Tag: competition authorities

Permira Buys Laureate Education’s Portfolio of Universities in Spain & Portugal for €770M

12 December 2018 – El Confidencial

The fund Permira has purchased a portfolio of institutions in Spain and Portugal from the company Laureate Education, which owns the Universidad Europea de Madrid and is a specialist in the university sector, for €770 million.

In a statement, both parties detailed that, in addition to the Madrilenian branch, the transaction includes the campus of the Universidad Europea in Valencia and the Universidad Europa de Canarias, both in Spain, as well as the Portuguese Universidade Europeia in Portugal and the Portuguese Institute of Marketing Administration.

The most senior executive of Laureate, Eilif Serck-Hanssen, said that he feels “very proud of our institutions in Spain and Portugal and of what they have achieved”. Moreover, he considers that under the umbrella of the fund Permira “they will be well positioned and supported” to continue offering high satisfaction to students.

The head of Permira in Spain, Pedro López, said in a statement that these schools “will maintain their focus on high-quality education and on offering new and innovative educational experiences”.

The transaction is expected to be completed during the first half of 2019, although it is subject to approval by the competition authorities and educational agencies.

Original story: El Confidencial 

Translation: Carmel Drake

Spain’s Competition Authority Approves Minor’s Takeover of NH

21 July 2018 – Expansión

Minor’s takeover of the NH Hotel Group is moving forward. The Spanish National Securities and Markets Commission (CNMV) admitted the offer from the Thai company Minor on Thursday and then, yesterday (Friday), Minor obtained approval from the Spanish and Portuguese competition authorities (CNMC). In this way, the offer is conditioned “exclusively” on its approval by Minor’s General Shareholders Meeting, which has been convened for 9 August. The Thai company currently controls 29.8% of NH’s share capital and, in September, plans to complete the purchase of an additional 8.4% stake from the Chinese firm HNA, which will increase its percentage stake to more than 38%.

The company, which is offering to pay €6.40 per share (€6.30 following the payment of the dividend approved by the General Shareholders’ Meeting) has indicated that its objective involves controlling between 51% and 55% of the Spanish group and for the remaining shares to continue to be listed. If that limit is exceeded, the company will consider making way for the entry of a financial partner in the share capital. Minor has also said that its objective involves increasing NH’s dividend by 50% next year to €0.15 per share.

The Thai group recorded revenues of €1.4 billion in 2017, has a market capitalisation of €3.9 billion and employs 66,000 people. With this operation, Minor will strengthen its hotel presence in America and Europe. Minor has 161 hotels and 20,384 rooms, primarily in Asia and Africa, whilst NH has 382 establishments and 59,350 rooms. Currently, the only markets in which the two chains have a presence are Brazil, Portugal and the United Kingdom.

At the General Shareholders’ Meeting held in June, the Chairman of NH’s Board, Alfredo Fernández Agras, described the offer as insufficient. Moreover, the President of Hesperia and CEO of NH, José Antonio Castro, expressed his criticism of the operation and his dissatisfaction with the Thai group’s entry onto the Board of Directors, where it now has three representatives.

Original story: Expansión (by Rebeca Arroyo)

Translation: Carmel Drake

Orenes Buys Rest of Gran Casino Extremadura for €6M

6 February 2018 – Infoplay

The Gran Hotel Zurbarán de Badajoz, which houses Casino Extremadura, is changing hands once again three years after it was acquired by the Extremeñan bullfighter Miguel Ángel Perera (who is from Puebla del Prior and who now lives in Olivenza) and his partner Miguel Moreno, son of Gregorio Moreno Pidal. They have just sold the property to a group of businessmen from the hotel sector with a strong and consolidated presence in Badajoz. According to sources close to the operation, the new owners are the company Orenes, José Luis Iniesta, from the company that owns the Río de Badajoz Hotel Complex, and a third partner based in Madrid.

La Crónica de Badajoz newspaper reported a figure of €6 million changing hands and added that Orenes and Río were until now owners of the facilities of the Gran Casino Extremadura, for which they obtained the concession to operate from the Junta de Extremadura, as the owners of the only five-star hotel in the city, managed by NH. It just so happens that José Luis Iniesta, a businessman in the hotel and farm sectors and owner of Hotel Río – which is currently linked to the hotel room management company Mercure – has divested his shares in the Gran Casino company.

The businessman has sold his shares to his partner Orenes, for a figure of around €6 million. In this way, Orenes now owns 100% of that company, whilst Iniesta holds 100% of Río, according to the same sources.

The Gran Hotel Zurbarán sale operation was carried out by private contract on 27 December 2017 but has not yet been notarised as it is pending approval from the competition authorities. In this way, Orenes and Iniesta hold onto 80% of the ownership of the Gran Hotel.

