La Finca Global Assets Approves its MAB Debut for July

12 June 2019 – El Confidencial

On Wednesday, the General Shareholders’ Meeting of La Finca Global Assets approved the company’s debut on the stock market, which will take place during the first week of July.

The decision was supported by Susana García Cereceda, President of the company and owner of 50% of the share capital, and Värde Partners, which holds a 39% stake. It was opposed by the President’s sister, Yolanda, who owns a 10.99% stake, but she was outvoted.

La Finca owns 220,000 m2 of office space worth €725 million as at 31 December 2018, all of which is located in Madrid and Pozuelo de Alarcón. Nevertheless, the company has debt amounting to almost €400 million, and has to cover the costs of managing its business parks, and so, its final valuation is expected to range between €156 million and €170 million.

At its meeting, the General Shareholders also approved the company’s accounts for the year ending 31 December 2018, which reported operating profits of €45.9 million, mainly from rental income and a result for the year of €9.73 million, up from €4.6 million in 2017.

Original story: El Confidencial (by Agustín Marco & Ruth Ugalde)

Translation/Summary: Carmel Drake

Vitruvio Submits €32M Bid to Acquire Única Real Estate

8 November 2018 – Eje Prime

Vitruvio is planning to grow from inside the Alternative Investment Market (MAB). The Socimi chaired by Joaquín López-Chicheri has submitted an offer amounting to €31.96 million for Única Real Estate, the manager that is also listed on the same exchange, according to a statement filed by the company with the MAB.

The bid covers 100% of Única’s share capital, for which the Socimi has established a payment of approximately €27.14 per share, on the basis of the number of shares in circulation to date and the valuation that Vitruvio has determined for the company.

The team led by López-Chicheri has agreed that the payment may be made both in cash as well as by exchanging shares in Vitruvio. Each shareholder that participates will have to accept a share exchange as the payment form for at least 25% of the shares that they sell and a maximum of 75% in cash, explained the company.

Moreover, the Socimi is offering Única the possibility of postponing the appointment of a representative to its Board. After learning about the interest of the listed company in purchasing it, the operation must be approved at the General Shareholders’ Meeting by 51% of Vitruvio’s shareholders, once the favourable reports have been received from an independent expert designated by the Mercantile Registry and following the legal, technical and financial review.

Vitruvio: profits up by 22% to June to €580,000  

The Socimi, specialising in the management of office buildings, homes and commercial premises, recorded a profit of €578,459 during the first half of 2018, up by 21.8% compared to the same period in 2017.

Supported by its 288 investors, of which only one owns more than 5% of the company, Vitruvio owns around thirty real estate assets located all over Spain. Nevertheless, the Socimi has a clear focus on Madrid, given that the Spanish capital accounts for 79% of its portfolio. The other assets are located in Bizkaia (10%), Barcelona (4%) and a number of other cities ranging from Palencia to Salamanca, and including Ourense, Badajoz and Zamora.

Original story: Eje Prime 

Translation: Carmel Drake

Aelca Locks Horns with its Owner Värde Over Sareb Mega-Contract

12 June 2018 – Voz Pópuli

An underground war in the heart of Aelca, one of the largest property developers in Spain. The real estate firm founded by José Juan Martín and Javier Gómez is immersed in negotiations regarding a possible alliance with Sareb which has generated unease for its main shareholder, Värde Partners, which owns 80% of the share capital.

Sources at the US fund consider that their investee company is negotiating this agreement behind their backs, something that they are opposed to since it could mean that their stake in the property developer decreases to less than 50%, according to financial sources consulted by Voz Pópuli.

Sources at the property developer declined to comment: “Aelca is continuing to work on the project with Sareb. In this sense, we decline to make any comment”.

Meanwhile, Värde Partners has been assessing a possible merger between Aelca and Vía Célere, the fund’s other property developer in Spain, for some time. They see it as the best way to generate value from their investments in Spain ahead of a possible IPO when the market improves. But neither of the US fund’s partners like the merger option, they would both prefer to continue on their own.

Sareb’s process

The property development alliance with Sareb is making progress, with the recent selection of just two finalists: Aelca and Aedas. The President of the bad bank, Jaime Echegoyen, said yesterday that his entity is in no hurry to close an agreement and nor does it have any obligation to close a deal if the numbers do not work out in the end.

Sareb’s idea is to include land worth €800 million in the agreement. According to financial sources consulted, developments in progress worth another €500 million may also be included. And of all of that, Aelca would want to hold onto around €900 million, or 70% of the total.

One of the options being negotiated is that Aelca and/or Aedas acquire the plots in exchange for allowing Sareb into their share capital. The valuation of the property developer is around €1 billion, and so such an agreement would reduce Värde’s stake to below 50%. Even so, according to the same sources, Aelca would have to obtain approval for the operation at the General Shareholders’ Meeting, which would be tricky if the fund is not in agreement.

Moreover, sources at Värde do not think that the valuations that they are seeing for the possible agreement with Sareb are justified, and they fear that the negotiations will dilute their stake (…).

