Hengeler Mueller advises TenneT on securing equity funding for TenneT Germany

TenneT Holding, a leading European grid operator, announces that it has reached agreement with three large institutional investors in Europe regarding their investment in TenneT Germany: APG (investing on behalf of Dutch pension fund ABP), Singapore sovereign wealth fund GIC and Norges Bank Investment Management (NBIM). With this transaction TenneT and its sole shareholder, the Dutch state, secure the equity requirement for the expansion of TenneT Germany's transmission grid for the years to come.

Key terms of the contemplated transaction include:

• A primary equity commitment by the incoming investors of up to EUR 9.5 billion in aggregate, to be contributed partly at initial close and partly in the years thereafter;

• An enterprise value of TenneT Germany of approximately EUR 40 billion on a cash and debt free basis, implying an EV / RAB multiple of 1.09, and a pre-money equity value of EUR 10.4 billion as of 31 December 2025;

• Expected post-money ownership stakes of TenneT Holding of approx. 54%, and investing parties of approx. 46%;

• Strong commitment towards a robust investment grade financial policy, optimally positioning TenneT Germany to raise the required debt financing for its CAPEX programme as well.

The transaction with these partners will deepen European integration in the energy market and strengthen Dutch, German and European economies. TenneT Netherlands and TenneT Germany will continue to cooperate on strategic areas, such as the 2GW programme, designed to roll-out the offshore grid.

The German state has expressed interest in a potential investment in TenneT Germany, and both TenneT and the Dutch state have indicated they are open to this. Accordingly, TenneT intends to engage in discussions in the coming period with Kreditanstalt für Wiederaufbau (KfW), acting on behalf of the German state, regarding such a potential investment by KfW in TenneT Germany alongside TenneT and the institutional investors.

Completion of the transaction is subject to customary conditions including regulatory clearances and is expected to take place in the first half of 2026.

Hengeler Mueller advised TenneT together with De Brauw Blackstone Westbroek on the transaction.

Hengeler Mueller team for TenneT
M&A: Hans-Jörg Ziegenhain (Munich), Marika Öry (Frankfurt, both partner, both lead), Ioanna Tsotsa (Frankfurt), David Negenborn, Patrick Hell, Lucas Lichtenberg (all Munich, all senior associate), Laurids Schommers (Frankfurt), Daniel Omasreiter, Maximilian Schulze, Fabian Lanvers, Alexander Bömer (all Munich, all associate),

Corporate: Simon Patrick Link (partner, lead), Johannes Ahlswede (counsel), Christoph Roth (all Munich), Gülşah Schrader (Berlin, both senior associate), Sophie Miller-Blumenberg, Madeleine Gerstenmeyer, Martin Senftl (all Munich, all associate),

Capital Markets: Dirk Busch (partner, lead), Caspar Jacob Haarmann (counsel), Daniela Klar (all Düsseldorf), Pascal Brandt (Frankfurt, both senior associate), Jan Luis Lemli, Jasmin Atta-Schumacher, Justus Brühl (all Düsseldorf, all associate),

Tax: Matthias Scheifele (Munich), Sebastian Adam (both partner), Marius Marx, Sebastian Heinrichs (both counsel, all Frankfurt), Isabella Zimmerl (Munich), Maximilian Maucher (Frankfurt, both senior associate), Miriam Friedrichs (Munich), Karl Hummel (Frankfurt, both associate),

Antitrust: Daniel J. Zimmer (partner), Anja Balitzki (counsel),

Public Law/Energy Law: Daniel J. Zimmer (lead, Düsseldorf), Jan D. Bonhage, Fabian Alexander Quast (both Berlin), Dirk Uwer (all partner), Maximilian Ohrloff (counsel, both Düsseldorf), Andreas Puhl (Berlin), Sandra Plötz, Paul David Rieger (both Düsseldorf, all senior associate), Henri Roth, Matthias Schindlbeck (both Berlin), Malte Scholz, Luca Bellotti (both Düsseldorf, all associate),

Employment: Hendrik Bockenheimer (partner), Selina Rohr, Musa Müjdeci, Katharina Gebhardt (all senior associate, all Frankfurt),

IP/IT: Matthias Rothkopf (partner), Kim Josefine Weisser (senior associate, both Düsseldorf),

Financing: Daniela Böning (partner), Tobias Chowdhury (counsel), Niclas Claussen (associate, all Frankfurt).