EN 
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Dear Participants,
IDENTIFICATION OF THE OFFERORS AND SHAREHOLDING ON THE ISSUER.
SOCIEDAD TRANSMISORA METROPOLITANA SpA ("STM") and MARECO HOLDINGS CORP. ("Mareco," and jointly with STM, the "Offerors" each one the "Offeror") offer to purchase all the shares of ENEL TRANSMISIÓN CHILE S.A., a Corporation registered in the Securities Register under number 1195 (the "Corporation"), subject to the conditions and in accordance with the details described in this notice and in the prospectus (the "Prospectus") made available to the interested parties (the "Offer").
The Offeror, SOCIEDAD TRANSMISORA METROPOLITANA SpA, is a joint stock company established and validly existing under the laws of the Republic of Chile, Taxpayer ID Number 77.611.649-1, domiciled in Av. Isidora Goyenechea 3621, floor 3, Las Condes, Santiago, and for these purposes in Avenida El Golf 40, floor 5, Las Condes, established by and one hundred percent owned by Inversiones Grupo Saesa Limitada, an LLC limited liability company established and validly existing under the laws of the Republic of Chile, Taxpayer ID Number 76.024.782-0, and parent company of the group "Grupo SAESA." The direct and final controller of the STM Offeror is Inversiones Grupo Saesa Limitada, owner of one hundred percent of its voting stock. Inversiones Grupo Saesa Limitada is jointly controlled by The Ontario Teachers Pensions Plan Board and Alberta Investment Management Corporation, both corporations established and validly existing under the laws of Canada.
PURPOSE OF THE OFFER
The purpose of the Offer is to acquire all the currently issued, subscribed, and paid shares of ENEL TRANSMISIÓN CHILE S.A., which are currently 1,150,742,161 ordinary, registered shares of the same series and without nominal value (the "Shares" and each one "Share").
The Offerors expect that at least 1,140,279,406 Shares representing approximately 99.09% of the Shares in which the capital of ENEL TRANSMISIÓN CHILE S.A. is divided are offered to the Offerors (the "Offer's Minimum Threshold"), after which STM will be considered as the Corporation's controller according to the provisions of articles 97 and 99 of Law 18045 of the Securities Market (the "Securities Market Law").
CHARACTERISTICS OF THE OFFER
Amount of the Offer The total amount of the Offer is 1,411,466,302.06 United States Dollars ("Dollars") if the acquisition of all the shares of the Corporation currently issued, subscribed, and paid is achieved, under the condition of the Offer being successful, based on a price of 1.2265704255 United States Dollars per share.
Duration and success condition of the Offer. The Offer lasts 30 calendar days, starting on November 7, 2022, and ending on December 6, 2022. Both the first and the last day of the aforementioned date will start and end, respectively, at the opening and close of the stock market in which the Shares are registered so that, according to the provisions of the Shares Trading Guidelines of the Santiago Stock Exchange, Stock Exchange, the opening will be at 9:30 a.m. and its closure will be at 4:00 p.m. Chilean Continental Time (the "Opening and Closing Time of the Stock Exchange").
Announcement of the Results of the Offer The Offerors will announce the results of the Offer by publishing an Announcement of the Results of the Offer on the third day after the Due Date in newspapers La Nación and El Líbero, according to article 212 of the Securities Market Law and the instructions of the CMF. In consequence, the Announcement of the Results of the Offer must be published on December 9, 2022, unless there is an extension.
PRICE AND PAYMENT CONDITIONS
Price per share If the Offer is successful, the price to be paid will be 1.2265704255 dollars per each share of the Corporation, payable in Dollars or in its equivalent in pesos, the local currency (calculated as informed later) for those shareholders that when accepting the Offer, choose to expressly and validly receive the payment in pesos. If the accepting shareholder does not mention anything when accepting the Offer, it will be understood that they chose to receive the payment in dollars.
Control Premium The control premium is equivalent to 67.39%, considering a market price of 667.85 pesos per share, calculated according to the provisions of article 199 of the Securities Market Law, with the date of the acquisition of shares on December 9, 2022. Notwithstanding the above, the price per each share of the Offer supposes a premium of 408.15% for the market price of each share in the Santiago Stock Exchange at the close of July 27, 2022, the stock market business day before the day in which the Purchase and sales agreement signed between STM and the Seller was informed by the Seller to the CMF as an essential fact. Both methodologies considered an exchange rate of $911.42 of local currency per dollar, corresponding to the "Observed Dollar" published by the Central Bank of Chile on July 29, 2022, in the Official Gazette of the Republic of Chile.
Form of payment If the Offer is successful, the price will be paid through a wire transfer to a bank account in Chile that the Corporation's shareholder that has accepted the Offer or their broker, agent, depositor, or representative, indicates when presenting the Offer's acceptance, or if an account to transfer the corresponding funds is not provided, through a non-expendable bank promissory note or an order check. The price will not accrue any readjustments or interests.
ADMINISTRATOR OF THE OFFER
The Offerors will act, for all relevant purposes of the Offer, jointly through Santander Corredores de Bolsa Limitada (the "Administrator of the Offer"), whose line of business is as its name indicates, taxpayer ID number 96.683.200-2, domiciled in Isidora Goyenechea 2800, floor 40, Las Condes, Santiago, Chile.
PLACES OF INFORMATION
Copies of the Prospectus are available for the interested parties in the following places:
- In the offices of the Administrator of the Offer, located in Isidora Goyenechea 2800, floor 40, Las Condes, Santiago, Chile, from Monday through Friday, between 9:30 a.m. and 4 p.m.;
- In the Financial Market Commission, Avenida Libertador Bernardo O'Higgins N° 1449, Santiago, Santiago, Chile, from Monday through Friday, between 9 a.m. and 1:30 p.m. and on their website cmfchile.cl;
- In the Santiago Stock Exchange, Stock Exchange, Calle La Bolsa N° 64, Santiago, Santiago, Chile, from Monday through Friday, between 9:00 a.m. and 5:30 p.m.;
- In the Santiago Electronic Stock Exchange, Stock Exchange, whose offices are located in Huérfanos No. 770, floor 14, Santiago, Santiago, Chile, from Monday through Friday between 9 a.m. and 6 p.m.;
- At the offices of ENEL TRANSMISIÓN CHILE S.A., in Calle Santa Rosa N° 76, Santiago, Santiago,
FOR MORE DETAILED INFORMATION, VISIT:
:
https://www.enel.cl/content/dam/enel-cl/inversionistas/enel-transmision-chile/opa/Prospecto-OPA-Enel-Transmision.pdf
For more information, please contact the Shareholders' Service Department.
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King regarts,
DEPÓSITO CENTRAL DE VALORES S.A.,
DEPÓSITO DE VALORES
