Spain’s Socimis More than Double their Market Capitalisation in 3 Years

9 January 2020 – Expansión

Altogether Spain’s Socimis have a market capitalisation of €28 billion, having seen their value on the stock market soar by 60% in 3 years, according to a report compiled by Gloval Building Value.

The two largest Socimis, Merlin and Colonial, which are both listed on the Ibex, account for more than 40% of that total, with a combined market capitalisation of €12 billion and asset portfolios of €12.4 billion and €11.8 billion, respectively. They are followed by General de Galerías Comerciales (GGC), with a market capitalisation of €3.7 billion; GMP (€1.1 billion); Testa (€850 million) and Castellana Property (€600 million). The latter four all trade on the Alternative Investment Market (MAB).

The specialist real estate companies (Socimis) first began to take off in Spain in 2012 following a legislative change that afforded their shareholders tax benefits. In the last 7 years, more than 80 Socimis have joined the MAB and more still are expected to make their debuts over the coming years.

Just two of the major Socimis have disappeared in that time: Hispania, which was acquired by Blackstone and merged with HI Partners; and Axiare, which was absorbed by Colonial in 2018. Finally, four smaller Socimis have been excluded from trading (Bay, Kingbook, Colón and Autonomy) and one (Promorent) has transferred to the Expanding Companies segment.

Original story: Expansión (by Rebeca Arroyo)

Translation/Summary: Carmel Drake

Blackstone’s Hotel Socimi Hispania Ceases Trading on the Stock Market

4 April 2019 – La Vanguardia

Hispania, the largest hotel owner in the country, will stop trading on the stock market from tomorrow Friday 5 April. This outcome has been on the cards since the Socimi, which owns 46 hotels located all over Spain, was taken over by the US fund Blackstone last year.

Blackstone paid €18.25 per share for the Socimi, compared with the firm’s debut price of €10.00. On Thursday, Hispania closed trading at €17.82 per share.

The Socimi, which is worth almost €2 billion, will abandon the stock market five years after making its debut in March 2014. It is the first Socimi to have trading in its shares terminated in this way.

Original story: La Vanguardia 

Translation/Summary: Carmel Drake

British Fund Pelham Acquires 10% of Árima

25 October 2018 – Eje Prime

Árima has opened the door to British capital. The UK fund Pelham Capital has declared a stake of 9.98% in the new Socimi from Luis López de Herrera-Oria (pictured below), according to a statement filed by the company with Spain’s National Securities and Market Commission (CNMV).

The new real estate vehicle of the former founder and CEO of Axiare (which was taken over by Colonial) has convinced the London-based firm to enter its share capital by acquiring 999,028 shares, worth €9.5 million, on the basis of the real estate firm’s current share price.

After completing its debut on the main stock market, with a dip of 10%, Árima’s share price recorded a slight upturn on the second day of trading, with an increase of 5.56%.

It is expected that, over the coming days, other funds and institutional investors will be revealed that have participated in the €100 million capital increase that Árima launched to complete its stock market debut. Initially, the Socimi had intended to raise up to €300 million, but it lowered its expectations in light of the unstable situation in the markets.

Original story: Eje Prime

Translation: Carmel Drake

Podemos & the Tax Authorities Negotiate a Stricter Fiscal Framework for Socimis

11 September 2018 – Expansión

Podemos and the Government are studying measures to put a stop to the “rental bubble in Spain’s largest cities”, which Pablo Iglesias argues is being caused by the tax advantages being afforded to the Socimis.

The Tax Authorities and Podemos are negotiating a stricter fiscal framework for Socimis. That is according to sources at the negotiations, and to an announcement made by the leader of Podemos, Pablo Iglesias (pictured above, right), after his meeting with the President of the Government, Pedro Sánchez (pictured above, left), on Thursday.

Iglesias spoke of an “understanding” on this point and of advances in the negotiations. Although the fiscal framework of these real estate investment companies has always been under Podemos’s spotlight, it did not mention it in the document that it sent to the Tax Authorities in August detailing its requests, in exchange for its support of the Budgets. But, that was not a question of “limited demands”, according to sources at Podemos, who are now negotiating measures with the Executive to put a stop to the “rental bubble in Spain’s largest cities”. And, in Podemos’s opinion, the beneficial legislation afforded to Socimis explains this bubble, and it needs to be addressed urgently. Iglesias will spend tomorrow questioning Sánchez in the control session of the Government in Congress regarding the “measures that the Executive plans to adopt to put an end to the rental housing bubble”.

