Tag: creditors

Santander Matches the Reuben Brothers’ Bid to Acquire the Ciudad Financiera

13 February 2019 – Voz Pópuli

Santander has matched the bid presented by the Reuben brothers for the Ciudad Financiera, in a new attempt to neutralise the offensive by the British investors to acquire its headquarters in Boadilla del Monte (Madrid).

On Tuesday, the bank chaired by Ana Botín presented a preferential acquisition right against the bankruptcy of Marme – the previous owner of the Ciudad Financiera –in the commercial court of Madrid, having set aside €20 million to be able to carry out the acquisition, according to sources familiar with the process. The operation is valued at around €3 billion.

Spain’s largest bank considers that it has the option of resorting to a preferential acquisition right, established in the lease contract for the Ciudad Financiera, signed on 30 December 2008 between Marme and Santander Global Facilities.

Bankruptcy process

Nevertheless, during the bankruptcy process that has resulted in the sale of the Ciudad Financiera, the administration appointed by the judge warned that the aforementioned right could not be exercised in order to “not obstruct the liquidation of the assets any further”.

Judge María Teresa Vázquez Pizarro, from Commercial Court number 9 in Madrid, said that the purpose pursued with the transfer of the Ciudad Financiera determines “that the lessee’s right of preferential acquisition cannot be accepted, given that the interest in the continuity of the business activity prevails over any rights recognised to third parties”.

The deadline for Santander to exercise its preferential acquisition right expires in the middle of this month (…).

Last November, the bankruptcy administration announced that the Reuben brothers had submitted the highest bid for the Ciudad Financiera, exceeding even the offer presented by Santander, a decision ratified this year by the court.

Santander warned that the offer from the British investors – one of the top 100 wealthiest families in the world – should not be accepted, highlighting the corporate network that they had set up for the operation, which includes several companies registered in tax havens.

Moreover, the Spanish bank has agreed the purchase with the main creditor banks of Marme – Caixabank, ING, Natwest Markets (previously The Royal Bank of Scotland), Bayerische Landesbank, and HSH Nordbank- of their debt. Through that, it has managed to obtain the support of those entities for its intentions and they have sent letters to the mercantile court defending the purchase of the Ciudad Financiera by Santander.

The breach of the preferential acquisition right by Marme carries a fine of €500 million, and the retraction of the sale to a third party, according to the terms of the contract signed by Marme and Santander, say the sources consulted.

The same sources indicate that this fine could be supplemented by another penalty amounting to €750 million if the suitability test is not fulfilled; in total, a fine amounting to €1.25 billion that Santander hopes will serve to ensure that the Reuben brothers reconsider their strategy

Original story: Voz Pópuli (by Alberto Ortín)

Translation: Carmel Drake

The Reuben Brothers Complete the Purchase of Santander’s HQ for €283M

14 January 2019 – El Periódico

Commercial Court number 9 in Madrid has decided that the best offer for the acquisition of Santander’s Ciudad Financiera, is the one presented by the brothers Simon and David Reuben through their investment arm in Spain, Sorlinda Investment, which bid a fixed amount of €283.73 million.

The administration responsible for the liquidation procedure of the company Marme Inversiones 2007, which is the owner of the Cantabrian bank’s headquarters, asked the Commercial Court to declare the offer presented by Sorlinda Investment as the winner after concluding that its bid was the best. In 2014, Marme Inversiones filed for creditors’ bankruptcy in light of its inability to repay the €1.575 billion loan that it had used to purchase the property from Banco Santander itself.

A few months ago, Banco Santander filed a series of allegations when it was announced that Sorlinda had won the bid. It questioned the entity in terms of the forecasts made in the liquidation plan, and because it considered that the offer submitted by the Reuben brothers did not fulfil the established requirements. The allegations were made by the banking group as creditor and offeror.

Nevertheless, the Commercial Court of Madrid explained that the execution of the liquidation plan, which regulates the procedures to be followed for the realisation of the assets, corresponds to the insolvency administration.

“The report presented explains the procedure followed for the selection of the bids submitted and the actions carried out by the insolvency administration, specifying that there are no justifications whatsoever to question it”, said the ruling, which states that the purpose of the plan is to obtain the greatest value from the asset for the benefit of all of the creditors.

