Investment Funds Eye Thomas Cook’s Assets in Spain

30 September 2019 – International investment funds are already circling over Thomas Cook’s assets in Spain after its bankruptcy last week. Investor interest is focusing on the Balearic Islands, where Cook operates about 20 units.

Blackstone has recently been the most active buyer in the Balearic Islands through its hotel division, HI Partners. The groups Atom Hotels, Portobello Capital, Covivio, CBRE Global Investors, Corum AM, Elaia Investment, Apple Leisure Group, KKR and Hispania are also active in the region.

Beyond the failure of Thomas Cook, a recent fall in tourist arrivals from Germany has also put pressure on some small and medium-sized operators, providing more fodder for the mill.

Original Story: Preferente

Adaptation/Translation: Richard D. K. Turner

 

Blackstone’s Spanish Hotel Portfolio is Worth €3.5bn

3 June 2019 – La Vanguardia

In recent years, the US fund Blackstone has invested €3.5 billion in the Spanish hotel sector through its specialist manager HI Partners, making it the largest hotel owner in Spain and the third largest in Europe after the Swedish firm Pandox and the French group Covivio.

HI Partners was created four years ago and owned 17 establishments by the time Blackstone acquired it in 2017 for €640 million. A year later, the US fund launched a successful takeover bid for the Socimi Hispania, which gave it control of another 45 hotels.

According to Alejandro Hernández-Puértolas, Partner and CEO of HI Partners, the firm now owns 62 establishments in Spain, with around 18,000 rooms. By region, 53% of its rooms are located in the Canary Islands, where it has 25 establishments, 26% are in the Balearic Islands (18 hotels) and the remaining 21% are located across the Peninsula above all in the Costa del Sol, Valencia and Cataluña.

HI Partners is headquartered in Barcelona and has offices in the Canary and Balearic Islands. It employs 100 professionals and its hotels are managed by 19 different operators including Marriott, Barceló, Hilton, Melià and Ritz Carlton.

Original story: La Vanguardia (by Rosa Salvador)

Translation/Summary: Carmel Drake

Hispania’s Profits Fell by 56% YoY in 2018 to €96.5M

28 February 2019 – Expansión

Hispania recorded a net profit of €96.5 million in 2018, down by 56% compared to a year earlier, according to the accounts filed with the CNMV by the listed real estate investment company (Socimi) controlled by Blackstone.

Revenues from rental income rose by 6.8% to amount to €151.7 million, according to the Socimi’s accounts, which were managed by Azora until August, whereas now their management is divided between HI Partners (hotels), Rivoli (offices) and Fidere (homes), all of which are linked to Blackstone. The company is expected to cease trading on the stock market on 1 April.

In September, Hispania’s new management team decided that Azora would no longer manage the three branches of the Socimi, a move that resulted in the early termination of the contract, in exchange for the payment of a penalty amounting to €224 million.

Original story: Expansión

Translation: Carmel Drake

2018: The Year that Blackstone was Crowned the King of the Spanish Real Estate Sector

17 December 2018 – Eje Prime

Blackstone wants it all and it wants it now. That is the sensation that the US investment fund, the new king of the Spanish real estate market, is transmitting throughout the real estate sector. Its portfolio is worth more than €20 billion after an accelerated period of purchases during 2018.

One of the objectives of the US fund manager has been, precisely, to expand its network in the Spanish real estate sector by entering markets such as the logistics segment. At the beginning of December, the company closed its latest operation in the country with the purchase of a logistics portfolio from Neinver for €300 million.

Nevertheless, the deal involving the giant Neinver is by no means the most significant operation that Blackstone has undertaken this year. Over the last twelve months, the group has taken control of Hispania, to grow in the hotel sector; it has acquired 80% of Testa, to manage thousands of rental homes, and in the logistics sector, it has accumulated 1 million m2 of space with the 55 assets from Neinver and the purchase of an industrial portfolio from Lar España.

Blackstone has disbursed almost €4 billion in the Spanish real estate sector this year, a figure that far exceeds the €127.5 million that it spent on its first investment in the domestic market in 2013. Moreover, that debut was not free from controversy, given that the group purchased 18 residential developments, containing 1,860 social housing units, which the Town Hall of Madrid sold the fund through the Municipal Housing and Land Company of Madrid (Emvsa).

Five years later, Blackstone is one of the largest owners of residential assets in Spain and the leader of the hotel sector. It leapt to first position in the hotel market ranking this year following its successful takeover of the Socimi Hispania. The company paid €1.99 billion for that vehicle, managed by Azora. With that operation, the fund added 46 assets and almost 13,150 rooms in Spain to a portfolio that it started to grow in 2017 with the purchase of HI Partners, the hotel arm of Banco Sabadell, for €630 million. In total, the manager owns 63 assets and almost 18,000 hotel rooms across Spain.