“We need to discourage the promotion of these types of companies, which foster the bubble model, undermine the public coffers and represent an affront to competition. We think that the special framework for Socimis, whose main feature consists of a Corporation Tax rate of 0%, needs to be reversed”, said Podemos recently in a document (…).

In this latest document, Podemos therefor, therefore, to put an end to this zero tax rate for Socimis, compared with the nominal tax rate of 25% (…). The negotiations with the Tax Authorities are based on the premise that Podemos wants to bring the tax rates for Socimis in line with those applicable to other companies. However, it does not rule out that the measures agreed will be aimed at having more control over their tax framework.

Zapatero’s Government created Socimis in 2009 in an attempt to revitalise the real estate market, inspired by the REITs (Real Estate Investment Trust) from the Anglo-Saxon world. They enjoy a very beneficial tax framework. Their Corporation Tax rate is 0%, provided they fulfil certain requirements: the minimum share capital must amount to at least €5 million (…); the funds must be invested in properties; a minimum of 80% of the profits obtained from rental must be distributed as dividends; and at least 80% of the value of the assets in urban buildings must be leased for at least three years.

Unlike the Sicavs, there is no requirement for Socimis to have a minimum number of shareholders, but their shares must be admitted for trading on a regulated market (…).

Following the economic recovery and the boom in the real estate market since 2013, the Socimis are enjoying a golden period (….).

Original story: Expansión (by Mercedes Serraller)

Translation: Carmel Drake

Blackstone Begins its Conquest of Hispania by Acquiring 16.5% of its Shares

5 April 2018 – Eje Prime

Blackstone’s conquest of Hispania has begun. Whilst yesterday it was rumoured that the US fund was plotting a corporate operation involving the Socimi, today the mystery was revealed to all: the group (through Bidco) has purchased 16.5% of the company managed by Azora and is preparing to launch a takeover bid for 100% of Hispania, according to a statement submitted to Spain’s National Securities and Exchange Commission (CNMV).

The purchase by Blackstone has involved a disbursement of €315.37 million. Specifically, Blackstone has bought a package of 18.07 million shares in Hispania, equivalent to 16.56% of the share capital, at a price of €17.45 per share, which represented a discount of 5.67% on the price registered yesterday when trading of its shares was suspended (€18.50). The fund has purchased almost all of the stake held by George Soros in the Socimi, reducing his share to 0.11%.

Hispania’s share price plunged by 6.22% to €17.35 when trading was resumed after the purchase had been made public. Yesterday, at the end of the afternoon, the CNMV decided to suspend trading in Hispania Activos Inmobiliarios, which was listed at €18.50 at that point. Before the opening of today’s session, the CNMV decided to lift the suspension after the news of Blackstone’s takeover bid was revealed.

The offer will be subject to approval by the shareholders of the holding company, as a whole, of the number of shares necessary that will allow Bidco to take ownership of 50%, plus one share, of all of the shares in the company (including the shares owned by Bidco).

The deal will also be subject to approval (or to a lack of opposition by virtue of the expiry of the corresponding waiting period) by Spain’s National Markets and Competition Commission (CNMC).

Original story: Eje Prime

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

Socimi Tander Inversiones Debuts on the MAB

12 January 2018 – Expansión

The listed real estate investment company (Socimi) Tander Inversiones has debuted on the Alternative Investment Market (MAB) with no change to its initial price, which was fixed at €9.50 per share.

Tander Inversiones, which is trading under the code “YTAN”, was listed through the fixing contracting system, which sets prices twice a day, in such a way that the next variation will be published at 16:00.

The starting price of €9.50 per share, which had been established by the Socimi’s Board of Directors, represents a company valuation of €49.8 million.

Renta 4 Corporate served as the registered advisor, whilst Renta 4 Banco was the liquidity provider.

Tander Inversiones Socimi is a company dedicated to investment in properties, primarily retail premises allocated for rent.

The Socimi owns a portfolio of assets comprising five retail premises in Barcelona and another one in Santander.

Original story: Expansión 

Translation: Carmel Drake

MAB Introduces Tougher Entry Rules For New Socimis

31 July 2017 – Expansión

In August, an amendment to the regulations governing the Alternative Investment Market will enter into force, which has led to a wave of Socimi debuts on the stock market in July to circumvent the new requirements.

Six new Socimis debuted on the stock market in July, an unusually high level of activity compared to previous months. The reason is that on 1 August the new circular published by the Alternative Investment Market (MAB) will enter into force. It introduces changes for debuting on the stock market and will affect all companies wanting to list from next month (August) onwards, in particular, Socimis. The amendment sees a toughening up of the conditions to debut on the stock market, given that it imposes some very demanding requirements for minority shareholders.