In this way, despite the allegations presented by Ana Botín’s bank, the insolvency administration considers that, from an economic point of view, the offer presented by Sorlinda is the best for covering the loans of all of the creditors in the group.

The Reuben brothers, owners of other large assets

Reuben Brothers is a private investment group specialising in real estate development and debt financing. The company, created by two British brothers of Indian origin, is considered as one of the most exclusive in the world with several privileged properties in its portfolio, such as The Curtain and Members Club in Shoreditch, one of the most well-known luxury hotels in London, and Lingfield Park Marriott Hotel & Country Club.

It is also the owner of the London Oxford airport in Kidlington, the Wellington Pub Company chain of clubs and the Italian marina Portosole Sanremo, amongst others.

Ana Botín’s entity agreed the sale of its head offices in Boadilla del Monte to Marme Inversiones 2007 on 12 September 2008 for €1.904 billion.

Nevertheless, Marme Inversiones 2007 filed for creditors’ bankruptcy in 2014, before the Court then initiated the coordinated liquidation plan in October 2015 (…).

Original story: El Periódico

Translation: Carmel Drake

Marina d’Or’s Real Estate Company Capitalises Debt Amounting to €11.1M

7 October 2018 – Valencia Plaza

On Friday, the Official Gazette of the Mercantile Registry reflected a capital increase amounting to €11.1 million undertaken by the company Comercializadora Mediterránea de Viviendas SL. In other words, Comervi, the real estate company behind Marina d’Or, which said no more by way of explanation to this newspaper than: the manoeuvre came as a response to a “conversion of debt into capital” – without offering any more details -.

This possibility had been contemplated in the agreement signed by the company and its creditors to emerge from the bankruptcy proceedings, as explained by this newspaper. Specifically, the agreement gave the creditors a choice between collecting the debt with a discount of 65% over a period of 10 years and the option of capitalising their loans and going on to become shareholders of the company.

Depending on who has signed this capital increase for the real estate firm behind Marina d’Or – controlled in its entirety by Jesús Ger to date – a new shareholder may have joined the fold. Nevertheless, the possibility that the capitalisation has been subscribed by a company owned by the Catalan businessman himself has not been ruled out.

In fact, as stated in Comervi’s most recent financial statements – corresponding to 2017 – the company has debt amounting to €55.8 million with “related companies”, as detailed in note 13 of the annual accounts.

When asked about this, sources at Sareb – which according to Marina d’Or is Comervi’s main private creditor – explained to Valencia Plaza on Friday that the entity agreed to apply the aforementioned discount of 65% to the amount owed by the company and that, as a result, the bad bank is not the entity that has capitalised the €11.1 million.

In the same vein, Banco Sabadell explained to this newspaper that its agreement with Comervi was written off following the handover to the financial institution of 40 apartments and one warehouse, as this newspaper revealed.

It has also been ruled out that the capitalisation has been carried out by the Tax Authorities or Social Security – the other two major creditors of Comervi – given that the State does not make a habit of becoming a shareholder in private companies that have filed for creditor bankruptcy.

Original story: Valencia Plaza (by Dani Valero)

Translation: Carmel Drake

Marina d’Or’s RE Company Reaches Agreement with Creditors to Emerge from Bankruptcy

12 April 2018 – El Economista

Marina D’Or has managed to convince the creditors of its real estate company, Comercializadora Mediterránea de Viviendas (Comervi), to give their approval to an agreement that will allow it to emerge from bankruptcy, which began in 2014 with a liability of around €600 million. In the case of the ordinary loans, two options are being offered: a discount of 65% and the payment of the balance in 10 years time; or the capitalisation of the debt into shares in the company.

The group led by Jesús Ger has already reached an agreement with Sareb and is going to negotiate another specific deal with the Tax Authorities.

The agreement must be ratified by the judge, a process that is expected to take between two and three months. On 6 May 2014, the Judge of Mercantile Court number 1 in Castellón accepted Comervi’s voluntary creditor bankruptcy, following the suspension of sales and of the construction plans for new apartments.

Thanks to this new agreement with its creditors, the firm “faces a future with positive prospects”, highlight sources at the entity.

