White & Case advises Snam on acquisition of 24.99 percent stake in Open Grid Europe

Global law firm White & Case LLP has advised Italian energy infrastructure operator Snam on the €920 million equity value acquisition from Infinity Investments of a 24.99 percent stake in the share capital of Luxembourg-based Vier Gas Holding S.à r.l. (VGH), which indirectly owns the entire share capital in Open Grid Europe (OGE).

The transaction's closing is expected by the third quarter of 2025 and is subject to the fulfillment of certain conditions precedent, including merger control clearance, foreign direct investment clearance and the non-exercise of pre-emption rights by the other VGH shareholders.

Snam has also entered into a separate share purchase agreement with Belgian transmission system operator Fluxys, which is currently a VGH shareholder with a stake of approximately 24.11 percent and already works with Snam on Interconnector, TAP and DESFA. In accordance with this agreement, Snam has agreed to sell an approximately 0.5 percent stake in VGH's share capital to Fluxys, subject to the closing of the transaction with Infinity Investments, so that Snam and Fluxys will hold a substantially equal stake in VGH after the closing of these transactions.

Infinity Investments is an investment vehicle wholly owned by the Abu Dhabi Investment Authority. OGE is Germany's largest independent gas network operator, with an approximate 12,000km network, an annual offtake of around 21 billion cubic meters and more than 400 end customers.

The White & Case team which advised on the transaction was led by partners Hans-Georg Schulze (Berlin) and Thomas Burmeister (Düsseldorf) and included partners Thilo Wienke (Düsseldorf), Michael Immordino (London & Milan), Leonardo Graffi (Milan & London), Tim Bracksiek, Daniel Zapf (both Frankfurt), Florian Degenhardt, Hendrik Roeger (both Hamburg), Erasmus Hoffmann (Berlin) and Thomas Glauden (Luxembourg & Brussels), local partner Petra Kistner (Düsseldorf), counsel Carsten Rodemann, Andreas van den Eikel (both Berlin) and Christoph Arhold (Berlin & Brussels) and associates Fabian Mayer, Constantin Meimberg, Galina Wedel, Nicole Krellmann (all Berlin), Martin Junker (Berlin & Frankfurt) Selma Lyn Kalkutschke, Karen Sievert (both Düsseldorf), Martin Riederer, Anne Henniges (both Hamburg), Paulina Spengler (Frankfurt), Roberta Monasterolo (Milan) and Thomas Rousset (Luxembourg). White & Case supported the Snam in-house legal team including Umberto Baldi, Salvatore Branca, Alessandro Rizzi, Giulia Zullo and Riccardo Filetto.

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