Realia Completes its €149M Capital Increase

2 January 2019 – Eje Prime

Realia has completed its capital increase. The real estate firm owned by the Mexican magnate Carlos Slim has completed its €149 million capital increase with a final injection of €42.1 million, according to a statement filed by the company with Spain’s National Securities and Market Commission (CNMV).

In its latest expansion phase, the company has issued 175.4 million new shares in total, for a nominal value of €0.24 and an issue premium of €0.61 per share. The company’s share capital has thereby been consolidated at €197 million, divided into 820 million shares.

Since Slim took control in 2015, Realia has undertaken three capital increases in total. The latest is the operation closed today, which was approved in November to try to decrease the company’s debt, which amounts to €672 million, and to provide a financial boost to its real estate businesses.

Slim controls 70.76% of Realia’s capital, 33% in a direct way and 36.98% through the construction group FCC, which is also led by the Mexican businessman. The real estate company also has an asset portfolio spanning approximately half a million square metres, which includes one of the Kio Towers in Madrid.

Original story: Eje Prime

Translation: Carmel Drake

Proa Capital Sells Hospital de Llevant to Caser

15 November 2018 – Expansión

Proa Capital is stepping on the sales accelerator in 2018. The private equity manager has completed its fourth divestment of the year: Hospital de Llevant. According to financial sources, the fund – which exerted control over the asset with 70% of the share capital – and the other minority shareholders have sold the medical centre to Caser. The insurance group is strengthening its network of own hospitals through this acquisition.

Market calculations indicate that the transaction valued the company at around €30 million, which represents around 10 times its forecast EBITDA for this year of c. €3 million. The centre’s revenues amount to around €20 million.

Proa became the owner of the centre located in Mallorca in 2013. At that time, Hospital de Llevant targeted the care market for the elderly, focusing particularly on residents from overseas. Since then, Proa – in partnership with the management team, some of whom are also shareholders – has promoted the hospital aspect of the centre. The fund announced that it had completed its mission a few months ago and that it, therefore, considered that it was time to exit.

Now, in an industrial investor, it has found the appropriate replacement owner. For Caser, the purchase fits with the group’s objectives, which a decade ago committed to building a network of own centres for its hospital division as part of its diversification strategy.

Hospital de Llevant will thereby be incorporated into a group that already comprises five other centres, located on the Canary Islands and in Extremadura, and which operate under the brand Hospitales Parque, according to information from Caser. The insurance company also has a section specialising in geriatrics, Caser Residencial, through which it operates 16 nursing homes for the elderly.

Accounting to the sources, the intention is for the current directors of the hospital in Mallorca to continue to lead the centre, which currently employs a workforce of 170 and offers 140 beds, split into equal parts between hospital care and care for the elderly. It also has three operating theatres and an intensive care unit.

Original story: Expansión (by M. Ponce de León)

Translation: Carmel Drake

Sánchez’s Government Lets Socimis & Sicavs Off the Fiscal Hook Despite Podemos’s Efforts

16 October 2018 – El Independiente

The Government has managed to dodge two demands from Podemos that had raised concerns in the financial community: the taxation of Socimis and the conditions of Sicavs, the companies that wealthy fortunes use to manage their assets.

The Budget Plan for 2019 approved on Monday at the extraordinary council of ministers does not allude to these two vehicles, despite the contumacious struggle by the purple party to put an end to their benefits. In fact, the Government led by Pedro Sánchez and Podemos had signed an agreement for the budget plan for next year, which included modifications to the conditions of both companies, but, in the end, that has been ruled out.

The aforementioned agreement, published on 11 October, included increasing the tax on Socimis (…), which currently operate under a special tax regime for collective investment institutions (funds and Sicavs).

For the income obtained during the exercise of their main activity (rental and leasing of properties), Socimis pay tax at a rate of 0%. And for income that they receive from other types of activities, they pay tax at a rate of 25%.

The pact between the Executive and Podemos was going to mean applying a tax rate of 15% on the profits not distributed by those entities. In the end, that measure does not form part of the budget for 2019.

The other victory earned by Sánchez over Pablo Iglesias stars Sicavs. Both parties had agreed to tighten control over these vehicles to avoid their fraudulent use. In the end, they will be subject to the same supervision that has applied to them until now.

The agreement had involved granting the inspection bodies of the Tax Authorities the competence to declare, for exclusive tax purposes, the breach of the requirements established for the Sicavs in the financial legislation. In other words, it gave powers to the institution to ensure that the vehicles had, as required by that law, 100 genuine shareholders, to combat the typical practice whereby a single investor controls most of the capital (…).

