27 August 2015 – Expansión
The company will approve its conversion into SOCIMI at an extraordinary general meeting to be held on September 28.
The transformation of the property management company into a SOCIMI is a first step to its merger with Merlin Properties, a SOCIMI which already controls 77% of the company’s share capital.
In fact, the extraordinary meeting celebration and the conversion of Testa into a SOCIMI form part of the agreement made between Merlin and Sacyr last June to buy Testa in several phases, which will conclude in June 2016 at the latest, and for a total amount of 1,793 million euros.
The summons of the Testa meeting also coincides with the planned by Merlin launch of initial public offering (IPO) in the real estate.
The mandatory IPO, for exceeding the 50% of Testa, only addressed effectively just about 581,609 listed securities of the company, representing 0.38% of its capital.
According to the purchase agreement, Merlin, directly with Sacyr, must finalize the buying of 22.6% of Testa still in the hands of the construction company before the end of next June.
The final objective of the whole operation is to merge Merlin and Testa to create what, according to the SOCIMI directed by Ismael Clemente, will be the first Spanish property management company with an asset portfolio valued at 5,000 million euros, among which is one of the north towers of the Cuatro Torres Business Area in Madrid.
Interests in other SOCIMIs
For the time being, the extraordinary meeting called by Testa for September 28 will approve the amendment of the bylaws of this company to convert it into a SOCIMI.
Among the changes to be implemented is that of the company’s name, for it to be renamed to Testa Inmuebles en Renta Socimi, and that corresponding to the social object of the company.
As a result, the new SOCIMI Testa, in addition to buying and leasing buildings “in Spain and abroad”, will be able to take stakes in other SOCIMIs, national and foreign.
The agenda of the extraordinary meeting of the hitherto subsidiary of Sacyr also includes the ratification of the appointment of the chairman of Merlin as a new director of Testa.
Ismael Clemente became the highest management body of the company last July, when Merlin gained control over 50% of the company capital.
Original story: Expansión
Translation: James Leahu