Original story: El Economista (by Olivia Fontanillo)

Translation: Carmel Drake

JP Morgan Negotiates €2bn Loan with Owner of Santander’s HQ

22 February 2018 – Voz Pópuli

There’s a new player in the complicated game of chess involving the bankruptcy and liquidation of the owner of Banco Santander’s headquarters, the Ciudad Financiera, in Madrid. One of the largest investment banks in the world, JP Morgan, is negotiating a €2 billion loan to unblock the bankruptcy proceedings, according to financial sources consulted by Vozpópuli. JP Morgan declined to comment about the rumours in the market. Market sources indicate that the loan has not been granted yet.

In this way, the US entity would support one of the shareholders, the company Edgeworth Capital, owned by the Iranian businessman Robert Tchenguiz. That banker is trying to get Marme Inversiones 2007, the company that owns the office complex, to emerge from bankruptcy without having to file for liquidation. To this end, it has asked Mercantile Court number 9 in Madrid to give it the green light to negotiate an early termination for payments with the creditors.

That is where JPMorgan comes in. Tchenguiz has managed to convince the entity to consider financing almost €2 billion, which would have to be used to repay all of the creditors, including several banks such as CaixaBank, ING, RBS and Santander itself, as well as funds such as GSO (owned by Blackstone), Canyon, Burlington, Värde Partners, Centerbridge and Monarch.

Many of these creditors, above all the funds that purchased debt at a discount, agree with Tchenguiz. But not the other shareholder, the British magnate Glenn Maud, who is preparing to make a rival offer, or Santander, which is leaning towards the proposal put forward by the Arab fund AGC.

Status of proceedings

After years of bankruptcy and hundreds of resources, the situation is closer than ever to being unblocked. In fact, the court has already given the green light to the liquidation plan for Marme Inversiones 2007. The problem is that two other parent companies, Delma and Ramblas, are still immersed in bankruptcy proceedings. A resolution is expected before the summer.

Unless there is a new legal war, all indications are that the financial situation of the owner of the Ciudad Financiera will be resolved this year.

Along with the proposal from Tchenguiz, the fund AGC and the consortium Madison-Maud-GCA are studying putting between €2.7 billion and €2.8 billion on the table for Santander’s headquarters, within the liquidation process.

Together with JPMorgan, Goldman Sachs is also positioning itself in this operation. It has been advising Santander for months on the solution that may be found to resolve the situation of its headquarters.

Original story: Voz Pópuli (by Jorge Zuloaga)

Translation: Carmel Drake

Sabadell Seeks Approval From Creditor Banks To Buy Duro’s HQ In Madrid

17 November 2017 – El Comercio

Banco Sabadell has provided a solution to unblock the complex situation that Duro Felguera finds itself in. With its proposal to purchase the building that houses the Madrilenian headquarters of the Asturian group, the firm has a glimpse of the possibility of definitively unblocking the negotiations between the company and the creditor bank.

Duro has already approved the sale of the aforementioned property to Sabadell. Now the rest of the banking pool just needs to give its approval to the purchase of the building, for which the financial entity will pay between €30 million and €33 million. If this happens, according to sources familiar with the process, the operation could be signed as early as next week. Without further ado. Because time is running out for the Asturian engineering company.

From the sale of the Madrilenian building, Duro would record revenues of €10 million, a deposit that would serve as an emergency guarantee so that, in turn, the creditor banks could release the rest of the avals, amounting to up to €31 million. In this way, the Asturian group would be in a situation to start entering into contracts once again.

It is precisely the lack of avals that has forced the Asturian group to withdraw recently from four projects, with a combined total of €918 million: the Río Grande and Novo Tempo electricity generation centres in Brazil; the LNG terminal for Octopus LNG in Chile; and the hydrocarbon storage terminal for Vopak in Panama. On Tuesday, the company itself acknowledged in a statement presenting its results to the CNMV that “the risk is limiting (the winning of) new contracts and is making it hard to push ahead with projects in the portfolio”. In this way, it justified the losses recorded during the first nine months of the year, which amounted to €11.4 million.

Although it is still pending approval from the other creditors, Sabadell’s proposal for Duro’s Madrilenian building has won favour over the other offer, presented by Sandra Ortega, the eldest daughter of the founder of Inditex, who offered a higher amount: €38 million, but on the condition that the Asturian group remain in the property as the tenant for at least three years.