Similarly, the Government and Podemos had reached an agreement to “establish additional requirements for application by the Sicavs of a reduced tax rate aimed at ensuring their nature as collective investment instruments, for example, the establishment of a maximum capital concentration in the hands of a single investor (including the stakes of related individuals and legal entities). However, that measure, although it may reduce the volume of capital that these entities receive, would objectify the collective nature of these investment vehicles, facilitating their regularisation by the Tax Agencies in the cases of fraudulent uses of Sicavs”.

Taxes on the banks

The entities that have, for the time being, not managed to free themselves from the tax blow are the banks. The Government wants the next budget to include a specific tax that targets financial transactions. The so-called Tobin tax has already met firm opposition from the banks and regulators, which warn of the risks that its implementation would have for the growth of the economy.

The Government’s forecast is that the proceeds raised from such a tax would reach €850 million, according to the Minister for Finance, María Jesús Montero (…).

Original story: El Independiente (by Ana Antón)

Translation: Carmel Drake

Barcino Completes a €9.7M Capital Increase

6 September 2018 – Eje Prime

Barcino is financing the expansion of its residential portfolio. The Socimi has completed its latest capital increase amounting to more than €9,761,033, through the subscription of 6,731,747 new shares. The operation has been conducted in two tranches, one for 3.9 million shares and the other for 2.8 million shares, according to a statement filed by the company with the Alternative Investment Market (MAB).

The Socimi, which has been listed on the MAB since last December, is in the middle of growing its residential portfolio. In May, it invested €2 million in the purchase of twenty assets in Barcelona, the city that represents the focus for all of its operations. Most of its buildings are rental homes, but it also owns offices and retail premises located all over the Catalan capital’s metropolitan area.

Before the end of 2017, the Socimi spent €1.6 million on a residential building on Calle Girona. The company’s Board of Directors comprises Mateu Turró, in the role of President, and two directors, Francesc Ventura and Ralph Weichelt.

In its debut on the MAB, Barcino was valued at €19.1 million. Specialising in investment and real estate management, the Socimi is controlled 50.01% by Barcino Management and managed by the company linked to the firm Vistalegre Property Management.

Original story: Eje Prime

Translation: Carmel Drake

Apollo, CPPIB & ADIA Are Open to Offers for Altamira

12 July 2018 – Voz Pópuli

The ownership of the real estate company Altamira may change hands over the coming months. The company controlled by the fund Apollo has hung up the “For Sale” sign after the refinancing and restructuring of its contract with Santander, signed just a few days ago, according to financial sources consulted by Voz Pópuli.

At least 85% of the real estate firm will go on the market. The servicer currently manages assets worth €54 billion. The US fund Apollo is the entity that controls the majority stake, whilst its ownership is shared equally with two other partners: the largest Canadian fund, CPPIB (Canada Pension Plan Investment Board); and the main Abu Dhabi investment fund, the ADIA (Abu Dhabi Investment Authority) sovereign fund.

Each of them controls 28.3% of Altamira, just like Apollo, although it is the latter who leads the real estate company and chairs its Board.

Divestment

After four and a half years of investment, the main shareholders have decided that now is the right time to sell, given the strong performance of the real estate market and the appetite from large investors to enter the business.

In fact, sources consulted indicate that several international and Spanish investors have already approached Altamira. One of the candidates is Haya Real Estate, a similar platform, owned by Cerberus, which is interested in growing its business ahead of a potential stock market debut.

Another possibility being rumoured in the market is that CPPIB itself may purchase the 56% stake in Altamira currently owned by Apollo and the Abu Dhabi sovereign fund. The Canadian fund entered the market for the acquisition of toxic asset portfolios from the banks last year with a bang, by closing an operation with Sabadell; and this year, it has signed another deal with BBVA.

The possible sale of Altamira comes after the refinancing of the real estate firm agreed with the banks and the renegotiation of the contract with Santander. Thanks to this operation, the shareholders of Altamira are now going to share out a €200 million dividend, according to El Confidencial, which means that the numbers already add up for the funds.

The relationship between Apollo and Santander

Apollo and its two partners already tried to exit Altamira two years ago but failed to reach an agreement with Santander, which made a low offer that was not accepted. Since then, the real estate firm has pushed ahead with its own internationalisation by branching out into Portugal and Cyprus.

