Barceló Offers €2.48bn For NH & Sets 3-Month Negotiation Period

21 November 2017 – Expansión

To create a hotel colossus with more than 600 hotels and 109,000 rooms in Europe, Latin America and the USA, and one of the largest tourism companies in Spain. With this objective in mind, the Barceló group has initiated contact with the NH Hotel Group to propose one of the largest hotel mega-operations in recent years in Spain.

Barceló is offering a swap equation that involves valuing each NH share at €7.08. In other words, it is willing to pay €2.48 billion for the company in total. That valuation represents a premium of 27% over the group’s average share price during the three months leading up to 30 October, of €5.56. Moreover, that premium rises to 41% if we consider the company’s closing price last Friday of €5.

Yesterday at 12:30, Spain’s National Securities and Exchanges Commission (CNMV) lifted the suspension on trading that had been weighing down on NH’s shares, but the avalanche of purchase orders meant that it took another 45 minutes for the shares to actually start trading again. By the close of business, NH’s list price had soared by 11.8%, to €5.59. In this way, its market capitalisation rose from €1,751 million on Friday to exceed €1,950 million. So far this year, the hotel company has seen its share price rise by more than 46%, however, it is still well below the €14.70 per share that it reached in 2007, at the height of its stock market boom.

Barceló submitted to the CNMV a letter sent by Simón Pedro Barceló, Co-President of Group Barceló, to the Chairman of the Board of Directors of NH, Alfredo Fernández Agras, in which he proposes considering the merger of the two companies. According to the initial proposal, the Mallorca-based firm would end up owning 60% of the merged group. Barceló explains that his interest in this merger stems from “the great strategic sense and the exceptional potential for the creation of value for the shareholders of both companies”.

The letter also opens the door for the merged group’s corporate headquarters to be located in Madrid and it proposes that the maximum governing body of the merged company, in which Grupo Barceló would hold a majority stake, would have sufficient members to ensure that the existing shareholders of NH are represented.

Barceló proposes a merger, in other words, “the integration of Grupo Barceló and NH through the delivery of new shares issued by NH to Grupo Barceló, keeping the company listed”. “Our intention is to integrate all of the assets and liabilities of Grupo Barceló, including our Hotel and Travel divisions, which we believe could contribute value to the combined group. Nevertheless, we are willing to consider different alternatives regarding the perimeter of the assets and liabilities in order to facilitate the success of the transaction”, said Barceló.

Three months to reach an agreement

The offer, which is non-binding and conditional upon a due diligence (detailed analysis) provides for a period of “up to 3 months for the completion of this work, to reach an agreement between the two parties and submit a transaction to our respective governing bodies for definitive approval”. In fact, Barceló said that he is willing to consider alternatives with respect to the perimeter of the operation to facilitate it.

If the proposal ends up going ahead, it would result in the creation of the largest Spanish hotel group, ahead of Meliá, which at the end of 2016, had 375 hotels and 96,369 rooms. It would become one of the largest players in the sector in Europe, behind only the British firm InterContintental and the French company Accor.

Barceló has engaged Santander as financial advisor for the operation and has not hired any legal advisor.

NH views the offer with suspicion

From the get-go, the offer has been viewed with suspicion by NH, which indicated to the CNMV that it had received “an unsolicited, preliminary and non-binding expression of interest” from Barceló for the merger of the two businesses.

According to this offer, Barceló would have “a majority on the administrative board”. Moreover, NH reminded the regulator that its Board of Directors recently approved a 3-year strategic plan “involving an independent project for significant growth, which is still valid today”.

NH’s largest shareholder is the Chinese giant HNA, which holds a 29.5% stake, but it is not represented on the Board of Directors following its expulsion last year due to a conflict of interest. After HNA is the British fund Oceanwood, with a 12% stake; and Hesperia, the chain chaired by José Antonio Castro, with a 9% stake.

Analysts think the merger makes “strategic sense” 

Analysts at Renta 4 and Bankinter agree with Barceló that the operation makes “strategic sense”.