The option proposed by the financial entity, which operates under the brand Sabadell Herrero in Asturias, is more aligned with the interests of the engineering company, given that the group is also negotiating the sale of the two subsidiaries that work in the building in Madrid.

Although they acknowledge that it is still early days, the firm intends to divest Núcleo Comunicaciones, a division acquired in 2011, which specialises in the defence and air, maritime and environmental control; and Epicom, a firm that has 40 employees for which Duro paid €4.6 million in 2013 and which specialises in the development of security and defence software. Núcleo’s workforce comprises 170 professionals (…).

Leasing operation

In any case, both divisions may continue to occupy the building in Madrid for as long as they form part of Duro Felguer. According to the sources consulted, Sabadell intends to sign a leasing arrangement to allow the Asturian group to continue operating in the property (…).

Original story: El Comercio (by Susana Baquedano, O. Villa and C. Tuero)

Translation: Carmel Drake

Santander Unblocks Sale Of Ciudad Financiera After AGC’s Mega-Offer

15 September 2017 – Voz Pópuli

The soap opera involving the sale of Santander’s Ciudad Financiera is closer than ever to being resolved. The Arab fund AGC Equity Partners, Santander and the majority of the creditors have reached an understanding to unblock the process, which has been stalled for three years, after the company that administers Santander’s global headquarters, Marme Inversiones 2007, filed for bankruptcy.

The key has been the size of the new offer presented in recent months by AGC, amounting to around €2,800 million, according to financial sources consulted by Vozpópuli. With this proposal, all of the creditors would receive the amounts due to them and there would even be some funds left over to share out amongst Marme’s original shareholders: the property magnate Glenn Maud and the fund Aabar Investments, controlled by IPIC, which owns Cepsa.

AGC has already informed the judge handling the bankruptcy – at Mercantile Court number 9 in Madrid – that the situation is now ready to be unblocked. But the magistrate has left everything hinging on the Provincial Court, which still has to resolve several prior appeals. Various sources consulted indicate that these resolutions could be resolved by the end of this year or the beginning of 2018. Then the formal auction of the company that owns the Ciudad Financiera could be launched, with AGC as the main favourite, assuming no last minute surprises.

Santander’s role

One of the keys behind sorting out the sale of the Ciudad Financiera is that Santander has withdrawn an appeal that threatened to perpetuate the bankruptcy process. In this way, the bank chaired by Ana Botín, advised by Clifford Chance, decided to submit a letter alleging that the Marme liquidation plan was not taking into accounts its right to sound out the market (for potential buyers).

In addition, Santander engaged Goldman Sachs to look for offers that would better fit with their interests. Paradoxically, the firm that is now best positioned to win – AGC – is the same one that blocked the bank’s appeal. According to legal sources, Santander pays an annual rent of around €110 million for the property and the rental contract runs until 2048, neither of which would vary under the new owner. But there are other clauses in the agreement that would be changed in favour of Santander.

The final stumbling block is the position of two of the players that invested in Marme Inversiones after it filed for bankruptcy: Aabar Investment, which purchased the shares of one of the original shareholders, the British businessman Derek Quinlan, and which would like to buy the Ciudad Financiera itself; and the Luxembourg company Edgeworth Capital, led by the controversial Iranian banker Robert Tchenguiz.

Sources close to the process think that it will be hard for their appeals to gain traction in the face of AGC’s willingness to repay all the creditors; something that no other investor has offered until now. The other recent offers amounted to between €2,400 million and €2,500 million.

Origin of the problem

Marme Inversiones 2007 filed for bankruptcy in 2014 after it was unable to pay its debts. The company was created in 2008 with very heavy financial burdens, at the worst time, shortly after the bankruptcy of Lehman Brothers. Marme paid €1,900 million for Santander’s headquarters in Boadilla del Monte.

Now the situation is just the opposite. The good times in the market mean that obtaining financing is cheaper than it has been for the last decade, something that AGC wants to take full advantage of to seal this complex operation.

