Approval Granted for Socimi Arrienda Rental’s Debut on the MAB

21 December 2018 – La Vanguardia

The Coordination and Incorporations Committee of the Alternative Investment Market (MAB) has issued a favourable report ahead of the stock market debut of Arrienda Rental Properties Socimi, with a reference value of €2.74 per share, after the company was valued at €56.4 million.

The MAB has reported that the stock trading code for Arrienda Rental will be YARP and that it will be governed by the fixing system, with prices being fixed twice in each session, at 12 noon and 16h.

Arrienda Rental is a real estate company that has adopted the Socimi framework and which is dedicated to the acquisition and development of urban properties for their rental.

The Socimi owns 239 assets, all of which are located in the Community of Madrid: 2 hotels (Clement Barajas and Täch), 3 plots of land, 4 offices, 18 retail premises, 40 homes and 172 garages.

Before its stock market debut, the Socimi had 51 shareholders, including Francisco García Rubio, who owns 21% of the capital.

Arrienda Rental has 4 managing directors who are also owners, namely: José García Sánchez, Luis Miguel Gutiérrez Abella, Víctor García Rodríguez and Juan Francisco García Muñoz.

Arrienda’s valuation has been performed by the appraisal company Gesvalt.

Original story: La Vanguardia

Translation: Carmel Drake

Santander Values its Stake in the JV with Blackstone at €1.566bn

16 May 2018 – Expansión

Santander has recorded on its balance sheet its 49% stake in the company that it has created with Blackstone for a value of €1,566 million. The stake has been recognised in the portfolio of investments in joint ventures and associated companies. The bank and the US fund, which controls the remaining 51% of the JV’s share capital, constituted the company on 22 March. The alliance, a conglomerate of companies grouped together under the parent company, Project Quasar Investments 2017, brings together the former real estate portfolio of Popular. It contains gross assets worth €30 billion, which have been appraised at €10 billion net under the framework of the transaction.

Meanwhile, the two partners have now agreed on the configuration of the Board of Directors for the joint venture. The governance body will comprise seven members. In line with the distribution of the share capital and its control of the management of the assets, Blackstone will have a majority of four positions on the Board, including that of Chairman.

Santander will be represented by three directors. One of them is Javier García Carranza, the executive to whom the entity chaired by Ana Botín has entrusted the process to clean up Popular’s balance sheet. García Carranza is the Deputy CEO of Grupo Santander and a member of Popular’s Administration Board, a transition body that will disappear once the legal merger of the two banks has been completed. García Carranza also represents Santander on the boards of Sareb, Metrovacesa and the real estate manager Altamira, amongst other companies.

The other directors linked to Santander that will sit on the Board of the joint venture are Carlos Manzano and Jaime Rodríguez-Andrade, specialists in real estate investments and asset recoveries, respectively.

Meanwhile, Diego San José, Head of Blackstone’s Real Estate division in Spain is going to be the Chairman of the company. Eduard Mendiluce, Jean Francois Bossy and Jean Christophe Dubois are the other directors who have been appointed by the fund.

In order to launch the company, Santander and Blackstone have subscribed a syndicated loan amounting to €7,332 million. Several banks have participated in the loan, which is led by Morgan Stanley and Deutsche Bank, including Bank of America Merrill Lynch, JP Morgan and RBS, as well as Blackstone itself, which has contributed €1 billion. The financing has been signed over a 5-year term and matures in 2023.

The sale of Popular’s real estate portfolio and the deconsolidation of the assets have resulted in a 10 point improvement in Santander’s core capital ratio. Its solvency now stands at 11%, the target for 2018.

Original story: Expansión (by M. Martínez)

Translation: Carmel Drake

Colonial Will Increase its Share Capital by €180M to Finance Merger with Axiare

21 April 2018 – Expansión

The merger between Colonial and Axiare is moving ahead. The Socimi chaired by Juan José Brugera is expected to approve a capital increase at its next General Shareholders’ Meeting, scheduled for 24 May, to absorb the 13% stake in Axiare that it does not control yet. The capital increase will take place through the issue of 19.27 million new shares, which at current prices corresponds to a monetary value of around €181 million.