Original story: Infoplay 

Translation: Carmel Drake

Merlin & Metrovacesa Will Approve Their Merger On 15 Sept

12 August 2016 – Expansión

Metrovacesa and Merlin have both convened General Shareholders’ Meetings on 15 September 2016, in order to approve their merger. Before the operation, the companies will distribute a combined dividend amounting to €116 million in total. Specifically, Merlin will distribute a maximum of €66 million to its shareholders, whilst Metrovacesa will pay out €50 million.

The main shareholder of Metrovacesa is Banco Santander, with a 70% stake, followed by BBVA, with 20% and Banco Popular, with almost 10%.

The agreement between Merlin and Metrovacesa includes a penalty of €75 million, plus the reimbursement of costs incurred, in the event that their respective General Shareholders’ Meetings do not approve the operation.

In addition to approval from the shareholders, the merger requires the green light from the Competition authorities. The companies notified the CNMC about the deal at the end of July and, according to the agreed timetable, the transaction will be completed in the fourth quarter.

The merger will give rise to a new real estate giant in the tertiary sector – offices, shopping centres, logistics warehouses and hotels – with a gross asset value (GAV) of €9,300 million and annual gross rental income of €450 million.

In addition, the operation will involve the grouping together of rental homes from Metrovacesa and Testa – owned by Merlin. The combination of the residential businesses of both groups will include more than 4,700 homes, with a GAV of €979 million. Testa Residencial will take on bank debt amounting to €250 million.

It is expected that Merlin will render advisory, planning and strategic management services to Testa Residential for a period of 30 years from the operation close, for a cost of €7.7 million p.a., which may be increased by 1.5% p.a. and which may be paid for through the capitalisation of shares.

Original story: Expansión (by Rebeca Arroyo)

Translation: Carmel Drake

Cinven Completes Purchase Of Tinsa For c. €300M

8 August 2016 – Expansión

The European investment fund Cinven has completed the purchase of the real estate appraisal company Tinsa, after it received approval for the deal from the Competition authorities and the Bank of Spain. Sources in the sector value the acquisition at around €300 million.

Original story: Expansión

Translation: Carmel Drake

Merlin Competes With Hispania To Become Largest Hotel Socimi

26 July 2016 – Expansión

Merlin, which has incorporated several hotels into its portfolio following its purchase of Testa, now owns 24 properties worth €654 million. Merlin is the largest real estate company and Socimi in Spain.

The merger between Merlin and Metrovacesa will create the largest real estate company and Socimi in Spain, market leader in the office segment and with a leading position in the shopping centre sector. In addition, the new Merlin will be one of the largest hotel lease operators in Spain, which will allow it to catch up with Hispania, the Socimi in which the investor George Soros holds a stake.

Following the integration with Metrovacesa, Merlin will go from owning 12 hotels worth €398 million to having 24 hotels with a gross asset value (GAV) of €654 million. In this way, the new Merlin will increase the value of its assets by 1.6 times following the integration, which is expected to be closed during Q4 2016, after the competition authorities and the general shareholders’ meetings of both companies have approved the deal.

By number of rooms, the union of Merlin and Metrovacesa will give rise to a hotel lease giant, with almost 4,500 rooms and a gross yield of 5.8%. The operation will also allow the group to increase the appeal and liquidity of its hotel division. The hotel business will account for around 7% of the new Merlin, which will have an total asset portfolio worth €9,300 million.

The company’s integrated portfolio of assets will include hotels as iconic as the Eurostars de las Cuatro Torres, inherited from Testa and the Barceló Torre, inherited from Metrovacesa, both located in Madrid.

Ranking

For the time being, Hispania leads Spain’s ranking of the owners of hotels operated and managed by third parties, both in terms of the number of rooms and asset value. At the end of the first quarter, Hispania’s hotel portfolio included 8,234 hotel rooms in total, across 27 hotels, as well as two shopping centres and a plot of land, with a gross value of €862 million. In addition, in March, Hispania acquired the mortgage debt of Dunas Hotels & Resorts from several financial institutions, whereby acquiring 1,183 rooms in four hotels. The group, which owns the Hotel Guadalmina Spa & Golf (Marbella) and the Holiday Inn Bernabéu (Madrid) also bought the Hotel Oasis Resort (Lanzarote) last week. Following that operation, Hispania now owns 35 hotels and more than 10,400 rooms. Merlin’s hotel lease contracts all involve fixed rents, whereas Hispania operates using all types of lease contracts. Some include variable components linked to the evolution of the business. Currently, that is the most common type of lease contract in the hotel sector.