Original story: Voz Pópuli (by Jorge Zuloaga)

Translation: Carmel Drake

Minor Buys 26.5% of NH Hoteles from HNA for €622M

5 June 2018 – El País

The Thai company Minor International has purchased the Chinese conglomerate HNA’s 26.46% stake in NH Hotel Group for a total of €662.3 million, and has whereby become the largest shareholder of the Spanish hotel group, according to a statement filed on Tuesday by the Chinese company with Spain’s National Securities and Markets Commission (CNMV).

The operation has been divided into two tranches. On the one hand, HNA has sold a package of 65.85 million shares in the Spanish group, representing 17.64% of NH’s share capital, at a price of €6.40 per share, for a total of €421.4 million. That operation is expected to be closed by the middle of this month.

On the other hand, the Asian group has sold 32.93 million shares, representing 8.83% of NH’s share capital for €6.10 per share, equivalent to a total price of €200.9 million. Nevertheless, this second operation is subject to the execution of the first and is expected to be closed by the middle of September.

Forced takeover

Currently, Minor holds a 10.22% stake in NH, although it only holds 1.66% in shares. It holds the remaining 8.56% through financial instruments. When its acquisition of HNA’s stake is completed, Minor will be obliged to launch a takeover bid for 100% of the Spanish hotel group, as established by the law, as it will exceed the threshold of 30% of its share capital. The minimum price of that bid will have to be €6.40 per share.

Minor acquired its first stake in NH a month ago, with the purchase of 8.6% from the fund Oceanwood for €196 million, when it paid exactly the same price (€6.40 per share) that it will now pay HNA. Following that operation, Minor explained that “no management changes are expected” in NH in relation to its investment in the company, but it left the door open to expand its stake and, therefore, take absolute control over it.

Minor International Public Company Limited (MINT), the company that operates the Minor Hoteles brand, has 160 hotels, 2,000 restaurants and 400 outlets, most of which are located in South-East Asia. The firm’s market capitalisation amounts to around €4 billion.

Original story:El País (by Ramón Muñoz)

Translation: Carmel Drake

Hispania Seeks “White Knight” to Improve Blackstone’s Takeover Bid

17 April 2018 – Expansión

Hispania is moving ahead and accelerating the search for a white knight to increase the bid for the Socimi. The real estate firm, which specialises in hotels, has engaged Goldman Sachs, UBS and JPMorgan, as financial advisors, and the law firms Freshfields and Uría Menéndez, as legal advisors, to look for alternatives to the takeover bid presented by Blackstone, which values 100% of Hispania at €1,905 million.

The US fund, which already controls 16.56% of Hispania, after it acquired the stake of the Hungarian-born magnate George Soros, announced its intention on 5 April to launch a takeover bid for the entire company at a price of €17.45 per share, which it would pay entirely in cash. The operation is conditioned on achieving the acceptance of at least 54,584,772 shares, which would allow Blackstone to take control of more than 50% of the total share capital. The US fund must submit its takeover prospectus to the CNMV before 4 May 2018.

Unsolicited offer

“Neither the Board of Directors of Hispania nor its management company, Azora Gestión, were aware of the aforementioned acquisition of shares by Bidco (a Luxembourg-based company controlled by Blackstone through which the operation would be carried out) or of its intention to formulate a takeover bid. As a result, it is an unsolicited offer”, confirmed the company yesterday in a statement sent to the CNMV.

Hispania also said that the Board of Directors will promote alternatives that “maximise” the value of the company. Blackstone has not been the only international fund to express interest in Hispania’s hotels. In this way, before Blackstone launched its bid for Hispania, five other investors expressed their interest in the Socimi without formalising firm offers, according to market sources speaking to Expansión.

Hispania is currently the largest hotel owner in Spain by number of rooms, with more than 13,100 rooms in 46 hotels and a gross value of €1,639 million (66% of its portfolio), and its purchase would represent a significant move that would place the buyer in a position of leadership at a time of strength in the tourism sector.

The manager’s roadmap

Until Blackstone’s takeover bid was announced, Azora’s roadmap involved: selling Hispania’s offices in a single transaction, an operation that had already been channelled towards the fund Tristan; selling the homes in a block deal; and expanding the hotel portfolio to also sell it as a block. Thus, Azora was planning to sell the whole company – without the offices or homes – with a transfer of control that would allow the continuity of the Socimi, before March 2020, when the entity marks its sixth birthday.

Hispania’s shares closed trading on the stock exchange yesterday up by 1.56% to €17.62 per share, in other words, 1% higher than the price offered by Blackstone.

