The 500 million referenced in the document represents 2.57% of the company’s stock market value.. When Ferrovial closed the stock market at 26.73 euros per share on Thursday, it promised to pay 26.7 euros per deed to shareholders who decide to refuse the takeover. This means that if any shareholder votes against the resolution and accepts the promised payment, they will lose some of the money they could have made through direct selling to the market.
In addition, the operation is also conditional on the boards of the absorbing company Ferrovial and Ferrovial Internacional (FISE) “have reasonable certainty that FISE shares will be accepted for trading in Euronext Amsterdam and Spanish stocks”. markets”. Final consent or denial of the merger-incorporation must be approved by the Ferrovial General Shareholders’ Board.According to the company, it has no date and will be called “when the time comes.”
Who are the major shareholders?
The next question is to what extent it is possible for 2.57% of the capital to refuse to absorb the merger and therefore to topple the operation. Right now, HE public openness exceeds 60 percent of the companywhile the main shareholders are part of a family saga led by current president Rafael del Pino with 20.4% and his brothers María (8.2%), Leopoldo (4.15%) and Joaquín (2.54%). Among the four, they make up more than a third of the company, specifically 35.29%, according to National Securities Market Commission records.
Large list of participants Child Mutual Fund Management with a share of 6.41%and founder Chris Hohn with 6.01%. Representatives of this tool explained Expansion “Ferrovial’s plan is a great idea” and they 100% support it, they also confirm that this move was not made for tax reasons, but for listing in the United States. The world’s largest fund manager Blackrock with 3.17% and Lazard Asset Management with 3.08% complete the shares.
Less than 3% of the following, in order of participation, but continue to be decisive at the shareholders’ meeting: Norges Bank (2.96%), pension fund manager Capital Group Companies (2.93%), Southeast Asset Management (2.9%), New Jersey pension fund (2.74%), UBS (2.4%) ), Banco Santander (1.44%) and Loyalty (0.99%). The failure of one or more of these will upset the Del Pino family’s plans.
What do the rating agencies think of the decision?
The latest report of Standard & Poor’s, one of the world’s largest rating agencies, accessed by ACTIVOS, the economic supplement of Prensa Ibérica, and EL PERIÓDICO DE ESPAÑA from the Prensa Ibérica group, contains various warnings on this subject. movement. First, S&P said that “part of the repurchased shares can be used for shareholder compensation, potentially limiting cash outflows“through distribution dividend letter (dividend distribution in the form of shares). This won’t be anything extraordinary as Ferrovial pays its shareholders this way in 2020 and 2021.
The rating agency also notes that while the decision to buy back up to 500m euros of shares should not affect the company’s metrics, it may report a “net debt position in 2023 before returning to a net cash position in the years ahead.” “. In any case, they declare that they will re-issue their predictions if the quota is not filled. They also state that Ferrovial likely to repurchase its hybrid bond for 500 million Euros if you complete your transfer to the Netherlands.