Exit

Nevertheless, Merlin has described its hotel division as “non strategic”, “which means that, in the medium term, it will be looking for a way out of this arm of its business”.

Sources in the sector believe that, if it chooses to exit the hotel business in a single transaction, then we will see a record-breaking operation in the hotel market. (…).

Original story: Expansión (by Rebeca Arroyo)

Translation: Carmel Drake

Barceló Will Acquire 100% Of Occidental

17 June 2015 – Cinco Días

Barceló Corporación Empresarial has signed an agreement with BBVA to acquire the remaining 57.5% stake in Occidental Hoteles Management, which would turn the Mallorcan hotel group, the current holder of 42.5% of the hotel chain, into the sole owner of the company.

In a statement, Barceló reported that the operation is subject to the necessary authorisation being granted by the competition authorities in Mexico. It also said that the addition of Occidential to its portfolio represented “a very significant step” in its growth strategy in Latin America.

As soon as this procedure has been completed, which is expected to take around three months, Barceló will acquire 100% of Occidental’s shares and will begin to manage the properties.

On 4 May, Barceló purchased a 42.5% stake in Occidental Hoteles, from the company’s minority shareholders….The option of acquiring 100% of Occidental’s capital was something the Mallorcan hotel group had in mind at the time. (…)

Through the acquisition of Occidental Hoteles, the Mallorcan tourism group would strengthen its position in the Caribbean with new properties in Mexico and the Dominican Republic. It would also gain a foothold in new countries such as Aruba, Colombia and Haití. (…)

Original story: Cinco Días

Translation: Carmel Drake

Barceló Acquires 42.5% Stake In Occidental Hoteles

5 May 2015 – Expansión

42.5% shareholding / The tourism group acquires the stakes held by Amancio Ortega, owner of Inditex, and several minority shareholders, and continues to negotiate with BBVA to take control of the chain.

The sale of Occidental Hoteles has been unblocked with Barceló’s purchase of a share of its capital. The tourist group has acquired a 42.5% stake from Amancio Ortega, owner of the textile empire Inditex, and several minority shareholders. In parallel, it is also negotiating with BBVA, which controls the remaining 57.5%, to gain control of 100% of Occidental and strengthen its position in the Caribbean.

Although the exact amount of the transaction is unknown, it has been closed with a discount of between 40% and 50% with respect to the €700 million that BBVA and Ortega paid in 2007. That was the figure that the shareholders hoped to obtain through the divestment process launched in 2013, which was thwarted last December, with Barceló as the favourite, due to differences over price.

Then, Barceló was bidding together with the fund Caribbean Property Group (CPG). Now, the tourism group is going to single-handedly undertake the purchase of the shares held by Ortega (who holds 23.63% through his company Partler 2006), Gregorio de Diego (who controls 13.5% through Tamar International) and the Miarnau family (whose company Iosa Inmuebles holds 5.26%).

Competition

The transaction, which is pending approval by the Mexican competition authorities, will be structured as a financial investment, and so Barceló will not take over the management of Occidental’s hotels. The chain operates 13 properties in the Caribbean and owns the majority of those establishments.

Nevertheless, sources in the sector are convinced that BBVA will end up selling a non-strategic stake. In fact, that is the joint position that the entity chaired by Francisco González and Amancio Ortega held until the end of 2014. The only thing that has separated them has been the timing (of their respective exits).

The textile businessman wanted to accelerate his exit from Occidental before the company looses value, since there is no growth plan on the table. In contrast, BBVA was keen to wait for a better offer and set a limit below which it was not willing to divest. In the end, the partners have broken their shareholders’ agreement, which has opened the door to Occidental for Barceló.

In terms of convincing BBVA, the close ties that unite the companies work in the tourism group’s favour. Barceló, BBVA and FCC created an asset company Grubarges in 1998, with the aim of channelling its surplus investors and growing in the hotel sector. Grubarges was dissolved in 2004 due to strategic differences between the partners, but the relationship is still strong.

If Barceló acquires 100% of Occidental, it will strengthen its position in the Caribbean, one of the priorities on its roadmap to become the world leader in the holiday hotel sector. Through the integration, Barceló would obtain a presence in new countries – Colombia, Aruba and Haití – and would strengthen its position in the Dominican Republic, Mexico and Costa Rica. Furthermore, the transaction would involve an investment plan to reposition Occidental’s properties.

Barceló currently operates 94 hotels and 30,000 rooms in 16 countries. In 2014, the company generated profits of €46.4 million, up 85.6% and turnover of €2,056.6 million, up 6.2%.

Original story: Expansión (by Yovanna Blanco)

Translation: Carmel Drake