Besides Blackstone, Hispania’s other main shareholders include Tamerlane, with a 5.99% stake, Fidelity (4.88%), BlackRock (4.02%), BW Gestao de Investimentos (3.64%), Axa (3.03%) and Bank of Montreal (3.01%). The US fund has already approached the company’s other shareholders to convey the benefits of the takeover.

The US fund’s offer for Hispania comes two months after Colonial successfully closed its takeover of Axiare. The Board of Directors of Axiare was also reluctant to accept the offer from its rival initially, however, in the end, it expressed a “favourable” opinion regarding the takeover.

Sources at Hispania affirm that the Board of Directors, with the assistance of the financial and legal advisors contracted, will pronounce on the takeover “in due course”. Hispania’s most senior executive body is chaired by Rafael Miranda, who was the CEO of Endesa until the energy company was taken over by the Italian group Enel. Meanwhile, Concha Osácar and Fernando Gumuzio, founding partners and directors of Azora Capital, are external directors.

Original story: Expansión (by Rebeca Arroyo)

Translation: Carmel Drake

Blackstone Increases Volume of Spanish RE Acquired During the Crisis to €20bn

6 April 2018 – Voz Pópuli

With €20 billion, all of Bankia’s pending aid could be returned and the extra pension increase announced by Cristóbal Montoro last week could be applied. That figure is how much Blackstone has committed to the Spanish real estate sector during the crisis.

That €20 billion includes the most recent major investment announced by the US fund, one of the largest in the world, in Hispania. Blackstone has acquired a 16.5% stake in the Spanish real estate company, worth €315 million, and has launched a takeover bid for the whole company, worth €1,900 million.

Even if that operation does not prove successful, Blackstone has already placed €18 billion on the table in real estate acquisitions in Spain in recent years. That figure, which includes debt, represents 7% of the €300 billion that the fund manages in the real estate sector around the world.

At the European level, Spain is one of the fund’s favourite destinations, together with Germany, Italy, the United Kingdom and Scandinavia.

It is already managing Quasar

Of that €18 billion, the bulk corresponds to the recent acquisition of Popular’s property, which is worth €10 billion. Blackstone controls 51% of the new company that owns the €30 billion in real estate assets inherited from the bank that was sold to Santander.

Another recent operation was Blackstone’s purchase of Sabadell’s hotel subsidiary, HI Partners, for €630 million.

An acquisition in 2014 also stands out involving Catalunya Banc’s problem mortgages, for which it paid €3.6 billion. Moreover, Blackstone has been purchasing assets from CaixaBank, BBVA and Sareb, amongst others, in recent years, and has also made investments in logistics centres through Logicor.

Original story: Voz Pópuli (by Jorge Zuloaga)

Translation: Carmel Drake

Treasury Requires Tourist Rental Platforms to Submit Quarterly Informative Returns

1 March 2018 – Expansión

The Government wants to put a stop to the fraud that is happening in the emerging market for tourist apartments. To this end, it is going to intensify the inspection of companies dedicated to the transfer of use of flats, such as Airbnb, HomeAway, HouseTrip, MyTwinPlace, Only-apartments, IntercambioCasas and Rentalia. For that, it is going to require them all to provide much more information and it will conduct a quarterly control of all of their activities. Through this, it wants to improve the “prevention of tax fraud for people and entities, in particular, the so-called collaborative platforms that mediate the transfer of use of homes for tourist purposes”, according to the draft ministerial order designed to put a stop to these kinds of irregularities, to which Expansión has had access. The text approves the so-called “model 179 informative declaration”, together with the conditions and procedures for presenting the required information before the Treasury.

The measure forms part of the strictest control that the Treasury wants to exercise over intermediaries in a rising sector, such as the tourist rental market, which has experienced a genuine boom in recent years and which now has 513,820 beds, 30% more than the sum of Spain’s hotels, hostels and B&Bs (393,838), according to data from Exceltur.

Until now, some of the main initiatives have been directed at users themselves, such as the warning issued last year by the Tax Authorities to more than 21,500 people that had leased their homes through these platforms, advising them that they must declare the money received in their tax returns.

The Treasury wants to close the door on the lack of transparency surrounding certain tourist rentals, behind which are sometimes even hotel chains, which lease homes through the platforms, and are in turn disguised as private users.

As a result, the ministerial order that the Department of Tax Management at the Tax Authority has prepared, emphasises certain concepts that may seem obvious, such as the importance of identifying the owner of the home or of the right “by virtue of which use of the dwelling is transferred”, if that is different from the rightful owner of the home. Moreover, all of the features of a property must be identified. Together with the general registry information, the specific details of each one of the operations that are carried out must be reported: the number of days during which a client leases the home and the price paid to the owner in exchange for its use.

