Karachi: Engro Holdings Limited has disclosed that its subsidiary, Engro Energy Limited (EEL), has faced the termination of share purchase agreements (SPAs) concerning its thermal energy assets portfolio. The termination comes after allegations of a material breach under the Engro Powergen Qadirpur Limited (EPQL) SPA, as communicated by the Acquirers, Liberty Power Holdings Limited and its associates.
According to a letter dated April 5, 2025, received by Engro Holdings Limited, the Acquirers issued a notice of termination on April 2, 2025, rendering the SPAs void effective March 30, 2025. The agreements in question involved EEL's entire 68.9% shareholding in Engro Powergen Qadirpur Limited, 50.1% shareholding in Engro Powergen Thar (Private) Limited, and 11.9% shareholding in Sindh Engro Coal Mining Company Limited. The Acquirers also withdrew their public announcement of intention related to the EPQL SPA on April 3, 2025.
EEL, however, has refuted the allegations, categorically denying any material breach of the EPQL SPA. The alleged breach involved an Amendment Agreement between EPQL, the Government of Pakistan, and CPPA-G, which EEL defends as being in the national interest. EEL has countered that the Acquirers were aware of the negotiations, as Liberty Power Holdings had signed a similar agreement.
According to information available from the Pakistan Stock Exchange (PSX), EEL has rejected the wrongful termination of the EPQL SPA and the subsequent withdrawal of the public announcement of intention. EEL has also disputed assertions that the terminations render the SECMC SPA and EPTL SPA null and void.
Furthermore, EEL has exercised its right to terminate the SPAs immediately, effective April 5, 2025, due to the non-fulfillment of agreed conditions by the Acquirers by the long stop date of April 4, 2025. This action is in line with EEL's rights under the SPAs and is part of its response to the alleged wrongful termination by the Acquirers.
The market is closely monitoring the developments as Engro Holdings Limited has committed to keeping the Pakistan Stock Exchange informed of any further updates regarding this significant issue within the designated market category.