Dentons advises Hidroelectrica on €1.9 billion initial public offering

A cross-border team from global law firm Dentons advised S.P.E.E.H. Hidroelectrica S.A. on its €1.9 billion Rule 144A/Regulation S initial public offering and listing on the Bucharest Stock Exchange, resulting in an implied market capitalization of €9.4 billion.

The transaction was the largest IPO in Romania to date and the largest in Europe in 2023. The transaction was announced on June 6, 2023, priced on July 5, 2023, and the first day of trading on the Bucharest Stock Exchange will be July 12, 2023.

Bogdan Badea, CEO of Hidroelectrica: “I take this opportunity to thank the professionals within the Dentons team, our legal advisor, led by Loredana Chitu. They have brought to this IPO not only their top expertise but also their energy, can-do attitude, and hard work.”

Hidroelectrica is Romania’s leading electricity producer with a 100% renewable portfolio and one of the largest hydropower companies in Europe.

Loredana Chitu, Head of Dentons’ Capital Markets team in Bucharest, and who co-led the Dentons team, commented: “This important listing was made possible through the collaborative efforts of the Hidroelectrica team, the selling shareholder, the underwriters, consultants, regulatory authority and all parties involved, whom we congratulate for this success. As the legal advisor to the issuer, we take great pride in our pivotal role in facilitating the successful closing of this IPO, which demonstrates Dentons’ strength in complex capital markets transactions. As a Romanian, I also take pride in being a part of making history on the Bucharest Stock Exchange.”

Fondul Proprietatea S.A., an alternative investment fund managed by Franklin Templeton International Services S.À R.L., acted as the selling shareholder in this landmark transaction.

Cameron Half, London-based US securities and capital markets partner, who co-led the Dentons team, said: “We are very pleased to have worked with Hidroelectrica on this landmark transaction. This demonstrates the capabilities of the Dentons Capital Markets team to deploy multi-jurisdictional resources in advising on complex cross-border transactions, as well as our particular strength in advising on capital markets transactions in Central and Eastern Europe.”

Dentons acted as Romanian, U.S. Securities, and English counsel to Hidroelectrica in connection with the transaction. Citigroup Global Markets AG, Erste Group Bank AG, Jefferies International Limited, and Morgan Stanley International SE were joint global coordinators for the transaction; Banca Comerciala Romana S.A., Barclays Bank Ireland PLC, BofA Securities Europe SA, UBS Europe SE, UniCredit Bank AG and Wood & Company Financial Services, a.s. acted as joint bookrunners; and Auerbach Grayson, BRD – Groupe Société Générale, S.S.I.F. BT Capital Partners S.A. and S.S.I.F. Swiss Capital S.A. acted as co-lead managers.

Nik Colbridge, who leads Equity Capital Markets in Dentons’ London office said: “Despite difficult markets, we recently advised on the largest IPO out of the Baltic region and now have the privilege of acting for this great company on the largest IPO out of Romania. As the second high-profile renewable energy IPO on which we have advised in volatile years, it shows that, for the right sector, deals can be closed successfully.”

Dentons’ cross-border Capital Markets team was led by partner Loredana Chitu in Bucharest and partnersCameron Half and Nikolas Colbridge in London,working with associate Alin Roca in Bucharest, andassociate Pichrotanak Bunthan in London. They were supported by a large team of lawyers from various practices. The team in Bucharest included partner Claudiu Munteanu-Jipescu, counsel Elena Vlasceanu, senior associate Angelica Pintilie, associate Alin Dimache and paralegal Andrei Marinescu (all Energy), counsel Argentina Rafail and Cristina Marcu, senior associate Andreea Predescuand associate Mihut Radu (all Corporate and M&A), partner Bogdan Papandopol, senior associates Luiza Onofrei and Isabela Gheorghe, associates Diana Ceparu and Bianca Isache (all Real Estate), senior counsel Oana Voda (Public Procurement), partner Simona Marin, counsel Oana Ionascu and Maria Tomescu, associate Alin Serea (all Banking and Finance), partner Liviu Togan and senior associate Andrei Orbesteanu (both Litigation and Dispute Resolution), senior associate Simona Moisa (Employment and Data Protection), partner Raul Mihuand associate Iulia Titirisca (both Competition and Antitrust). The London team also included associate Alex Brady, and trainees Emer Lynch, Cheryl Yip andSarah Abi Raad. US tax advice was provided by San Francisco-based partner Linda Pfatteicher.