The top two shareholders in Spain's biggest utility Endesa trumped a 42.3 billion euro ($56.4 billion) bid by E.ON on Monday, offering one euro per share more than their German rival. Enel and Acciona, which together own 46% of Endesa, will offer 41 euros a share to buy out the Spanish utility after E.ON raised its offer for the third time to 40 euros a share in a last-ditch attempt to fend them off.
But in a statement immediately afterwards, Acciona said the two leading shareholders would be willing to pay 41 euros a share for Endesa plus any interest accrued in the months leading up to the takeover, assuming E.ON were unsuccessful. Interest would be 3-month Euribor minus any dividends paid.
Spanish market regulator CNMV has said Acciona and Enel cannot launch their own bid for Endesa until six months after E.ON's bid lapses, unless the German group pulls its offer.
E.ON's bid runs until April 3. The world's largest utility has said it will take legal action against Enel and Acciona, setting the scene for a drawn-out process.
It would also ask the CNMV to block their bid and to force the partners to sell some Endesa shares.
CNMV said it would rule on the situation before the market opens on Tuesday.
On Friday, CNMV said the fact Enel and Acciona had declared their plan to make a bid for Endesa was illegal and gave E.ON one last chance to raise its bid from 38.75 euros a share.
Endesa shares, which have been suspended since Thursday evening, reopened up 6.1% at 41.0 euros. It then eased to 40.80 euros.
E.ON was down 1% at 99.65 euros, Acciona was up 0.6% and Enel was flat.
The Battle Over Endesa
E.ON jumped into the battle for Endesa last February, when it trumped a hostile bid from Gas Natural by offering 29 billion euros to get into the fast-growing Spanish market and win Endesa's Latin American assets.
E.ON, the world's biggest utility, then had to fend off hostility from the Madrid government, which made no secret of wanting to keep Endesa in Spanish hands, incurring the wrath of the European Commission.
It then had to contend with Acciona suddenly snapping up a major stake in Endesa in September and criticizing E.ON's bid and then Enel charging onto the scene buying stock and options worth 24.9% in February.
The fact that Enel bought its stake days after a meeting between the Italian and Spanish prime ministers has raised calls of political interference, which both countries have denied.
Caja Madrid, which owns about 10% of Endesa, was due to hold a board meeting on Monday to decide whether to sell its stake to E.ON.