CMS advises Axpo Polska on 100% share acquisition in Polenergia Elektrociepłownia Nowa Sarzyna
CMS has advised Axpo Polska on the acquisition of 100% of the shares in Polenergia Elektrociepłownia Nowa Sarzyna sp. z o.o. from Polenergia S.A. The transaction concerns a gas‑fired combined‑cycle cogeneration plant (CCGT) in Nowa Sarzyna with a capacity of approximately 116 MW.
CMS’s support covered due diligence of the acquired company, comprehensive transactional advice, and obtaining consent from the President of the Office of Competition and Consumer Protection (UOKiK) for a concentration through the acquisition.
The total base purchase price amounts to approximately PLN 144.5m and is subject to agreed adjustments, including an earn‑out mechanism linked to the outcome of the capacity market auction for the 2030 delivery year, as well as dividend adjustments as at the share transfer date.
For Axpo, the transaction strengthens and diversifies its portfolio in Poland by adding a modern gas-fired CCGT asset, increasing generation flexibility and the ability to provide services on the capacity market and the balancing market. As part of the integration, it was agreed to retain the employment of 43 employees of the Elektrownia Nowa Sarzyna, and the plant will be incorporated into Axpo Poland’s operational structure.
The CMS multidisciplinary team was led by Wojtek Szopinski (Energy & Infrastructure), included Robert Semczuk (Corporate), Agnieszka Starzyńska, Krzysztof Sikora and Mateusz Mintzberg (Competition) and supervised by Łukasz Szatkowski (Energy & Infrastructure), Mateusz Stępień (Corporate).