On 10 April 2018, the Boards of Directors of Colonial and Axiare approved the project to merge the two Socimis, which will give rise to a real estate giant with a portfolio of assets worth around €11 billion, which will place the new group very close to its rival Merlin, with assets of €11.254 billion.

This operation will go ahead after Colonial successfully completed its takeover of Axiare in February to acquire 87% of its share capital. The operation will involve the termination due to dissolution of Axiare and the block transfer of the Socimi’s assets to Colonial.

According to the approved exchange ratio, each existing shareholder of Axiare will receive 1.8554 shares in Colonial. To this end, the Catalan real estate company will submit to a vote by its shareholders the issue of a maximum of 19.27 million new ordinary shares with a nominal value of €2.50 each to pay for the merger exchange.

This operation will also be subject to a vote by the shareholders of Axiare, whose General Meeting is due to be held on 25 May on the first call and on 28 May on the second call, if the necessary quorum is not reached on the first call.

New Board

The items on the agenda for that General Shareholders’ Meeting include the appointment of Javier López Casado as a proprietary director, as a representative of Finaccess, which will then have two representatives on the Board after taking control of 18% of the group’s share capital. In this way, Axiare’s most senior governance body will comprise 11 members: four independent directors, two executive directors and five proprietary directors – two to represent the sovereign fund of Qatar, two to represent Finaccess and one to represent the Colombian firm Santo Domingo-.

On the other hand, Colonial is going to approve the distribution of a dividend amounting to €0.18 per share, up by 9%. The company is thus going to increase the remuneration to its investors with a third dividend payment after recovering it in 2016, following ten years of not paying the shareholders anything.

Original story: Expansión (by Rebeca Arroyo)

Translation: Carmel Drake

Criteria Negotiates with Torreal, ProA & KKR to Acquire 100% of Saba

9 April 2018 – Expansión

Criteria, the controlling shareholder of Saba, with a 51% stake, is holding advanced discussions with the minority shareholders of the parking lot group to become the sole shareholder of the company. The investment by La Caixa’s industrial holding company, which could take a decision within the next few weeks, would put an end to the current period of uncertainty that the company has been subject to since Torreal (20%), KKR (18.5%) and ProA (10.5%) agreed to sell their stakes (49%) in a coordinated way more than a year ago.

For Criteria, which declined to comment on the operation, the investment in Saba would represent its first major buy-side move since it sold 10% of Gas Natural-Fenosa to the fund GIP in 2016 for around €1.8 billion and ahead of its eventual exit this year from Abertis if the joint takeover bid by ACS and Atlantia proves successful. For its 18% share in the highway group, Criteria could receive more than €3 billion to use for new investments.

Saba’s valuation ranges in multiplies of between 12x and 14x its EBITDA, which amounted to €100 million in 2017. Taking this relationship as a reference, 100% of the parking lot group chaired by Salvador Alemany would be worth €1.4 billion, including the debt.

Saba’s minority shareholders have forced this outcome. According to the shareholders’ agreements, in May a drag along clause will be activated whereby any of the shareholders may force the sale of 100% of the company. KKR, ProA and Torreal notified La Caixa of their intention to look for a buyer. According to the sources consulted, Criteria has manifested its willingness to buy at the estimated prices.

For the funds, this is an acceptable solution – given the good relationship they have with the majority shareholder – which would also give continuity in terms of the management of the company. With 100% of Saba, Criteria could tackle the subsidiary’s growth strategy with greater freedom at a time when the parking lot sector is open to new corporate movements and company consolidation. Saba will hold its Annual General Shareholders Meeting on 9 May, which Criteria and the investment funds could use to materialise the operation with the configuration of a new Board of Directors if there is a change in the shareholding. The agenda for Saba’s meeting includes the appointment and ratification of directors.