Original story: Expansión (by Rebeca Arroyo and M. L. Verbo)

Translation: Carmel Drake

BBVA: Málaga Has The Most Active RE Market In Spain

27 March 2017 – Málaga Hoy

Málaga is the Spanish province with the most real estate tension, given that it has the highest index of sales as a proportion of existing stock, a parameter that indicates the dynamism of the area. Moreover, that pressure is leading to an increase in house prices, to the extent that Málaga has seen the third highest price rises of all of Spain’s provinces over the last three years.

Those are the findings from the Real Estate Market in Spain report, prepared by BBVA, which was presented in Málaga on Thursday by the analysts Félix Lores and David Cortés. The study reveals that between 2014 and 2016, 28.4 homes were sold in Málaga for every 1,000 property stock, thanks to an increase in demand during the period of almost 15%. The only other province to come close was Alicante, with 25 purchases for every 1,000 homes; and Málaga was thirteen points above the Spanish average. That was, in part, due to the fact that Málaga and Alicante are the two Spanish provinces where most homes are sold to non-resident foreigners.

When demand exceeds supply, prices rise. On average, Málaga was the third-ranked Spanish province in terms of the highest house price rises between 2014 and 2016, at 3.1%, triple the national average. During that period, property prices rose by more only in the Balearic Islands (3.5%) and Barcelona (3.3%). In more than half of Spain’s provinces, not only has a reactivation of the market not been felt, but house prices are continuing to fall. In Sevilla, for example, house prices decreased by 1.6% during the same period.

“Sales have been recovering since 2013, with Madrid, Barcelona and the Mediterranean region, together with the islands, leading the way”, said Lores. According to these experts, this boost is consolidated because it is being driven by an improvement in employment and household income, which means that it is not subject to speculative movements (with feet stuck in the mud) like in the case of property price bubbles. In fact, the analysts from BBVA deny that we are seeing the start of a real estate bubble.

Looking to the future, Málaga is also one of the leading provinces in Spain, given that it is one of those that has most contributed to the increase in visas in the country, together with Madrid, Barcelona and Alicante. Between 2014 and 2016, the number of housing visas granted grew by 55% in Málaga, although it is worth remembering that the starting point was very low and well below than the volumes signed at the height of the real estate boom. More business is forecast because, amongst other factors, the sector has been so quiet in recent years, also demand exists and supply is limited, however there are several uncertainties, such as the effect of Brexit on British residential tourists, the macroeconomic impacts that Trump’s protectionist policies in the USA may have and the results of upcoming elections in several European countries.

Original story: Málaga Hoy (by Ángel Recio)

Translation: Carmel Drake

The Housing Market Recovery Will Strengthen In 2017

9 January 2017 – Expansión

Expansión interviews a panel of real estate experts / Analysts expect house prices to rise by around 5% on average in 2017, but that figure is likely to be even higher in the large cities. Moreover, sales will grow at a higher rate than prices, even though the comparison will be performed against 2016, when around 400,000 transaction were completed. (…).

The property sector started to reverse its negative trend in 2014; it really emerged from the darkness in 2015; and the improvement started to be felt across the country in 2016, albeit in the shadow of the political paralysis. For this reason, and with the macroeconomic improvement to boot, 2017 is set to be the year in which the real estate recovery finally takes hold. The consensus of the experts consulted by Expansión is that house prices will rise moderately, by around 5% during 2017; sales will increase by even more – around 10%; and mortgage lending will flow a lot better than last year. All of this provided that interest rates do not rise.

The reasons for this realistic optimism are primarily macroeconomic. The increase in employment (above all), the growth in GDP, the improvement in consumer confidence – a more important indicator for the real estate sector than many people think – and the gradual opening of the mortgage tap are juxtaposed in a virtuous way for property, which will not only become attractive again for those looking to reposition themselves on the property ladder, but which has also become a major focus of returns for investors. At the same time, there is still some uncertainty hanging over this recovery. For example, the scarcity in terms of the demand for new households.

In this context of a “slow, moderate but constant recovery”, as defined by Beatriz Toribio, Head of Research at Fotocasa, house prices will definitely rise, but not very significantly, according to all of the experts that have responded to our survey.

