Nov 2 (Reuters) - ABENGOA SA ABG.MC :
* SAID ON WEDNESDAY IT HAD ENTERED INTO A DEAL WITH ALGONQUIN POWER & UTILITIES CORP FOR THE SALE OF A 25 PERCENT STAKE IN ATLANTICA YIELD (AY)
* THE AGREED PURCHASE PRICE OF $24.25 PER SHARE IS SUBJECT TO CERTAIN DEDUCTIONS INCLUDED IN THE AGREEMENT AS WELL AS TRANSACTION COSTS
* THE CAPITAL GAIN WILL BE EFFECTIVE UPON CLOSING THE TRANSACTION, WITH AN ESTIMATED AMOUNT OF ABOUT 96 MILLION EUROS
* THE PARTIES ALSO AGREED AN EARN-OUT MECHANISM BY WHICH ABENGOA WILL BENEFIT FROM 30 PERCENT OF THE FIRST $2.00 OF ATLANTICA YIELD'S SHARE PRICE REVALUATION, IMPLYING A MAXIMUM ADDITIONAL AMOUNT OF $0.60 PER SHARE
* THE EARN-OUT STRUCTURE WILL BE TRIGGERED ON THE FIRST ANNIVERSARY OF THE CLOSING OF THE TRANSACTION
* ABENGOA ALSO GRANTED THE PURCHASER AN OPTION TO ACQUIRE THE REMAINING 16.5 PERCENT OF THE COMPANY'S STAKE IN AY UNDER THE SAME CONDITIONS AND AT THE SAME PRICE AND A RIGHT OF FIRST REFUSAL TO BE EXERCISED DURING THE FIRST QUARTER OF 2018
* ABENGOA AND ALGONQUIN ENTERED INTO A MEMORANDUM OF UNDERSTANDING TO JOINTLY INCORPORATE A GLOBAL UTILITY INFRASTRUCTURE COMPANY