Saba recorded turnover of €205 million in 2016, up by 7%. Its EBITDA, without taking into account the effect of divestments from its logistics parks, rose by 10% to €94 million, whilst its net profit remained at €4 million, which would have been €32 million if the aforementioned exceptional operation was taken into account. The firm’s net financial debt at the end of 2016 amounted to €357 million. Two-thirds of Saba’s business is generated in Spain.

Between 2011, when it broke away from Abertis, and 2016, the company led by Josep Martínez Vila invested €545 million to expand its business perimeter to include 195,000 spaces, although it also divested its logistics assets, with the aim of focusing purely on its parking lot activity. Following the operations of Aena, Adif and the Town Hall of Barcelona, the company has barely made any significant moves, despite expressing interest in its rivals such as Empark and Vincipark, amongst others.

Original story: Expansión (by C. Morán, M. Ponce de León & S. Saborit)

Translation: Carmel Drake

UBS Reveals Aena’s Plans for the Future

12 March 2018 – Cinco Días

The major privatisation of recent times – albeit partial, given that the State still owns a 51% stake – has been an undisputed success. The Spanish airport manager Aena made its debut on the Spanish stock market on 11 February 2015 at €58 per share with a market capitalisation of €5.8 billion. Since then, its share price has soared by almost 200% and the firm is now worth more than €25 billion (around €170 per share).

In Spain, the group manages 46 airports and 2 heliports; it also participates in the management of 12 airports in Mexico, two in Colombia and one in Jamaica, and it controls 51% of London’s Luton airport. It is the number 1 airport manager in the world handling more than 265 million passengers in 2017.

But Aena considers that there are opportunities that it must take advantage of and to this end, it is analysing the creation of a new company to undertake its mergers and acquisitions. Aena would control the new company, but it would not be the majority shareholder. That has been revealed by UBS in a report following meetings with the directors of Aena.

An analyst from the Swiss bank Cristian Nedelcu said that “the new company will probably be consolidated in the capital”. “We consider this as something positive, given that it limits the cash flow and commitments from Aena [allocated to those purposes]”, he added.

UBS revealed another one of Aena’s plans for the medium term. The constitution of a “similar company to manage the real estate business, with the incorporation of specialist managers”, which would also limit the resources that the company chaired by Jaime García Legaz (pictured above) would have to allocate to the segment.

Both initiatives open the door to an increase in Aena’s dividend. UBS considers that with the real estate company and the subsidiary to undertake corporate operations, the company would have scope to increase the percentage of profit that it allocates to remunerating shareholders (also known as the ‘payout’).

Whilst €1 billion in free cash flow is equivalent to €6.5 per share, which is what it will pay out of the profits for 2017, it remains to be seen what the company will do with the €1.6 billion that UBS expects it to make in 2021. “The decisions will be known in the coming months”, said the financial institution.

Aena is planning to market 2.7 million m2 of land in Madrid and 1.8 million m2 of land in Barcelona, as revealed at the presentation of its results on 28 February. In Madrid, of the 921 hectares analysed, 526 hectares are developable and 369 are marketable, whilst in Barcelona, of the 328 hectares analysed, 226 are developable and 180 are marketable.

The company recorded revenues from the real estate arm of €61.1 million last year, which represented 1.2% of its total turnover of €4.0 billion. The aeronautical business accounted for 61.5%; the commercial business, 34.7%; and the international business, the remaining 2.6%.

The group earned €1.2 billion last year, 5.8% more than in 2016, with an EBITDA of €2.5 billion, up by 9.8%, and a margin of 62.5%, compared with 60.8% in 2016, “due to the maintenance of the efficiency achieved despite the operational tension resulting from the increase in traffic”, explained the firm.