For example, Aguirre Newman estimates “price growth of around 6% for new and second-hand homes”, according to Juan Riestra, Director of the Residential Division at the real estate consultancy. Maurice Kelly, Director of the Residential area at JLL, thinks that established areas, such as the centres of major cities and exclusive locations along the coast will see “increases of more than 6%”.

Almost all of the forecasts indicate price rises of around 5% and highlight the disparity between the different real estate markets around the country. (…).

José Luis Ruiz Bartolomé, Managing Partner at the consultancy Chamberí AM, notes that “prices will rise by around 5%…” but adds a new and different perspective: “These price rises will not be driven by the central districts of Madrid and Barcelona (like until now), but rather by the more peripheral regions and other cities that have not been performing particularly well so far”.

Moreover, not all of the analysts agree with the forecast of 5%. Jorge Ripoll, Director of Research at Tinsa, thinks that the increase will be less marked, ranging between 0.1% and 2%. (…).

Original story: Expansión (by Juanma Lamet)

Translation: Carmel Drake

Merlin, Hispania And Axia Could Raise More Than €1,340M

5 May 2015 – Expansión

The real estate investment companies are trading at record highs, and (their share prices) still have potential (to increase), say analysts.

The real estate sector is back in fashion. The current liquidity surplus, together with the scarcity of alternative investments, minimum interest rates and low financing costs have led to the resurgence of properties. In this way, the (share prices of the) 4 real estate companies (Socimis) that are listed on the stock exchange (another 5 are listed on the Alternative Investment Market or MAB) have risen by 20% on average during the year and are trading close to record highs. And yet, all of them have “buy” recommendations from the majority of the analysis firms that follow them.

Gaining in size

In this context, Merlin Properties, Hispania (which is not strictly a Socimi, but which has a similar profile) and Axia Real Estate are seeking to raise capital to fully benefit from their investment opportunities. The three entities could raise more than €1,340 million.

The first one to take the plunge was Merlin, which announced a capital increase of 64.6 million shares (50% of the volume in circulation) on 15 April amounting to a value of €613.8 million. The new shares are being issued at €9.50, which represents a discount of 27% on the trading price on the day before the announcement. The subscription period ended on 2 May. The new shares from the capital increase, which are underwritten by UBS, Credit Suisse and Goldman Sachs, amongst other entities, will begin to trade on 12 May. “The transaction makes sense because we believe that the current upwards cycle in terms of revenue and ratings may last for 2 or 3 more years”, say sources at Banco Sabadell. The analysis firm advises investors to “buy” these shares, as do the other five analysts that cover this security. “We believe in the experience and know-how of the management team at Merlin to “play” the upwards property cycle and gain a profit”, they add.

One of Merlin’s main strengths is its size. Analysts calculate that the company may have almost €1,400 million to invest. “It is able to access large transactions that other companies cannot, such as the purchase of Testa”, says Juan Moreno, analyst at Ahorro Corporación. That transaction that would have the blessing of the market if, as it being discussed, the acquisition of 30% of the company is agreed for €500 million, without the payment of a premium over the NAV (net asset value).

Meanwhile, last week Hispania increased its capital by €337 million through an accelerated placement amongst institutions, without the right to preferential subscriptions.

The company, in which George Soros holds a stake, tried to lead the purchase of Realia last March. In the end, Carlos Slim was the “cat that got the cream”, through FCC, but experts liked the design of the operation. “Hispania is innovative in the transactions it proposes. For example, it seeks to enter (companies) by purchasing debt, restructuring that debt and then buying the company at a lower price”, says Moreno. The expert also highlights the recent alliance signed between Hispania and Barceló to create a Socimi to invest in the hotel sector.

Three of the four analyst firms that follow the security advise investors to “buy”. In terms of Axia, the Socimi has announced its intention to increase its capital by 36 million shares (100% of its capital) for a value of €396 million. For the time being, the market does not know whether the current shareholders will have preferential subscription rights. But, in any case, the experts like the security, which has increased in value by 10.77% during the year. Two of the three firms that follow it advise investors to ”buy” and the third advise investors to “hold”. The share price may increase by 8.7% to €13.10.

Original story: Expansión (by C. Sekulits)

Translation: Carmel Drake