The change is very specific: “At the time of listing, companies must have minority investors owning shares that are worth less than €2 million or 25% of the company’s share capital”, explained José Luis Palao, Partner of the Mercantile Department at Garrigues. Minority shareholders are considered to be those that hold less than 5% of the share capital. Until now, the regulations allowed companies a grace period of one year to fulfil this requirement.

Manuel López, Partner of Financial Regulatory Law at Ashurst, considers that some Socimis have formed closed-end funds of sorts that have no interest in allowing access to minority shareholders. The exception to the regulations that existed benefitted this type of company in particular, as they enjoyed additional time to adapt themselves.

In this sense, López understands that the regulations are reasonable and reflect what the Socimis are designed to be – entities with the vocation to expand and attract new investors, aimed at boosting the real estate sector. His colleague, Ismael Fernández Antón, Partner of Real Estate Law at the same firm, considers that “the legislation has not become less flexible, but rather more coherent”.

Although Circular 1/2017 does not explain the reasons for the change, the experts agree that the market for Socimis has reached maturity and does not require any further encouragement. The MAB was prudent at the beginning, offering these companies a certain amount of freedom to promote their growth. Fernández Antón says that “this measure was always going to have a sell-by date”, given that the Socimis already represent an attractive vehicle for real estate investment in Spain. Moreover, the modification represents a guarantee to “limit the desire to use them as a platform for pure fiscal optimisation”, says López.

The change only affects companies that start trading from August, in such a way that those that have debuted recently still benefit from the exception. This has meant that, in the last month, the rate of Socimi debuts on the stock market has multiplied. Those who have acted quickly can enjoy a period of one year to fulfil this requirement regarding the diffusion of shareholders.

Although almost 40 Socimis trade on the stock market, only five are listed on the Main Exchange and only two of those form part of the Ibex 35: Merlin Properties and Colonial. Within the last few days, the entities Numulae, Bay Hotels & Leisure and AM Locales have all debuted on the MAB.

Original story: Expansión (by Jesús de las Casas)

Translation: Carmel Drake

Neinor’s Share Price Rises By 3.16% On First Day Of Trading

31 March 2017 – Eje Prime

Neinor Homes ended its first day of trading on the stock market on a high, as its share price increased by 3.16% following its debut on Wednesday. Its shares ended their first trading session at a price of €16.98 per share compared with the price of €16.46 set for their debut on the stock market.

The largest real estate development company to be listed in the last decade saw its shares appreciate by 9.96% at one point, given that during trading its share price fluctuated between a low and high of €16.98 and €18.10 per share, respectively.

The real estate company’s shares began trading at 12:00, following the traditional ringing of the bell by its CEO, Juan Velayos (pictured above) and the representative of Lone Star, Juan Pepa, at the Bilbao Stock Exchange, where the firm has its corporate headquarters.

The objective of the real estate company’s IPO is to reduce debt and continue acquiring plots of land in areas with strong demand. Neinor intends to list on the stock markets in Madrid, Bilbao and Valencia.

The group owns one of the largest portfolios of buildable land in Spain, comprising 161 developments and 9,086 homes. As at 31 December 2016, its buildable land portfolio was worth €1,120 million and had a development value of €2,548 million.

Original story: Eje Prime

Translation: Carmel Drake

Axiare Raises €93M Through Accelerated Capital Increase

10 March 2017 – Expansión

Axiare has completed a capital increase amounting to €93 million, through the accelerated placement of 7.18 million new shares, which represent almost 10% of its share capital.

The operation was performed at an issue price of €13 per share, which represents a discount of 2.6% on the market price at the end of trading on Tuesday. Axiare’s share price fell by 1.27% on Wednesday to €13.18 per share.

The company has said that it will use the funds raised to continue investing. Axiare has identified investment opportunities amounting to more than €1,100 million, of which deals amounting to €400 million are in “advanced stages of execution”.

“The placement has been performed amongst a solid base of qualifying investors and international institutions, including current shareholders as well as new investors. This has allowed Axiare to diversify its shareholder base, improve its free float and increase the liquidity of its shares.

Currently, Axiare’s largest shareholder is Colonial, with a 15% stake, followed by T.Rowe Price (9.7%) and Citigroup (9.2%). Following this operation, those shareholders may see a dilution in their stakes.

Original story: Expansión (by R.Arroyo)

Translation: Carmel Drake