Original story: Cinco Días (by Pablo M. Simón)

Translation: Carmel Drake

Israeli Fund Adar Asks for Two Seats on Neinor’s Board

15 March 2018 – Expansión

The Israeli fund Adar is claiming its space at the table of Neinor’s most senior executive body. After taking ownership of 24% of the property developer and buying almost 18% of the real estate company’s shares in just one month, Adar has requested two seats on the Board of Directors.

To this end, Adar has asked that its request be included on the agenda of the next meeting, which is scheduled for 17 April at the first call, or, if the necessary quorum is not reached, for 18 April.

Adar has proposed the appointment of Jorge Pepa and Francis Btesh as proprietary directors. In this way, the group’s Board of Directors would comprise nine members, up from the current number, seven.

The last change in Neinor’s Board of Directors took place with the departure of Dominique Cressot, a Director who represented the fund Lone Star, which sold the last remaining share package that it owned in the company last January.

In his place, the shareholders appointed Alberto Prieta, Managing Partner of the Real Estate team at BDO, as an independent director.

Adar, which first acquired shares in Neinor when the firm made its stock market debut almost a year ago, is now the real estate company’s largest shareholder, ahead of the Bank of Montreal (5.2%), Norges Bank (5.06%), Invesco (5.02%), Wellington Management Group (4.96%) and Ksac Europe (4.2%). The fund controls a package worth €296 million.

Original story: Expansión (by R. Arroyo)

Translation: Carmel Drake

Azora Postpones the Liquidation of its European RE Investment Fund

6 March 2018 – Expansión

Strategy / The manager is asking the shareholders of Azora Europa 1, including Sabadell, Bankia, Abanca, Manuel Jove and the President of Ebro Foods, Antonio Hernández Callejas, to extend the divestment period.

With renowned shareholders, the firm Azora Europa 1 has convened an Extraordinary General Shareholders’ Meeting on 21 March, where it is going to address a change of strategy. The company was created by the heads of Azora in 2005 with the aim of looking for real estate investment opportunities. Two years later, when the real estate bubble burst in Spain, the firm started its journey with investments from Sabadell, Bankia, Kutxabank and Abanca, the businessman Manuel Jove – President of the holding company Inveravante and founder of the real estate company Fadesa –, and the President of the listed company Ebro Foods, Antonio Hernández Callejas.

Azora Europa 1 chose Eastern Europe as its primary investment destination and rental properties as its main asset. Thus, between 2008 and 2015, Azora Europa undertook 10 real estate projects in Poland and another one in the Czech Republic. During that period, Azora’s fund closed its investor period with a total volume of €410 million, of which €140 million corresponded to own funds.

Ten years after its launch, its directors terminated the fund’s journey and requested authorisation from its shareholders to initiate the divestment process. Nevertheless, one year on, the company has taken a step back from that initial plan and is going to ask its investors to postpone its complete liquidation. The fund, which at its height accumulated a dozen properties, two for residential use and the rest for office use in Poland and the Czech Republic, has decided to divest the residential complexes and the Galerías Louvre in Prague, and exclusively hold onto its office portfolio in Poland. The reason given is the high returns offered by those assets, say sources at Azora. It is a portfolio leased almost in its entirety and which includes, amongst others, the headquarters of BNP Paribas Fortis in Krakow and the Harmony Office Centre in Warsaw, whose main tenant is Millennium Bank.

Now, the heads of Azora (the company that also manages the Socimi Hispania) are going to have to obtain approval from their shareholders, on 21 March, to extend the initial divestment period. At the meeting, the subject of a capital reduction will also be addressed, for a maximum amount of €6.16 million.

Valuation

According to the latest published accounts, Azora Europa 1’s real estate investments were worth €260.7 million as at December 2016, compared with €269.5 million a year earlier. In 2016, the fund recorded revenues of €30.6 million, of which €12.8 million proceeded from the sale of properties (compared with €1.8 million generated from the same concept a year earlier). In that year, Azora Europa 1 recorded losses of €3.73 million, primarily due to provisions recorded for the impairment of tax credits.