Hispania also provided Blackstone with residential assets worth €230 million, as well as 25 office buildings whose market value exceeds €600 million. Also in that segment, the company added the iconic Planeta office building in Barcelona to its portfolio during 2018, which it purchased from the Lara family in July for €210 million.

Spain, 20% of its global portfolio

Today, Spain accounts for 20% of Blackstone’s global investment. In total, the US firm owns property worth almost USD 120,000 million (€105,387 million) around the world. This real estate giant has become the largest unlisted real estate company in Spain (…).

The superiority of Blackstone’s portfolio in Spain with respect to those of the large domestic real estate firms is clear. The two largest players, Merlin and Colonial, are ranked within the top 15 Socimis in Europe and, yet, their portfolios are worth just half of that of the fund, at €11.785 billion and €11.19 billion, respectively.

Santander’s best friend

As well as mixing with other real estate players, Blackstone has made friends with some of the Spanish financial institutions. The banks, big losers in the previous real estate cycle, have worked hard over the last two years to place their property with the highest bidder, taking advantage of the new boom in the residential market.

In this way, in 2017, Banco Santander agreed with Blackstone the largest operation involving the sale of toxic assets from the real estate sector in the country. The fund manager purchased 51% of Popular’s property, a portfolio with €30,000 million in assets.

The relationship with the bank owned by the Botín family has been strengthened in 2018 with Project Quasar, the real estate firm created by the financial institution and the fund. The joint venture received a capital injection amounting to €300 million in May. Through this vehicle, the transfer of Popular’s assets is being carried out.

In order to place this property into circulation, as part of the operation in 2017, Blackstone also acquired the bank’s servicer, Aliseda, led by Eduard Mendiluce (…), who also manages the Socimi Albirana.

Albirana Properties is one of four residential Socimis that Blackstone currently has listed on the Alternative Investment Market (MAB). The others are Fidere Patrimonio, Corona Patrimonial and Torbel Investments.

Original story: Eje Prime (by Jabier Izquierdo)

Translation: Carmel Drake

Xeresa Golf Completes a €4.7M Capital Increase

12 December 2018 – Alicante Plaza

The company that owns the Villaitana hotel complex in Benidorm, Xeresa Golf, has completed the capital increase that it launched in August, after emerging from creditor bankruptcy by fulfilling the agreement and acquiring the plot on which the resort was constructed, which was initially occupied on a concession basis. Thus, as reflected in the Official Bulletin of the Mercantile Registry (Borme) of Alicante on Tuesday, the company has subscribed a €4.7 million capital increase (the total amount), and so the resulting subscribed share capital amounts to €9.2 million, more than twice the figure before the operation.

It is not the first capital increase that Xeresa Golf has undertaken in its checkered history. In recent years, the firm founded at the time by the entrepreneurial Cremades family from Gandía, has resorted to “accordion operations” to wipe its debt, and to add or expel shareholders (the firm was created with several representatives of the jet set amongst its minority shareholders), and, on the penultimate occasion, to articulate the entry of its current majority shareholder, the hotel management company HI Partners, which owns 80% of its share capital.

Nevertheless, this new increase has basically been covered by its current shareholders (the hotel company owned 80% and the Cremades held onto 20%), according to sources. In fact, the shareholders of Xeresa Golf had preferential subscription rights, which, according to the same sources, they exercised. HI Partners acquired the majority of the company in 2017 (…) by offsetting the loan that the firm owned by the Cremades family held with Banco Sabadell, which was the owner of the hotel management platform at the time (and which was created specifically to manage the hotel assets that the entity had had to assume).

Just a year ago, the bank sold its hotel division to the US fund Blackstone, which is the ultimate owner of the 17 hotels that comprise the portfolio of HI Partners, including the asset in Benidorm (…).

Owner of the plot

This new capital increase comes shortly after Xeresa Golf has become the owner of the plot on which Hotel Villaitana stands (two four- and five-star hotels and several golf courses) in the PEDUI of Terra Mítica. Xeresa Golf submitted the best offer in the auction for the plots convened by the Consell, although in reality only two bids were made and the other one came from HI Partners. In fact, the capital increase was carried out for a similar amount to the price offered by the hotel owner to acquire the land on which it stands: €4.8 million plus taxes.

Similarly, the company that owns the hotel complex managed by the chain Meliá has overcome another milestone in the last year, that of definitively emerging from the creditor bankruptcy that it entered in 2012 (…).