Original story: Voz Pópuli (by Jorge Zuloaga)

Translation: Carmel Drake

Urbas To Carry Out €2.2M Capital Increase & Appoint 3 New Directors

29 May 2018 – Eje Prime

Urbas is ploughing ahead. The real estate group’s Board of Directors is going to propose a €2.19 million capital increase to its General Shareholders’ Meeting through the offsetting of loans, as well as the appointment of three new independent directors, according to a statement filed by the company with Spain’s National Securities and Exchange Commission (CNMV).

The maximum amount of the capital increase will be €2,198,705.17, and the Board will be able to execute it for a maximum period of twelve months, following its approval, on one or more dates. Given that it is a capital increase involving special compensation and not a monetary contribution, preferential subscription rights will not apply.

The company’s shareholders will also vote for the re-election of the companies Robisco Investment and Quamtium Venture as members of the Board of Directors on a proprietary basis; they currently serve as the Chairman and Vice-Chairman of the company, respectively.

In addition, Urbas will propose the appointment of three new independent directors to fill three existing vacancies. The new board members in question are Adolfo José Guerrero Hidalgo, Pablo Cobo del Moral and Ignacio Sáenz de Santamaría Vierna.

The General Shareholders’ Meeting is scheduled to be held on 29 June. The company’s annual accounts will also be submitted for approval on that date, along with the Directors’ Report, the Report on the Remuneration Policy of the Board of Directors and the re-election of  Baker Tilly Fmac as the auditors of the accounts for the years 2018, 2019 and 2020.

Original story: Eje Prime 

Translation: Carmel Drake

Colonial & Axiare Formally Approve Their €11bn Merger

24 May 2018 – Eje Prime

Colonial and Axiare are on the verge of merging. Yesterday (Thursday), the General Shareholders’ Meeting of the Catalan Socimi approved the firm’s merger with Axiare, in an operation that is expected to close during the second half of the year and which will give rise to the largest office building rental company in Spain, a real estate giant with asset worth €11 billion.

The integration is a consequence of the takeover bid that Colonial launched over Axiare at the end of last year to acquire the share capital that it did not own in the Socimi, of which it was already the largest shareholder. The real estate company led by Pere Viñolas purchased 86.8% of the Socimi’s share capital in the end. To obtain the remaining 13.2%, it offered a share exchange deal at a ratio of 1.8554 own shares for each Axiare share.

Colonial also subjected the capital increase necessary to undertake this exchange to its General Shareholders’ Meeting, held on Thursday. With this merger, the real estate company chaired by Juan José Brugera seeks “to consolidate” its position in the prime office sector and “to respond to the current challenges in the real estate sector by strengthening its competitive position and achieving greater size and more efficiency in the business in Spain”.

Nevertheless, it does not rule out that the integration may also generate “duplications and incoherencies” in the resulting workforce, in which case, it plans to undertake adjustments over the coming months.

Axiare will, in turn, give its “approval” to the integration at its General Shareholders’ Meeting today, 25 May, where it will also ratify the Transition Board of Directors, comprising independent members, which Colonial appointed following the takeover.

Original story: Eje Prime

Translation: Carmel Drake

Merlin Expresses Interest in Aena’s RE Plans for Madrid & Barcelona Airports

7 May 2018 – La Vanguardia

Merlín Properties is interested in participating in the real estate development plans that Aena is going to develop in the vicinity of the airports in Madrid and Barcelona, according to the CEO of the company, Ismael Clemente.

The Socimi is going to place its focus on the development of logistics centres and office buildings included in these two plans, according to details provided following the company’s General Shareholders’ Meeting.

“We are interested and we will look at them (the plans) with all the interest in the world”, said Clemente. “When they launch the project, we will be there”, he said.

By virtue of these plans, Aena is looking to develop 2.7 million m2 of land around the Barajas aerodrome, which will require a total investment from the private sector of around €3 billion and which will constitute one of the largest urban development operations in Europe. In the case of El Prat, the land spans around 1.84 million m2 and will involve an investment of €1.3 billion.

On the other hand, during his speech at Merlin’s General Shareholders’ Meeting, the CEO expressed the company’s intention to sell the entire 17% stake that it holds in Testa Residencial, the largest rental home company in the country, when that firm makes its upcoming stock market debut. The Socimi expects to obtain proceeds of around €300 million from that transaction.

“The reasonable thing would be for us to sell the entire stake if the transaction price is reasonable”, said Clemente, who attributed this decision to the fact that the Socimi’s investment in Testa “brings down the average return of the company” because it is a housing company.

Original story: La Vanguardia

Translation: Carmel Drake

Merlin to Spend €250M Developing New Logistics Assets

8 May 2018 – Expansión 

The Socimi Merlin plans to spend €250 million launching new logistics assets over the next four years. “We are continuing with our ambitious expansion plan, primarily through the development of land and the construction of turnkey projects”, said Merlin’s CEO, Ismael Clemente (pictured below), speaking yesterday at the company’s General Shareholders’ Meeting.

The director explained that Merlin is going to add another 500,000 m2 of space to its existing portfolio to exceed “by far and in record time” the 2 million m2 of logistics space that it currently manages. “That will place us in a clear position of leadership with respect to our competitors”, he said.

