Moeve and the Portuguese Galp have decided to conclude the conversations they were having to create an 'energy giant' in the Iberian Peninsula through the integration of their traditional refining and distribution and sales businesses at service stations ('downstream'). This frustrates the non-binding agreement sealed last January to study that joint operation.
In a joint statement, both companies noted that "they did not reach definitive terms that met their respective strategic and financial criteria to support a lasting and value-generating alliance."
According to sources from the sector consulted by Europa Press, the deterioration of the international energy context since the outbreak of the conflict in the Middle East at the end of February, along with the strong volatility of the markets, has ultimately blocked a transaction that was already complex and that the new scenario has made even more difficult to close.
Moeve and Galp had communicated at the beginning of the year, before the start of the war between the United States and Israel against Iran, that they had reached a preliminary agreement to continue negotiating the possible integration of their 'downstream' activities.
Initially, both parties had set a horizon to close the conversations by mid-year, although in July they agreed to extend the timeline and prolong the negotiations during the second half of 2026.
Two energy platforms: IndustrialCo and RetailCo
The design of the operation contemplated the establishment of two large complementary European energy platforms. The first, of an industrial nature and called IndustrialCo, would focus on refining, chemical, trading, green molecules, and low-carbon fuels businesses, aimed at B2B customers. The second, focused on mobility and called RetailCo, would group the marketing of fuels (including electric vehicle charging) and convenience services for retail and mobility customers, also promoting next-generation solutions in this area.
The current shareholders of Moeve, Mubadala and Carlyle, would control the IndustrialCo platform with 80%, while Galp would retain a stake of over 20%. In this partnership, the Spanish refineries of Cádiz and Huelva and the Sines refinery, owned by the Portuguese oil company, would be integrated.
In parallel, the partners of Moeve and Galp would share 50% control of the mobility platform, RetailCo. The proposed combination excluded other businesses of Galp, such as 'upstream' activities (exploration and production), Renewables, Supply, and Trading of oil, gas, and energy.
The potential loss of control of the Sines refinery by Galp had raised concerns in the Portuguese Government, which had already warned that it would do everything in its power to safeguard the strategic interests of that asset for the country in the merger.
Moeve doubles down on its "Positive Motion" strategy
After the definitive closure of negotiations, Moeve has reiterated that it will continue to focus on executing its "Positive Motion" roadmap to 2030, with a special focus on the development of green molecules.
"'Positive Motion' has always been an independent strategy. The possible combination of the downstream business with Galp represented an opportunity to accelerate value creation, but it was never a condition for its execution. After extensive discussions, it was not possible to reach a commercial agreement with Galp," said the group's CEO, Maarten Wetselaar.
The executive emphasized that the company remains "fully focused on executing its transformation with financial discipline and generating sustainable long-term value."
In recent months, Moeve has stepped up the accelerator on this strategy with the start of construction of what will be the largest green hydrogen project in Europe aimed at energy production, with an initial capacity of 300 megawatts (MW) and an investment exceeding 1 billion euros. Likewise, it is close to completing the largest second-generation (2G) biofuels complex in southern Europe, with an investment of 1.2 billion euros and whose commissioning is expected for 2027.
In this line, Moeve has already sold more than 70% of its oil exploration and production ('upstream') assets and allocates around two-thirds of its investment to projects linked to industrial energy transition.
Additionally, the group has recently presented a new operating model to accelerate the implementation of the "Positive Motion" strategy and build a more agile and efficient organization. This change represents the next step in its transformation, supported by top-level industrial execution and a market approach clearly oriented towards the customer.