Original story: Alicante Plaza (by David Martínez)

Translation: Carmel Drake

Blackstone Negotiates Sale of the Ilunion Portfolio with Zurich for c. €100M

13 November 2018 – Cinco Días

The real estate giant Blackstone is pushing ahead with several divestments from its recently acquired Socimi Hispania. The US fund is negotiating with the insurance company Zurich regarding the sale of a portfolio of office buildings, which are occupied by Ilunion as a tenant, according to confirmation from sources in the real estate sector. The price of the operation will exceed €100 million.

Blackstone acquired Hispania through a takeover launched in the spring, which valued the Socimi at almost €2 billion. The US fund completed the operation because it was primarily interested in the company’s hotel assets, given that it owned 13,100 rooms across 46 hotels, the largest owner in the country in that segment. The US giant wants to create a hotel platform in Spain and, in fact, has already ceded the management of those establishments to its company HI Partners, the manager of other hotels purchased from Sabadell.

In total, Hispania’s portfolio has a gross asset value (GAV) of €2.811 billion. The most residual part, Hispania’s housing, is already being managed by another company owned by the fund, Fidere. And for the office component, the strategy is to divest the assets.

When Blackstone acquired Hispania, it broke off an agreement that the Socimi had with the British fund Tristan Capital Partners to divest the entire office portfolio for more than €500 million. That was the second time that the sale had been thwarted, previously Swiss Life was the buyer, in that case at the end of the summer in 2017, when the uncertainty surrounding the Catalan sovereignty process meant that the conditions of the insurance company were more demanding.

By contrast, the strategy now is to put this portfolio up for sale in a piecemeal fashion. The most advanced process relates to four properties in Madrid, which are all occupied by Ilunion, the holding company of the ONCE, as the tenant.

The largest property is the Torre 30 Building, appraised at €50 million at the end of 2017. Located next to the M-30 by the junction with the A-2, it was constructed in 1968, renovated in 2006 and has a surface area of 11,417 m2.

The sale also includes the Mizar Building, a property next to Torre 30, where in addition to Ilunion, Eysa and Paramount also have their headquarters, according to Hispania’s public documents, and which is worth €27.4 million. They are joined by the Pechuán building in Plaza Sagrado Corazón de Jesús next to Príncipe de Vergara, worth €19 million. Finally, the portfolio contains a property on Calle Comandante Azcárraga in the Pio XII area, worth €10.1 million.

Those four buildings had a combined appraisal value of €106.5 million as at 31 December 2017. Their current value is unknown but it is expected to be higher given that in May, Hispania revalued its assets upwards by 5.7% on average.

The rest of the office portfolio is not officially up for sale, but given that they are not strategic assets for Blackstone, the expectation is that it will receive offers for them, as a group or in different sub-portfolios.

Original story: Cinco Días (by Alfonso Simón Ruiz)

Translation: Carmel Drake

Blackstone Will Pay Azora €224 million Following Termination of Contract

10 August 2018

Follows its successful takeover bid for Hispania.

The North American fund, through its subsidiary Alzette Investment, will terminate its contract with Hispania’s current asset manager. According to the agreed terms, Azora will be indemnified in the amount of €224.4 million, corresponding mostly to “success fees.” Blackstone had already announced its intention to grant the management of the hotels to HI Partners, its hotel management company.

Following the success of the Blackstone Group’s takeover bid for Hispania through its subsidiary Alzette Investment, announced at the end of July, the company announced the termination of its management contract with the Azora through a notice to the National Securities Market Commission (CNMV). The early termination will result in an indemnity that will exceed 224 million euros.

Hispania communicated Alzette’s decision to terminate the management contract between the Company and Azora Capital, signed on February 21, 2014. The conditions are set in the ‘Termination Letter’, according to which the company entitled to the “collection of the following fees for early termination under the Management Contract: (a) €33,698,143, equivalent to the amount of the base fee that would have corresponded to keeping the Management Contract in force until the end of its contractual term, and (b) €190,832,528 corresponding to success fees (performance fees) calculated in accordance with the Management Contract in the event of a change of control of the Company.”

As reported by Hosteltur tourism news, Blackstone plans to maintain Hispania’s assets, while changing the manager. In June, the American fund stated in its takeover bid, which provided details regarding technical aspects as well as the company’s proposed strategy after assuming control of the socimi, that it planned to control the hotel assets through an unlisted company, entrusting the hotels’ management to a subsidiary, HI Partners, and that it would terminate the company’s contract with Azora, which it has been managing Hispania’s assets for the past years.

Also, Alzette and the management company have agreed that Azora will continue cooperating temporarily with the Company ” to ensure an orderly transition after the completion of the takeover bid”.