Original story: Voz Pópuli (by Jorge Zuloaga)

Translation: Carmel Drake

Sacyr Wants To Clean Up Vallehermoso And Sell It Off Within 1 Year

11 September 2017 – El Confidencial

The appetite that international funds have unleashed for the Spanish real estate market has led Sacyr to redouble its negotiations with the creditor entities of its property developer subsidiary, Vallehermoso. The aim is to accelerate the settlement of that firm’s liabilities in order to sell off the last remains of the company, which is now just a shadow of what it used to be, but which is still a recognised brand in the market.

That is precisely the card that Sacyr wants to play: to take advantage of the appetite from the large overseas investors, to offer them a platform with extensive experience in the domestic property development market and which represents a household name for buyers. But, before reaching that point, it needs to complete the group’s financial clean-up.

The company chaired by Manuel Manrique acknowledges in its accounts for the first half of this year that “the negotiations with the creditor financial institutions progressed to decrease the debt significantly during the year”. Vallehermoso closed 2016 with financial commitments of €30 million, a similar figure to the previous year, but it managed to reduce its losses from €32.5 million to €7 million.

Sacyr is confident about its ability to pay off the liabilities of its subsidiary within one year and therefore be in a position to sell the company within the same time frame. Nevertheless, no formal sales mandate currently exists or is being organised, since all efforts are being focused on first achieving an agreement with the banks.

Vallehermoso’s current assets are worth €135 million, according to the latest appraisal performed by Gesvalt at the end of 2016. Of that amount, €129.9 million corresponds to land and €5.1 million to finished products and real estate investments. These figures are a far cry from the assets worth €7,000 million that the company held under its umbrella before the crisis, a giant that is already a distant memory and of which barely nothing remains after seven consecutive years of losses.

In fact, in February 2015, Sacyr was forced to come to the rescue of its subsidiary and inject €248.4 million to re-establish its equity balance, given that the property developer had closed the previous year on the verge of bankruptcy, with net assets amounting to less than half its share capital.

Nevertheless, since then, Vallehermoso has succeeded in convincing its creditor banks to accept discounts on the sales they are undertaking in order to accelerate the unblocking of finished assets, at the same time as sealing “daciones en pago” to also offload land, a strategy that Sacyr is confident of being able to redouble this year to finish cleaning up the company and getting it ready to sell (…).

A step-by-step liquidation 

In 2013 (…), the infrastructure group decided to deconsolidate its property developer subsidiary and account for it as an available-for-sale asset (…).

A year later, at the end of 2014, Sacyr transferred assets worth €1,000 million from Vallehermoso to Sareb in two consecutive operations, which meant the practical liquidation of the group (…).

Since then, Sacyr has held onto Vallehermoso as an available-for-sale asset. So far it has not managed to close the sale, but it is confident that it will be able to within the next few months, if the new round of conversations with its financial institutions yield the expected results.

Original story: El Confidencial (by R. Ugalde)

Translation: Carmel Drake

Reyal Urbis Files For Spain’s Second Largest Bankruptcy

21 June 2017 – Cinco Días

The long-awaited death of Reyal Urbis is approaching. The real estate company has failed to convince a majority of its creditors to accept the proposed agreement presented by the entity chaired by Rafael Santamaría, which included significant discounts of between 80% and 90% of a total debt balance amounting to €4,600 million. It is the second largest liquidation ever in history, following that of the property developer Martinsa-Fadesa, which folded with a debt of around €7,000 million.

The proposed agreement presented by the company has not received sufficient backing given that in the case of the ordinary debt, it only obtained favourable votes from 32.7% of the creditors; another 37.79% voted against the proposal and the remaining 29% abstained, according to legal sources. In the case of the syndicated loan, the votes did not reach the 75% threshold either.

The bankruptcy administrator, namely, the audit firm BDO, is obliged to communicate the result of the vote that takes place in Commercial Court number 6 in Madrid, where the judge will issue the proposed liquidation ruling, with an equity black hole of €3,436 million.

The liquidation of Reyal Urbis was finalised after its major creditors, including Sareb and the opportunistic funds that had acquired some of the liabilities in recent weeks, rejected the proposed agreement, as disclosed by Cinco Días at the end of May.

