Tag: proprietary director

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

Lar To Build Its 6th Spanish Logistics Park In Cheste (Valencia)

17 October 2017 – Eje Prime

Lar España is putting its foot down on the accelerator. The Socimi is finalising plans for a new logistics park in Cheste (Valencia), the sixth industrial project to be undertaken by the firm in Spain. The firm has already created a company to manage the complex, which spans a leasable surface area of 122,000 m2. Now, planning permission just needs to be granted for the site so that the construction work can begin.

The project has already been granted environmental approval, according to El Español, and will be located in one of the most important enclaves for the logistics sector in Valencia, a short distance from the major distribution centre in Ribaroja on the Ciudad Circuito industrial estate. The forecast investment in this new logistics park will amount to almost €16 million.

In addition to logistics activities, the site will also be kitted out for cross-docking and will allow the entry of mega-trucks.

The company created for this asset is called Lar España Inversión Logísitic VI, which will be led by Miguel Pereda, a proprietary director of the Socimi, whilst Jon Armentia, Corporate Director of Lar España, will perform the role of Vice-President.

The project in Cheste represents the company’s sixth logistics investment, given that it already owns one complex in Valencia, in Almussafes, and four in Guadalajara (Alovera), worth €77 million in total.

In Spain, 80,000 m2 of logistics space was leased during the third quarter of 2017, down by 29% compared to the previous quarter (112,000 m2). In terms of the cumulative figure for the half year, more than 317,000 m2 of space was leased, down by 57% compared to the same period last year.

Original story: Eje Prime

Translation: Carmel Drake

Sareb’s Shareholders Approve €2,170M Subordinated Debt Conversion

9 May 2016 – El Economista

On Friday, Sareb’s General Shareholders’ Meeting approved the proposed conversion of €2,170 million of its subordinated debt into share capital.

Through this operation, Sareb addresses the capital requirements resulting from the new accounting framework, which entered into force last year, according to a statement made by the bad bank.

The entry into force of the new regulations required Sareb to individually value its assets, said the company. After an “intense” valuation process, it concluded that it should undertake a clean up process amounting to €2,044 million, in addition to the provisions (€968 million) already recognised in the last two years.

No more capital

A few months ago, the company announced that it would address the losses generated from this clean up effort using its own funds, without resorting to new capital contributions.

In this sense, the General Shareholders’ meeting has approved the conversion of subordinated debt amounting to €2,170 million into capital. Following this operation, Sareb’s own funds will amount to just €953 million and its subordinated debt will amount to €1,429 million.

Meanwhile, the General Shareholders’ Meeting also approved the appointment of Javier García-Carranza as a proprietary Director, representing Banco Santander. Carranza is the Deputy CEO and Head of Restructuring, Real Estate, Investments and Private Equity at the Cantabrian entity.

Original story: El Economista

Translation: Carmel Drake

NH Appoints 2 New Directors Despite Protests From HNA

22 June 2015 – Cinco Días

On Friday, the fund Oceanwood, which controls 7.58% of NH’s share capital, managed to take a seat on the hotel chain’s Board of Directors, despite HNA’s efforts to the contrary. HNA had tried to avoid the appointment of any new directors, by requesting the inclusion of an additional item on the agenda of the shareholders’ meeting, to limit the number of Board members to 11, even through the company’s bylaws provide for a maximum of 20.

The Chinese group HNA, which holds a 29.5% stake in the hotel chain, justified its proposal as being “in the interests of greater legal certainty”, even though the investment funds (other NH shareholders) had requested a seat on the board. HNA’s position meant that the funds’ entry depended on one of the existing seats being vacated.

Although the item (the vote regarding a reduction in the size of the Board) is still on the agenda of NH’s shareholders’ meeting, which will be held on 29 June, the management body decided to appoint two new directors on Friday, in support of their goal to strengthen “their commitment to transparency and good governance”. And so, Alfredo Fernández Agras was appointed as a proprietary director, at Oceanwood’s request, and Koro Usarranga Unsain was appointed as an independent director. These appointments must now be ratified by the shareholders.

Thus, NH has 13 members on its Board of Directors once more; the number had decreased to 11, after Intesa San Paolo’s exit from the hotel chain’s share capital. The company said yesterday that “the new governance structure strengthens the composition of the Board of Directors over the long term and achieves representation of all stakeholders in line with best corporate governance practices”. According to the company, the decision was taken by “unanimous vote of all of its Board members”.

The fund Oceanwood acquired capital in the hotel group after Santander placed 8.5% of its capital in the market. Santander had, in turn, received the stake from Grupo Inversor Hesperia as payment for some of its debt. BlackRock and Henderson then also became shareholders. These funds requested that NH’s Board strengthen the role of its independent directors to prevent the Chinese group HNA from strengthening its stake and position on the management body, without launching a takeover – it is not obliged to do so until its shareholding exceeds 30% – . HNA has four seats on NH’s board, compared with Hesperia, which has two.

Original story: Cinco Días (by L.S.)

Translation: Carmel Drake