This investment will be made in addition to the €370 million that the real estate company is going to use to reform and reposition its portfolio of offices and shopping centres.

Clemente explained that the intense investment activity in which Merlin has been immersed since its creation was obeying a “strategic vision”. “We were living through the start of the upward trend of a new real estate cycle and there was a window of opportunity open to buy some very high-quality assets and companies at very attractive prices. That quality and those prices will not be seen again until the next cycle comes around”, he said.

The director reiterated the “outstanding” return to shareholders of 21.6% in 2017. In this sense, yesterday, the shareholders approved a 9% increase in the dividend, to be charged against the results for 2018, to reach €235 million.

Clemente also revealed that his firm will be looking carefully at the real estate plans designed by Aena for the airports in Barajas and El Prat. Aena is planning to market 2.7 million m2 of buildable space for logistics, hotel and office use on land that it owns at the Adolfo Suárez Madrid-Barajas airport and another 1.85 million m2 of land at Barcelona-El Prat airport.

Original story: Expansión (by R. Arroyo)

Translation: Carmel Drake

Saba Delays AGM by 1 Month to Finalise New Ownership Structure

3 May 2018 – Expansión

Never before has an ordinary general meeting of Saba’s shareholders raised so much expectation. The parking lot company, in which Criteria Caixa holds a 50.1% stake, has delayed the shareholders’ meeting that it had planned to hold in Barcelona on 9 May, postponing it until 12 June. The reason is that the shareholders still need to agree on the changes in their stakes in the parking lot company.

Its been a while since Torreal, which owns 20% of Saba; KKR, which holds 18.5%; and ProA, which owns 10.5%, expressed their intention of divesting their stakes in the company, a move that is logical for funds, which typically rotate their portfolios every few years.

But Criteria Caixa, which is in a position to buy, in light of the proceeds amounting to €3 billion that it is going to receive over the next few months when it sells its stake in Abertis, has initiated conversations with the other three major shareholders to take control of the company. The remaining 1.2% of the shares, which are owned by small investors, proceed from the time when Saba belonged to Abertis.

In parallel, Criteria is also planning to hold a Board Meeting at the end of this month to define the final position of its investment portfolio. Sources consulted assure that a decision will be taken at that meeting as to whether to take over complete control of the company led by Josep Martínez Vila or to sell its stake. In theory, all indicators are that Criteria Caixa will become Saba’s sole shareholder.

Finishing touches

During the extra month that they will now have, the shareholders are going to close all of the details to approve the changes in their shareholding. Meanwhile, Saba has justified the change of date in “the greater social interest and for reasons beyond its control”. Nevertheless, some parties were in favour of holding the meeting and organising another extraordinary meeting later on, once the shareholder restructuring has been agreed.

The aspects to be discussed include the distribution of a dividend amounting to €19.95 million, charged against the issue premium; the approval of the results; and, as the fifth item on the agenda, the re-election and appointment of the directors.

Criteria is going through a time of enormous liquidity due to the funds that it is going to receive when it sells the 18% stake that it holds in Abertis and because it has not participated in any large operations since it divested its 10% stake in Gas Natural Fenosa, for which it obtained €1.8 billion.

Saba, chaired by Salvador Alemany, is worth around €1.4 billion, on the basis of a multiple of between 12 and 14 times its EBITDA, which amounts to around €100 million. The company manages 195,000 parking spaces and, in 2016 – the most recent year for which data is available – it recorded revenues of €205 million (+17%) and obtained EBITDA of €94 million (+10%) (…).

Original story: Expansión (by Artur Zanón)

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

Hispania’s Shareholders Approve Block Sale of its Office Portfolio for €600M+

4 April 2018 – Eje Prime

Hispania is putting the sale of its office portfolio back on the table. Today,  at its General Shareholders’ Meeting, the Socimi will submit to approval the block sale of its rental office portfolio, a set of 25 buildings worth €603 million. It is a divestment that the Socimi, in which George Soros holds a stake, launched a year ago, suspended in October 2017, and which it has now resumed.

Hispania’s assembly is also going to approve the distribution to shareholders of an extraordinary dividend of €1.97 gross per share linked to the completion of that divestment. The payment will be charged against the issue premium and will involve distributing €215 million in total. This dividend will be added to the ordinary remuneration to shareholders, which will amount to €0.87 per share this year, the first payment of which, amounting to €0.41295 gross per share, was already made in March.

Besides Soros, who holds a 16.6% stake in the firm, the other main shareholders are other overseas institutional investors, such as Fidelity, with a 7% stake, Conepa, with another 6% stake, and Bank of Montreal and BlackRock, with 3% each. The Socimi chaired by Rafael Miranda is framing the sale of its office portfolio within its strategy to focus on the hotel business.

Other items on the agenda at Hispania’s General Shareholders’ Meeting include the re-election of the directors to their roles as the Chairman of the firm and another five members, including Concepción Osácar, José Pedro Pérez-Llorca and Joaquín Ayuso. Hispania will also approve its accounts for 2017, which reported a net profit of €222.82 million, down by 27.7% compared to the previous year.

Original story: Eje Prime

Translation: Carmel Drake