The company has liabilities worth more than €3,200 million corresponding to a syndicated loan, in which Sareb holds a crucial stake, with more than €1,000 million proceeding from loans from the former savings banks. In addition, Reyal Urbis owed almost €900 million in ordinary debt and more than €400 million to the Tax Authorities. In fact, the real estate company is the largest debtor on the list of overdue debtors published by the Tax Authorities.

The property developer is dying just a decade after its merger which saw it become one of the large real estate companies in the country, together with Martinsa-Fadesa, Colonial and Astroc. Its President, Rafael Santamaría, a technical architect by training, has spent his whole life working for the family business. He was appointed CEO in 1985 and took over from his father as President in 1997. In 2006, he starred in one of the largest deals in the sector, after acquiring Urbis from Banesto for €3,300 million.

But that joy was short-lived. The burst of the real estate bubble dragged him down, just like it did Martinsa, Habitat and Nozar. The company filed for voluntary creditors’ bankruptcy in February 2013 after Sareb, BBVA and Santander refused to refinance its debt.

Santamaría’s last ditch attempt to save the company came with an aggressive liquidation proposal. That plan included discounts of 90% on the ordinary loans. In the case of the syndicated loan, the offer included the “dación en pago” of assets, which would have meant accepting discounts of around 80%. In turn, the Tax Authorities negotiated a unilateral payment plan for the €400 million owed.

That aggressive plan did not seduce the creditors, who have seen the possibility of recovering their capital go up in smoke, choosing instead the option of liquidating the company’s remaining assets, which are currently worth almost €1,200 million.

Original story: Cinco Días (by Alfonso Simón Ruiz)

Translation: Carmel Drake

Isolux Agrees To Sell Its Parking Lots To Oak Hill

5 June 2017 – Expansión

On Friday, Isolux took some important steps in its plan to reduce to the maximum the damage caused by its delicate corporate situation. On the one hand, the company’s Board of Directors, chaired by Nemesio Fernández-Cuesta, formulated the accounts for 2016, which saw it record losses of €1,332 million, after the entity recognised provisions and adjustments amounting to €2,853 million.

On the other hand, the company reached a preliminary agreement with the investment fund Oak Hill to transfer it the entire car park business. Sources at the company indicated that the investor held an option to execute a loan of up to €100 million granted in 2015. In theory, Oak Hill’s option was limited to, approximately, half of the business of Isolux Aparcamientos. However, the company and fund have reached an agreement for that option to be extended to include 100% of the subsidiary, in an operation that could see Isolux record revenues of €10 million and deconsolidate debt of €200 million.

The Spanish group first closed an agreement with the fund Oak Hill Capital Partners to jointly develop the business back in 2015. The investment fund undertook to inject €100 million into the company, in the form of a loan allocated entirely to expand the portfolio of assets. In exchange, Isolux granted Oak Hill an option to acquire a stake in the car park subsidiary from 2019 onwards.

Oak Hill’s arrival in 2015 ended a period of uncertainty for this branch of Isolux’s activity, which had been declared available for sale after other attempts to form strategic alliances had failed. At the beginning of 2013, the Spanish group signed a preliminary agreement with the French fund Edifice Capital to invest €150 million between 2013 and 2014. The resources were going to be used to purchase new car parks, with the aim of reaching 50,000 rotating spaces. However, in a surprise move, the French firm did not keep its word and withdrew from the project.

In the meantime, Isolux is pushing ahead with the rest of its divestments, the most high-profile of which is its exit from the transmission lines in Brazil.

On Friday Isolux approved the accounts for 2016, after postponing their formulation on four other occasions, and it did so to coincide with the new process that has been launched to restructure the group and avoid bankruptcy. “The Board of Directors considers that, with the right financial support, Isolux constitutes a viable business project,” said the Board of Directors of the company, which needs new funding and credit lines to ensure its survival.

Feasibility plan

Sources at the company indicate that the auditor, PwC, has not included any qualifications in its report, but that it has included paragraphs to emphasise the link between the operation of the company and the success of Álcarez & Marsal’s feasibility plan. This plan involves segregating the engineering business from the other LoBs and looking for a partner to inject money into the new company, with a portfolio of healthy contracts worth around €1,000 million. The solution requires the support of the plan’s current creditors/shareholders. The group is waiting for a response from Bankia and CaixaBank.

Original story: Expansión (by C. Morán)

Translation: Carmel Drake