Several Funds Acquire/Increase their Stakes in Hispania in the Midst of Blackstone’s Takeover Bid

11 June 2018 – Expansión

Blackstone’s takeover bid for Hispania has placed the Socimi firmly on the radar of investment funds. Since April when Blackstone announced its intention to launch a public share acquisition offer (OPA) for the Spanish Socimi, there have been continuous changes in the shareholding structure.

In terms of the funds who have been active, Fidelity has continued to back the company and has strengthened its stake to 9.64%. Prior to the takeover bid, the company’s stake remained at just over 7%.

Fidelity is the second largest shareholder of Hispania, behind Blackstone, which, after purchasing the stake owned by the Hungarian-born magnate George Soros, leads Hispania’s shareholder ranking, with a 16.56% stake.

Another one of the Socimi’s shareholders that has strengthened its weight since the takeover is Axa Investment Group, which now controls 4.14% compared to 3% before the takeover bid, and Bank of Montreal and BlackRock, which currently hold stakes of around 4.1% each, compared with 3.01% and 3.3%, respectively, that they used to control.

These shareholders constitute the hardcore nucleus of the company’s owners, together with the Mexican firm Canepa, which holds almost 6% through Tamerlane, and the Brazilian family office BW Gestao de Investimentos (BWG) with 3.7%.

New shareholders

In addition to the reference shareholders who have taken positions, Blackstone’s interest in Hispania has led to new interest from other shareholders.

The Norwegian fund, through its manager Norges Bank, has appeared to acquire 1.09% of the Socimi; Man Group, one of the largest hedge funds in the world, has bought 1.27%; and Kite Lake Capital Management has purchased 1.56%.

Blackstone’s takeover bid for 100% of Hispania at a price of €17.54 per share means that it is valuing the Socimi at €1,905 million. Hispania used to have a market capitalisation of €1,903 million and its shares closed trading on Friday at a price of €17.68 per share, slightly above the takeover price.

After Blackstone launched its takeover, Hispania’s Board of Directors engaged Goldman Sachs, UBS and JPMorgan as financial advisors and Freshfields and Uría Menéndez, as legal advisors, to analyse the terms of the offer and look for alternatives.

Expressions of interest

In a conversation with analysts in May, during the presentation of the group’s results, Cristina García-Peri, Director-General of Hispania, classified Blackstone as a “plausible” buyer, but she emphasised that other investors have been “very interested” in the Socimi and its hotel portfolio.

The American investment fund’s offer, whose brochure is pending approval by Spain’s National Securities and Markets Commission (CNMV) is conditional upon obtaining at least 50% plus one of the shares in Hispania. Moreover, the takeover is subject to a clause that prevents the sale of assets for an aggregated transaction value of more than 5% of the NAV (net asset value) (…).

Original story: Expansión (by Rebeca Arroyo)

Translation: Carmel Drake

US Fund King Street Capital Acquires 3.92% of Neinor Homes

5 April 2018 – Eje Prime

King Street Capital is knocking at the door of Neinor Homes. The US fund has purchased a 3.92% stake in the Spanish property developer, a percentage that, at current market prices, is worth €45.6 million, according to the records held by Spain’s National Securities and Exchange Commission (CNMV).

The US investment fund is acquiring a stake in the listed real estate company at a time when the company led by Juan Velayos is undergoing significant changes. In a shareholding dominated by overseas institutional investors, Adar Capital stands out with 27.8% of the share capital. The Israeli fund increased its stake in Neinor from 5.2% to almost 30% in a matter of weeks, the threshold that would oblige the company to launch a takeover bid for the entire firm.

In the last week, another foreign fund, in this case from Luxembourg, Alken Fund, has acquired 3.11% of the property developer, whose main secondary shareholders are Bank of Montreal, with a 5.20% stake; Invesco, which also controls 5.2%; Wellington Management Group, which holds 4.9%; and Norges Bank, owner of 4.5%.