This new order from the Treasury comes in addition to local legislation from many Town Halls such as those of Barcelona, Madrid and the Balearic Islands, which have proposed “ceilings” to stop the overheating of rental prices that has resulted from the boom of Airbnb and similar platforms. In fact, according to calculations from Urban Data Analytics for this newspaper, the upwards trend from the collaborative economy has caused rental prices to rise by an additional 6% in the Eixample district of Barcelona and by an additional 4% in the Centro district of Madrid in one year. That happens because the properties in question generate double the returns of a long-term rental property “A 40 m2 one-bedroom home in the Puerta del Sol area of Madrid generates €1,513 per month on Airbnb and a traditional rent of €700”, says the company by way of example.

Grace period

(…) This ministerial order (…) will apply to all transfers of homes for tourist purposes that take place on or after 1 January 2018.

The frequency of these returns to the Treasury will be quarterly (they must be submitted during the calendar month following the end of each quarter). But this year, in order to facilitate the process, those corresponding to the first two quarters of 2018 may be submitted up until 31 December 2018. Those corresponding to the third and fourth quarter will have to be submitted before 31 October 2018 and 31 January 2019, respectively (…).

Original story: Expansión (by Juanma Lamet)

Translation: Carmel Drake

Colonial Concludes that Axiare Holds Non-Strategic Assets Worth €300M

26 February 2018 – El Confidencial

Axiare has assets susceptible to divestment worth €300 million”. That is according to the President of Inmobiliaria Colonial, Juan José Brugera (pictured below, left), and his CEO, Pere Viñolas (pictured below, right), at the presentation of the company’s results.

“We are least interested in the Socimi’s logistics and retail assets, but that does not mean that we are going to sell off all of those assets or that said divestment is going to be undertaken this year. We have not yet been able to determine whether the assets will be sold in the end or when, due to the fact that we are not yet involved in the ordinary management of the company”, they said.

What assets are we talking about? As at September 2017, Axiare held logistics assets with a net value (GAV) of €192.6 million, spanning more than 466,235 m2. The vast majority are located in Madrid and the rest in Barcelona and other markets. To give us an idea, Axiare’s portfolio at the end of the third quarter of last year comprised 74% offices (50% in prime areas), 18% logistics platforms and 8% commercial assets (…)

Colonial, which registered a record net profit of €683 million in 2017, more than doubling (+149%) the figure obtained in the previous year, boosted by growth in the rental income of its office buildings and the appreciation in value of its assets, also estimates making net future investments of between €300 million and €400 million, in line with those undertaken to date.

In other words, between investments and investments, the net result is going to hover around the €300 million mark. These investments are going to focus on those markets where the firms already have a presence and so they will strongly back Madrid, Barcelona and Paris. Moreover, they are expected to be financed, to a large extent, through the traditional mature asset rotation policy. “We are going to continue investing, and also selling”, said both directors.

The merger will be ready in H2 2018

In this way, the real estate company is going to continue with the organic growth strategy that it has been pursuing since 2015, whilst working on the integration process with Axiare, which it estimates will take between four and five months to complete. As such, Colonial expects to close its merger with the Socimi during the second half of the year, which will materialise through a share exchange to take around 13.1% of the firm that it does not control yet.

“Of the possible alternatives, a merger is the most likely”, although both Bruguera and Viñolas have said that all of the options are currently being evaluated and that there will not be any decision in this regard until the second half of the year. Similarly, they said that they are “in conversations with Axiare to join its Board of Directors”, where they do not have a presence yet even though they increased their stake to 86.86% through the takeover, so as to take part in the Socimi’s management whilst the merger goes ahead (…).

New real estate giant

For the time being, the integration between Colonial and Axiare, which constitutes the first merger between the new generation of Socimis, will give rise to a company with real estate assets worth €11.079 billion, thus surpassing Merlin Properties. Of those assets, €9.282 billion will correspond to office buildings that Colonial owns in the centre of Madrid, Barcelona and Paris, spanning a surface area of 1.36 million m2, and the remaining €1.797 billion will correspond to assets contributed by Axiare, most of which are also offices, according to the year-end valuations completed by both companies.

In addition, the two companies generated a joint net profit of €700 million and turnover from rental income of €355 million in 2017. Nevertheless, Colonial calculates that the combined group’s revenues will increase to €500 million once the projects it currently has under development come onto the market.

Original story: El Confidencial (by E. Sanz)

Translation: Carmel Drake