Original story: Expansión (by Rocío Ruiz)

Translation: Carmel Drake

Neinor Starts Buying “Non-Finalist” Land

23 February 2018 – Expansión

With its first birthday as a listed company just around the corner, Neinor is making a strategic shift. It is negotiating the acquisition of “non-finalist” land (plots that require urban planning management to become developable) to maintain its pace of development once it has reached its cruising speed in 2020. Specifically, the property developer, which has plots of land on its radar worth €500 million, is holding negotiations with banks, private investors and institutional funds regarding the possible completion of three land purchase operations involving “non-finalist” plots for around €200 million. They will allow for the construction of around 1,000 homes spread over various cities, including Madrid and Barcelona.

Under the framework of the negotiations, Neinor plans to make an initial payment of almost 10% of the total price to take control of the “non-finalist” land and to pay the remaining balance once the plots have been granted their corresponding urban planning permits, within a period of between three and five years. “My concern now focuses on acquiring a land bank to put into production from 2022 onwards”, explains the CEO of the company, Juan Velayos (pictured above).

The real estate firm, which announced results yesterday, closed last year with losses of €4.6 million but expects to become profitable in 2018. If we take into account the incentive plan for directors amounting to €19 million – of which €10.6 million corresponded to the CEO – paid in its entirety by the fund Lone Star, and the costs associated with the stock market debut,  then the property developer lost €25.9 million last year.

In 2017, Neinor generated revenues of €225 million, of which €77 million proceeded from its property developer business. It also recorded cumulative pre-sales of €746 million. The company, which delivered 313 homes in 2017, expects to hand over 1,000 units in 2018. It then plans to double that figure in 2019, to 2,000 units; and reach its cruising speed from 2020 onwards with 4,000 units. That would represent the high end of the range announced initially, although it will do so with an evolution in “more conservative phases to protect margins, improve the quality of revenues and deliveries”, he said.

Neinor owns 1.5 million m2 of developable land with capacity for the construction of 12,500 homes and a gross asset value (GAV) of €1.7 billion. The company, which invested €286 million in land in 2017 for the development of 3,100 units, plans to disburse another €200 million on purchases this year. Neinor’s share price closed trading down by 4% yesterday at €16.66.

Original story: Expansión (by Rebeca Arroyo)

Translation: Carmel Drake

Savills & Aguirre Newman Complete Their Merger

3 January 2018 – Eje Prime

Without any fuss whatsoever, Savills and Aguirre Newman ended the year by completing their merger. On the last working day of the year, the British company announced to the London Stock Exchange that it had finally signed the agreement to buy the Spanish real estate consultancy. The company, which announced its intention to acquire the Madrid-headquartered business through the same channel on 28 July 2017, will pay €67 million by way of consideration.

According to the document that proves the purchase of Aguirre Newman, the British consultancy firm paid €42 million at the time of the signing and will pay the remaining balance in instalments of €5 million over the next five years, to reach the €25 million agreed between the two parties.

In theory, Savills had planned to complete the purchase before 30 November, however, administrative setbacks delayed the signing. Nevertheless, the company said that all of the paperwork was completed before the end of 2017 (…).

The need of both groups to sign their merger before the end of the year was also an administrative priority, given that they wanted to start the new year afresh to operate under the brand, Savills Aguirre Newman, from the beginning of 2018. Moreover, this change will result in a significant number of changes to its operations in Spain. The first will see it move to a new headquarters in the financial heart of Madrid.

The Spanish subsidiary of Savills has set the wheels in motion to move its offices to one of the capital’s main skyscrapers. After lots of negotiations, the new consultancy firm will move into the Castellana 81 building, better known as the Torre BBVA. The company will lease 8,000 m2 of space after reserving six floors in the building from the Socimi GMP, which owns the asset.

Built in 1981, Torre BBVA is one of the symbols of the Azca financial district in the Spanish capital. GMP renovated the asset after buying it and, coincidently, Aguirre Newman, along with CBRE, were appointed to look for new tenants for the building. The consultancy firm plans to move into its new offices as soon as the integration of the two companies has been formalised.