Alzette has undertaken to present the terms of the Termination Agreement to the Board of Directors of the Company for its submission to the General Shareholders’ Meeting, which must be held no later than September 30, 2018, and to vote at said General Meeting in favour of the approval of said termination agreement for subsequent subscription by the Company.

Original Story: Hosteltur

Translation: Richard Turner

Blackstone Acquires Planeta’s HQ from the Lara Family for €210M

12 July 2018 – Expansión

Inversiones Hemisferio, a company owned by different branches of the Lara family, has reached an agreement with the US fund Blackstone to sell the headquarters of the editorial and media group Planeta before Banco Sabadell can repossess the building in exchange for the debt taken out at the time by the family holding company.

According to sources close to the operation, Blackstone is going to pay €210 million for the property located on Avenida Diagonal in Barcelona, where Planeta will continue as the tenant. The rental income will generate a yield of less than 4% for the investor.

In May, the Lara family, owner of Planeta, agreed to transfer the building, worth €170 million, to Banco Sabadell, but was given until September to try to find another buyer on its own and attempt to agree a higher price.

The complex has a total surface area of 27,000 m2, of which 25,000 m2 correspond to office space, leased to Planeta and other tenants, therefore Blackstone will be paying €8,000/m2. The same sources assure that that buyer and seller have already reached an agreement on the price and conditions and that the operation is just pending the signatures.

In 2001, the Lara family purchased the building – the former headquarters of Banca Catalana – for around €100 million. In 2006, Inversiones Hemisferio, together with other real estate companies, such as the firm owned by Mango’s boss, Isak Andic, Joaquín Folch Rosiñol (Industrias Titán) and Héctor Colonques (Porcelanosa), purchased 12% of Banco Sabadell for €1.295 billion. The Lara family controlled 3% of the bank, but during the crisis, Sabadell’s share price plummeted and Hemisferio was obliged to offer up the building on Avenida Diagonal by way of guarantee.

Hemisferio’s debt with the bank matures in September. Sabadell and the Lara family agreed to transfer the asset two months ago if Hemisferio did not manage to sell the building sooner on its own for a higher price. This situation forced the real estate company owned by the family behind Planeta to organise the sale of the building in record time and to find a buyer with sufficient financial standing to fork out the more than €200 million that it was asking for with the utmost speed. The process was entrusted to the consultancy firm CBRE.

With this operation, Blackstone is further strengthening its commitment to Spain, where it has invested in the real estate sector through the purchase of Anticipa, the former real estate division of Catalunya Caixa, and of HI Partners, created from the hotel assets of Banco Sabadell.

Original story: Expansión (by Marisa Anglés)

Translation: Carmel Drake

Hispania Will No Longer Be a Socimi & Blackstone Will Channel its Future Profits via the Cayman Islands

13 June 2018 – El Confidencial

Following the green light granted by the CNMV – Spain’s National Securities and Exchange Commission – for Blackstone’s takeover of Hispania, the countdown has begun for the US fund to take control of the company, a milestone that is dependent upon it obtaining 50% plus one share and which, if no rival offer prevents it, could start to take shape on 13 July, when the term for the acceptance of the offer comes to an end.

From that moment on, Blackstone plans to exclude the Socimi from the stock market, which means that it will lose the benefits of the special tax regime, whereby it has been exempt from paying corporation tax in exchange for distributing at least 80% of its profits in the form of dividends, which are taxed at between 19% and 23%.

Blackstone’s decision will, therefore, have a direct impact on the public coffers, given that the conversion of Hispania into a limited company (SA) means that it will now be taxed as a company. Nevertheless, as is typical amongst these large investment vehicles, the fund has created a company structure aimed at financially optimising its tax bill for the duration of the investment period.

According to confessions made by Blackstone itself to the CNMV, the offer is being made through the company Alzette Investment Sarl, which was constituted on 2 February in Luxembourg for the purposes of this operation. Its only shareholder is Alzette Holdco Sarl, also a Luxembourg-registered company and itself wholly owned by BRE/Europe 9NQ Sarl, which is in turn controlled by BREP Investment 9NQ LP, an exempted limited partnership registered in the Cayman Islands.

As such, the ultimate parent company operates under a tax haven that ensures that it will be free from paying taxes for 50 years (…). In fact, the shareholders of BREP Investment 9NQ LP are different offshore companies owned by Blackstone, which are also covered by the exempted limited partnership structure of the Cayman Islands, with the exception of two, which are headquartered in the US tax haven of Delaware, and which are the entities that really benefit from this structure.

