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Julián Martínez-Simancas

General Secretary and Secretary to the Board of Directors


Bilbao, 8 January 2015



To the National Securities Market Commission


Subject: Supplement to the information memorandum (documento informativo) relating to the implementation of the second paid-up capital increase approved by the General Shareholders' Meeting of Iberdrola, S.A. of 27 March 2015


Dear Sirs,


Pursuant to article 228 of the restated text of the Securities Market Law approved by the Royal Legislative Decree 4/2015, of 23 October (texto refundido de la Ley del Mercado de Valores aprobado por el Real Decreto Legislativo 4/2015, de 23 de octubre) and related provisions, and further to our notice of significant event (hecho relevante) filed with this National Commission on 20 October 2015 (with official registry number 229,877), we hereby advise you that on the date hereof the matters summarised below regarding the implementation of the second paid-up capital increase approved by the General Shareholders' Meeting of Iberdrola, S.A. ("Iberdrola") held on 27 March 2015 under section B of item six on the agenda (the "Capital Increase") have been determined:


  1. The maximum market value of reference for the Capital Increase amounts to 819 million euros. This amount guarantees a fixed price of the purchase commitment assumed by Iberdrola of, at least, 0.125 gross euros per right.


  2. The maximum number of shares to be issued by means of the Capital Increase is 126,737,400.


  3. The number of free-of-charge allocation rights required to receive one new share is 50.


  4. The maximum nominal amount of the Capital Increase is 95,053,050 euros.


  5. The purchase price of the free-of-charge allocation rights under the purchase commitment made by Iberdrola is 0.127 euros.


Likewise, and for the purposes of article 26.1.e) of Royal Decree 1310/2005, of 4 November, which partially elaborates upon the provisions of Law 24/1988 of 28 July, on the Securities Market, in connection with the admission of securities to trading on official secondary markets, public offers for the sale or subscription of securities and the prospectus required for such purposes (Real Decreto 1310/2005, de 4 de noviembre, por el que se desarrolla parcialmente la Ley 24/1988, de 28 de julio, del Mercado de Valores, en materia de admisión a


negociación de valores en mercados secundarios oficiales, de ofertas públicas de venta o suscripción y del folleto exigible a tales efectos), we provide you, attached hereto as an annex, with the supplement to the information memorandum (documento informativo) covered by the notice of significant event referred above regarding the implementation of the Capital Increase, which has been approved today.


It is stated for the record that the summary included above is part of the supplement to the above referred information memorandum, and should therefore be read in conjunction with such supplement.


This information is provided to you for the appropriate purposes. Yours faithfully,


The general secretary and secretary of the Board of Directors


IMPORTANT INFORMATION


This communication does not constitute an offer to purchase, sell or exchange or the solicitation of an offer to purchase, sell or exchange any securities. The shares of Iberdrola, S.A. may not be offered or sold in the United States of America except pursuant to an effective registration statement under the Securities Act or pursuant to a valid exemption from registration.


This communication contains forward-looking information and statements about Iberdrola, S.A., including financial projections and estimates and their underlying assumptions, statements regarding plans, objectives and expectations with respect to future operations, capital expenditures, synergies, products and services, and statements regarding future performance. Forward-looking statements are statements that are not historical facts and are generally identified by the words "expects", "anticipates", "believes", "intends", "estimates" and similar expressions.


Although Iberdrola, S.A. believes that the expectations reflected in such forward-looking statements are reasonable, investors and holders of Iberdrola, S.A. shares are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond the control of Iberdrola, S.A., that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. These risks and uncertainties include those discussed or identified in the public documents sent by Iberdrola, S.A. to the Comisión Nacional del Mercado de Valores.


Forward-looking statements are not guarantees of future performance. They have not been reviewed by the auditors of Iberdrola, S.A. You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date they were made. All oral or written forward-looking statements hereby made or otherwise attributable to Iberdrola, S.A. or any of its members, directors, officers, employees or any persons acting on its behalf are expressly qualified on its entirety by the cautionary statement above. All the forward- looking statements included herein are based on information available to Iberdrola, S.A. on the date hereof. Except as required by applicable law, Iberdrola, S.A. does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.


Annex Supplement to the information memorandum relating to the implementation of the second paid-up capital increase approved by the shareholders of Iberdrola, S.A. acting at the General Shareholders' Meeting on 27 March 2015



NOTICE: This document is a translation of a duly approved Spanish-language document, and is provided for informational purposes only. In the event of any discrepancy between the text of this translation and the text of the original Spanish-language document which this translation is intended to reflect, the text of the original Spanish-language document shall prevail.


Take care of the environment.

Printed in black and white and only if necessary

Iberdrola SA issued this content on 2016-01-08 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 2016-01-08 16:56:05 UTC

Original Document: https://www.iberdrola.es/webibd/gc/prod/en/comunicacion/hechosrelevantes/160108_HR_01_EN.pdf