In terms of the business of the two consultancy firms in Barcelona, sources in the Catalan capital indicate that it is very likely (although not definite) that the Savills staff located in the Catalan capital will move to the offices that Aguirre Newman has on La Diagonal in Barcelona, given their location and capacity.

Another matter still up in the air is the duplication of the entire organisational structure of both companies. Savills’ intention is to maintain the entire workforce, although it is more than certain that many of the directors will leave the company voluntarily, according to sources consulted by Eje Prime.

The Presidents of Aguirre Newman, Santiago Aguirre and Stephen Newman, and the President of Savills España, Rafael Merry del Val, will be appointed to the Board of Directors of the combined company, in the following roles: Santiago Aguirre, Chairman of the Board; Stephen Newman and Rafael Merry del Val, Executive Co-Vice-presidents.

The senior management team of Aguirre Newman and Savills España will retain and include José Navarro, current CEO of Savills España; Javier Echeverría, CEO of Aguirre Newman; Jaime Pascual-Sanchiz, Executive Director General of Aguirre Newman, and Ángel Serrano, Director General of the Business at Aguirre Newman. The office in Barcelona is going to be led by Anna Gener and Arturo Díaz, as the CEO of Savills Aguirre Newman and President of the group in Barcelona, respectively. The real headache for Savills Aguirre Newman will come with the next level of management, although those roles will not be assigned for several weeks yet (…).

Original story: Eje Prime (by Custodio Pareja)

Translation: Carmel Drake

Savills & Aguirre Newman Will Sign Their Merger In November

5 September 2017 – Eje Prime

A month after closing the most important corporate transaction in the real estate sector so far this year, the details of Savills Aguirre Newman are starting to be revealed. Sources close to both companies have explained that the merger will be definitively sealed in November, which is also when the organisational chart of the newly created company will be redrawn.

Whilst to date, Savills and Aguirre Newman have continued to operate independently, “they will start to manage their businesses in Spain together from 2018 onwards”, according to both companies. “For the time being, there is a willingness on the part of Savills to buy and on the part of Aguirre Newman to sell, however, the formal signing of the sale and purchase has not been carried out yet”, explain sources at both groups. The formal agreements will be signed in November, at the latest.

Moreover, the new company’s plans include looking for new offices for its teams in Madrid and Barcelona. Whilst sources in the Catalan capital indicate that it is very likely (albeit not definitive) that the Savills employees located there will move to Aguirre Newman’s offices on La Diagonal in Barcelona; in Madrid, it is almost certain that a new office will be leased to house the employees of both companies. “All of the options are being considered, including the existing headquarters of Aguirre Newman and Savills in Madrid and Barcelona”, say sources close to the operation.

Another issue that has been left up in the air with Savills’ purchase of Aguirre Newman is the duplication of the entire workforce of both companies. For the time being, according to the same sources, “Savills’ intention is to hold onto all of the employees, although it is already clear that many of the directors will leave the company voluntarily”.

The Presidents of Aguirre Newman, Santiago Aguirre and Stephen Newman, and the President of Savills España, Rafael Merry del Val, will be appointed to the merged company’s Board of Directors, with the following roles: Santiago Aguirre, President of the Board; Stephen Newman and Rafael Merry del Val, Executive Co-Vice-presidents (…).

At the end of July, Savills and Aguirre Newman announced that the purchase would be carried out for approximately €67 million. With this acquisition, the British company will multiply its size in Spain seven-fold, increasing its workforce from 70 professionals to around 500 (…).

International plans

Another issue on the table is the internationalisation of Aguirre Newman following its purchase by Savills. Until now, the international presence of Aguirre Newman has been sustained thanks to an agreement with the network of consultancy firms GVA. However, that partnership may well be cancelled once the purchase of the Spanish real estate consultancy by the British stalwart has materialised (…).

Original story: Eje Prime (by C. Pareja)

Translation: Carmel Drake