Flagships of opportunistic investment

Blackstone’s BREP funds are the US giant’s “flagships of the opportunistic investment funds”, according to its own definition in the takeover prospectus “with USD 75 billion of investment capital, a net return of 16% since 1991 and 1% of losses over 27 years”.

In order to raise the €1,589.6 million that Alzette will have to hand over if all of Hispania’s shareholders accept the terms of its offer (the fund already controls 16.5% of the share capital after it acquired the stake previously owned by George Soros), the different Blackstone funds have committed to contributing the money, either through capital, shareholder loans or other intra-group financing instruments.

In these types of company structures, the different loans arrangements made between the parent companies and their subsidiaries allow them to decrease the overall tax bill in the different countries in which the corporate chain operates in the form of the interest payments that the funds make to themselves and which allow them to “repatriate” the money invested to the Cayman Islands, at the same time as reducing the profit, and with it, the tax charge.

In the case of the takeover bid for Hispania, in addition, Blackstone is also planning to resort to lenders to raise financing amounting to €850 million, referenced to 3-month Euribor, plus a margin of up to 2.25% per annum, and with a maturity date of 15 May 2021, and with the option of being renewed for one more year.

Business plan

Similarly, in order to acquire the stake from Soros, Blackstone signed a financing agreement with Morgan Stanley for a maximum amount of €250 million, although in the end it only drew down €128.6 million. In terms of the financial commitments that Hispania currently has (€894.8 million), Alzette says that it is analysing different refinancing options, including both raising new debt and increasing the level of leverage.

In terms of the business, Blackstone’s plans for Hispania include completing the sale of the office portfolio, which the Socimi had to put on hold at the last minute, even though it had already reached an agreement with Tristán to sell it for more than €500 million, due to the presentation of the takeover bid.

By contrast, in terms of the hotel assets, which are the jewel in the Hispania’s crown, its intention is to hold onto the majority of them for between three and seven years, and transfer their management to the team at HI Partners, the company that the US fund acquired last year for €630 million and which it will likely end up merging with the Socimi.

Original story: El Confidencial (by Ruth Ugalde)

Translation: Carmel Drake

Sabadell Earns €35M From the Sale of its Last 11 Hotels

15 May 2018 – La Vanguardia

Banco Sabadell has definitively completed its divestment from the hotel business by selling off the last of the establishments that did not form part of the package acquired by Blackstone last year. Overall, the bank chaired by Josep Oliu has recorded income of around €35 million from the sale of 11 medium-sized establishments in different parts of Spain. The last one to be sold is the Barceló Estepona, which has been acquired by Hotusa.

In that case, the financial entity has sold the ownership of the property in which the hotel is located. In the majority of cases, the establishments were managed by a specialist company. All of the hotels were left over from the real estate crisis. Sabadell ended up taking ownership of them in recent years in lieu of payments for the debts that their owners had taken out and which they could not repay. In other cases, they were the direct result of mortgage foreclosures for non-payment.

In recent months, the bank led by Jaume Guardiola has been considering several alternatives for its hotel portfolio, including a possible stock market debut. In the end, the entity opted to sell most of the assets owned by the company HI Partners to Blackstone last year. The 11 establishments that were left out of that operation are the ones that have just been sold. In the operation with Blackstone, the bank obtained gains (extraordinary profits) of €55 million from proceeds of €630.7 million. In that deal, it sold establishments such as the ME Sitges Terramar, the Hilton Sa Torre in Mallorca and the Axel Hotel in Madrid to the international fund.

In addition to the Barceló Estepona, the bank has also just divested the following hotels: Barcelona Gate, Margas Golf, Cunit and La Selva. Most of the establishments sold in this final phase were not beachfront properties, nor were they large. Other properties sold recently include the Asta Regia Hotel Jerez de la Frontera acquired by Hotusa, the Aparthotel Augusta in Boí Taüll bought by Kesse Invest, the Balt Hotel Spa in Gijón purchased by Artiem, the Barceló Oviedo acquired by Barceló and the AC Lleida bought by AA Hoteles.

In parallel, the bank is continuing with the process to divest a large proportion of its non-hotel real estate assets that also resulted from the real estate crisis, including those inherited from the now extinct entity CAM. The bank has launched the sale of toxic assets amounting to €10.8 billion through a number of separate operations. It is a significant amount with respect to the €13.5 billion in assets that the bank had registered on its balance sheet at the end of last year.

The CEO Jaume Guardiola also announced last month during the presentation of the entity’s quarterly results that the entity is analysing the future of its real estate subsidiary Solvia. “When there is an opportunity to create value”, it will be sold, explained the director (…).

Original story: La Vanguardia (by Eduardo Magallón)

Translation: Carmel Drake