison, No Price Set

French state-controlled power group Electricite de France SA (EDF.FR) Monday said it has offered to buy out investment vehicle Delmi from Edison SpA (EDN.MI), although it came short of elaborating on an exact price per share.

Edison is 61.3% held by Transalpina di Energia, itself 50% held by EDF and 50% by Delmi, which in turn regroups Italian shareholders led by A2A SpA (A2A.MI). EDF owns 19% in Delmi.

EDF said it proposed to commit to buy Delmi's Edison shares in three years time, at a price based on the earnings before interest, tax, depreciation and amortization, or Ebitda, multiple of a sample of comparable listed companies.

"In this manner, the Italian partners which may wish to be able to sell their shares could benefit from Edison's profitability restructuring efforts," the group said.

EDF also offered A2A and Iren SpA (IRE.MI) to exchange their respective 20% and 10% stakes in Edipower for 100% of the share capital of Edens, a fully-owned subsidiary of Edison and the fourth-largest Italian producer of electricity from renewable sources. A2A and Iren would also be granted a call option to acquire a hydro-generation facility at Mese at fair market value in three years, EDF said.

"On the basis of this framework, EDF would ask [Italian regulatory body] CONSOB for an exemption from any obligation to launch a mandatory tender offer for Edison's remaining share capital," the group also said.

-By Geraldine Amiel, Dow Jones Newswires; [phone]; [e-mail]