Currently, Neinor Homes has 71 housing developments underway in Spain, comprising 5,470 homes, after launching five new developments with 528 homes in the third quarter of last year. The property developer’s plans involve investing more than €1.5 billion over the next five years to hand over up to 15,000 homes.

Original story: Eje Prime

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

Israeli Fund Adar Increases its Stake in Neinor to 9.2%

15 February 2018 – Eje Prime

Adar has taken more power in Neinor Homes. The Israeli fund manager Adar Capital Partners has increased its stake in the real estate firm to 9.2% from the 5.2% that it had held until now, whereby becoming the property developer’s largest shareholder.

What’s more, if we add the 2.6% stake that Adar controls indirectly through derivatives, then the percentage held by the fund in the company increases to 11.88%, which is worth €168 million at current prices, according to the registers of the National Securities and Exchange Commission (CNMV).

In this way, Adar Capital Partners has taken over Lone Star’s role as the largest shareholder of Neinor, after the US fund sold its stake in the real estate company that it had constituted, and exited its share capital.

Besides the Israeli manager, Neinor’s other reference shareholders include several other overseas institutional investors. In this way, Wellington Management Group holds an 8.6% stake, Fidelity owns 6.8%, Norges Bank holds 4.9% and Bank of Montreal has 3%.

Neinor currently has 71 housing developments underway across Spain, totalling 5,470 homes, after launching five new developments containing 528 homes during the third quarter of last year.

Original story: Eje Prime 

Translation: Carmel Drake

Metrovacesa To Capitalise €730M To Reduce Its Debt

6 April 2015 – Expansión

Metrovacesa is continuing its debt reduction process. After generating income of €1,546 million from (the sale of) its 27% stake in Gecina last summer, the real estate company will propose a capital increase of almost €730 million at its next shareholders’ meeting.

The aim of the capital increase is to convert some of the group’s liabilities into shares, according to an announcement made by the real estate company regarding the agenda for its general shareholders’ meeting. At the meeting, which will take place on 28 April at its headquarters in Las Tablas (Madrid), the leaders of the real estate company will present the results for 2014. In 2013, the most recent year for which figures have been presented, Metrovacesa recorded losses of €349 million, i.e. 29% more than in the previous year.

In that year, the group’s financial debt exceeded €5,088 million, a liability that it has managed to reduce following the sale of its stake in the French real estate company Gecina. In June, Metrovacesa agreed the sale of its 26.7% stake in the French company to Norges Bank, Crédit Agricole, Blackstone and Ivanhoe Cambridge for €1,546 million. These funds were mainly used to repay a syndicated loan amounting to €1,600 million.

The debt for equity exchange will be accompanied by a capital increase through a cash contribution, with preferential subscription rights. The objective is to allow the 4,000 smaller shareholders to maintain their minority stakes, if they so wish, without any dilution of their ownership.

The main shareholder of Metrovacesa is the Santander group. The financial entity holds 55.8% of the (real estate company’s) capital, after it acquired the 19% stake that Bankia held in December (2014). Santander paid €100 million in that transaction.

The bank, chaired by Ana Botín, first invested in Metrovacesa’s share capital in 2008, when the real estate company was unable to pay its debts to its then largest shareholder, Román Sanahuja. Other banks also participated in that transaction (and still hold stakes today), namely: BBVA, which holds a 18.31% stake; Sabadell, which holds a 13.04% stake; and Popular, which owns 12.64%.

In 2013, these entities approved the de-listing of the real estate company from the stock exchange and, since then, they have focused on restructuring the debt.

New directors

At the shareholders’ meeting, Metrovacesa will also propose the appointment of four new directors: Rodrigo Echenique, Vice-President and Executive Director of Santander; Abel Matutes, Chairman of the Matutues business group; Juan Ignacio Ruiz de Alda, Director at Santander; and Manuel Castro; Director of Global Risk Management at BBVA.

Original story: Expansión (by Rocío Ruiz)

Translation: Carmel Drake