Goldman Sachs Bank Europe SE announced the launch of an accelerated bookbuilt offering on behalf of Rioja Acquisition S.à r.l., an investment vehicle associated with CVC Capital Partners, for the sale of 107.47 million shares in Naturgy Energy Group. The stake represents approximately 11.08% of Naturgy’s outstanding share capital and marks a significant step in CVC’s exit from the Spanish energy company.
The transaction was initiated on May 26, 2026, through a private placement targeted at institutional investors. Goldman Sachs is serving as sole bookrunner for the offering and is responsible for managing the accelerated bookbuilding process. The placement was expected to be completed within a single trading day, with the final price determined based on investor demand during the offering period.
According to the announcement, the placement forms part of a broader divestment by Rioja Acquisition. In parallel with the share sale, the company agreed to settle a series of pre-existing derivative transactions with Goldman Sachs acting as hedge counterparty. As a result of those settlements, Rioja Acquisition will dispose of an additional 26.38 million Naturgy shares, representing approximately 2.72% of the company’s share capital.
Taken together, the accelerated placement and derivative settlements will result in the sale of a total of 133.85 million Naturgy shares. Upon completion of the transactions, Rioja Acquisition will have fully exited its investment in Naturgy, disposing of its entire 13.8% ownership stake in the company.
The offering highlights continued investor interest in large-scale infrastructure and energy assets despite ongoing volatility across global markets. Naturgy is one of Spain’s largest energy companies, with operations spanning electricity generation, gas distribution, energy infrastructure, and renewable energy development. The transaction represents one of the most significant secondary share sales involving a major European utility company in 2026.
The placement is being conducted as a secondary offering, meaning all proceeds from the transaction will be received by the selling shareholder. Naturgy itself will not receive any proceeds from the sale, nor will new shares be issued as part of the process. Instead, the transaction provides liquidity to the exiting shareholder while broadening the company’s institutional investor base.
Goldman Sachs and Rioja Acquisition entered into a secondary block trade agreement governing the transaction, subject to customary terms and conditions for offerings of this type. Following completion of the accelerated bookbuild, Goldman Sachs was expected to announce the final terms of the transaction, including the ultimate sale price achieved through the institutional investor demand process.
The sale effectively concludes CVC Capital Partners’ investment in Naturgy through Rioja Acquisition, ending its position in one of Europe’s leading energy companies after years as a significant shareholder. The transaction also reflects the ongoing trend of private equity firms monetizing mature infrastructure and energy investments amid favorable market conditions and strong institutional demand for large-cap utility assets.
