Sale of (district heating) power stations, especially based on biomass and boiler systems by Energiecomfort Energie- und Gebäudemanagement GmbH — Call for expressions of interest.
Energiecomfort Energie- und Gebäudemanagement GmbH | Published October 24, 2014 - Deadline November 14, 2014
Sale of (district heating) power stations, especially based on biomass and boiler systems by Energiecomfort Energie- und Gebäudemanagement GmbH
Call for expressions of interest
Energiecomfort Energie- und Gebäudemanagement GmbH (‘EC’), a 100 % subsidiary of Wien Energie GmbH and thus an indirect subsidiary of the city of Vienna, intends to sell by way of an open, structured, transparent and non-discriminatory bidding-process the following shares and/or assets, which may be acquired together or individually:
(i) 50% participation in Ortswärme Oberstaufen GmbH & Co. KG as well as the acquisition of a 50% participation in the unlimited partner Ortswärme Oberstaufen Verwaltungs GmbH ("Ortswärme Oberstaufen")
(ii) 50% participation in Ortswärme Seefeld GmbH (‘Ortswärme Seefeld’)
(iii) 50% participation in PROCOMFORT GmbH (‘PROCOMFORT’)
(iv) 100% participation in Ortswärme Tannheim GmbH (‘Ortswärme Tannheim’)
(v) Ortswärme Grän (Biomass power station owned by EC as well as about 25 % participation in Ortswärme Grän GmbH) (‘Ortswärme Grän’)
(vi) 5 boiler systems in the federal state of Tyrol (Völs, Telfs, Imst) and the assignment of the heat supply agreements relating to them as well as the assignment of 12 further heat supply agreements concerning boiler systems in the federal state of Tirol (Innsbruck, Wörgl, Sistrans, Imst).
In Oberstaufen (Germany) Ortswärme Oberstaufen, a 50:50 Joint Venture of EC and the community Oberstaufen, operates a facility to supply customers in the area of the community Gemeinde Oberstaufen with district heating. The facility consists of an oil-fired boiler (in case of failure, 6 MW), and two biomass boilers (4 MW and 2.4 MW). The heat supply is based on the incineration of wood chips. An ORC plant with 742 kW together with photovoltaic panels with 154 kWp generates electricity. In the business year 2013, the Ortswärme Oberstaufen generated a turnover of EUR 3 350 000 and an EBITDA of EUR 1 339 000.
In the community Seefeld the Ortswärme Seefeld, a 50:50 Joint Venture of EC and the community Seefeld, operates a facility to supply customers in the area of Seefeld with district heating on the basis of wood chips. The facility consists of two biomass boilers (5 MW and 3 MW) as well as two gas-fired boilers (each 6 MW). In the business year 2013, the Ortswärme Seefeld generated a turnover of EUR 3 138 000 and an EBITDA of EUR 862 000.
PROCOMFORT, a 50:50 Joint Venture of EC and the Innsbrucker Kommunalbetriebe Aktiengesellschaft, supplies the department store Tyrol and adjoining buildings in Innsbruck with heat and cold. The facility consists of a heat pump (2.7 MW), a cold generator (2.7 MW) and a gas-fired boiler (2.9 MW). The cold supply is effected by the subterranean water of the river Inn, a second heat pump and an air cooled cold generator (2.7 MW). In the business year 2013, PROCOMFORT generated a turnover of EUR 788,000 and an EBITDA of EUR 323,000.
Ortswärme Tannheim, a 100 % subsidiary of EC, owns a facility for district heating based on biomass, which is operated by EC on the basis of a business management agreement. The facility is based on the incineration of industrial- and forest wood chips, consisting of a biomass boiler (2.5 MW) as well as an oil-fired boiler (4 MW). In the business year 2013, the facility in Tannheim generated a turnover of EUR 957 000 and an EBITDA of EUR 318 000. It is currently planned to transfer the branch ‘Ortswärme Tannheim’ from EC to Ortswärme Tannheim GmbH before the closing of this selling process.
The biomass plant for district heating on the basis of wood chips in the community Grän is owned by EC. EC operates the facility consisting of a biomass boiler (2.3 MW) as well as an oil-fired boiler (4 MW). The Ortswärme Grän GmbH is not an operating company. EC holds a shareholding of 25 % and the community of Grän holds a shareholding of 75 % in Ortswärme Grän GmbH. In the business year 2013, EC generated a turnover of EUR 786 000 and an EBITDA of EUR 264 000 with Ortswärme Grän. It is currently planned to transfer the branch ‘Ortswärme Grän’ from EC to Ortswärme Grän GmbH before the closing of this selling process.
In the federal state Tyrol EC operates boiler systems on the basis of various heat supply agreements. 5 boiler systems are owned by EC. The remaining boiler systems are owned by the individual customers. EC offers the acquisition of its own boiler systems as well as the transfer of the heat supply agreements subject to the approval of the individual contract partners.
Ernst & Young Corporate Finance GmbH (‘EY’) acts as an exclusive financial advisor for EC in this selling process. Expressions of interest relating to the participation in the selling process have to be addressed to EY. Written expressions of interest have to be handed in by the 14.11.2014, 12:00 CET at the address below. They must be written in German or English and state name and address of the interested party/ every member of the syndicate ("Interested Party"), the name of a contact person, as well as the name of a possible advisor.
Furthermore, every expressions of interest has to entail sufficient information or a self-declaration stating that the Interested Party (i) fulfils no grounds for exclusion according to the EU directives and (ii) has sufficient funds, experience and the aim, to purchase and run a single or multiple offered shares or assets, if applicable within a syndicate of other interested parties.
Interested Parties will receive a non-disclosure agreement upon request via email to the address below. Expressions of interest have to be handed in under one's own name and expenses. Open direct agency with a written letter of authority is allowed. After signing the non-disclosure agreement and a declaration by the Interested Party, Interested Parties which have been admitted to the bidding process will receive further information regarding the bidding process. EC reserves the right to limit the number of Interested Parties which will be admitted to the selling process in a non-discriminatory way. To this effect, EC will examine the expressions of interest based on the following criteria: (i) purchase price, (ii) ability to finance the acquisition and (iii) willingness and ability to close the transaction in a timely manner. EY reserves the right to define more precisely, correct or change the criteria for this structured bidding process at its sole discretion, to set out appropriate time limits or extend those limits, if needed, to terminate the bidding process partly or in total or to change the structure of the transaction. EC will use is sole discretion always in accordance with the principles of an open, transparent and non-discriminatory bidding process.
Ernst & Young Corporate Finance GmbH
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Tel: +43 1211701031