Grifols, Scranton, and a web of cross-holdings: an insider look

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A close look at the ties between Griffles and Scranton Enterprises reveals a web of interconnections that extends beyond what investors initially saw. The Stock Exchange, a familiar benchmark for followers of the listed company, was used by Gotham City Research to spotlight the latest target. Within a single week, Grifols shed 4.8 billion euros in market value, stacking up a 38% drop. This suggests that even with Gotham City’s disclosed business network, investor confidence waned. The National Securities Exchange Commission asked Grifols to disclose the names of 22 Scranton investors within ten days following a Thursday investor conference. Thomas Glanzmann, Grifols’ executive chairman and CEO, noted that only three Grifols family members sit on the holding company board, and they own under 20% of shares. The links between the two firms, however, run deeper.

  • Scranton, Grifols’ second largest shareholder

Headquartered in Amsterdam, Scranton Enterprises BV was founded in 1999. The latest annual accounts for 2021 show a capital base of 577.8 million euros, and Scranton operates as a financial holding company with a diversified portfolio in healthcare, real estate, and high-growth sectors. Its subsidiaries include Centurión Real Estate and Scranton Plasma. The CNMV records indicate Scranton has held about 8.672% of Grifols since 2016, positioning it as the second-largest shareholder after Deria SA, which owns 9.19% of Grifols.

Gotham revealed an operation linking the two companies from five years prior. Grifols sold Biotest US Corporation and Haema AG to Scranton in 2018. Gotham contends that these entities show consolidations in their accounts, resulting in Grifols continuing to report revenues and profits from the two entities even after they ceased to have subsidiaries, retaining only the right to buy back. Gotham estimates that Grifols would have generated a total profit of 82 million from Biotest US Corporation and Haema AG in 2022.

  • Grifols and Tomás Dagá in Scranton

Investor names remain undisclosed, though Glanzmann stated that Scranton’s shareholders include three Grifols family members, collectively holding 20% of Scranton. In Grifols’ 2022 governance report presented to the CNMV, Raimon Grifols (general manager and vice president) and Victor Grifols Roura (honorary chairman) are listed as non-controlling shareholders for purposes of the Securities Exchange Act. The third Grifols shareholder is Tomás Dagá Gelabert, co-founder of Osborne Clarke, director of Grifols, and a longtime confidant of the founding family.

  • Jordi Fábregas, the link between Grifols and Scranton

Dutch trade registry records show Scranton Enterprises BV is managed by three individuals: Jordi Fábregas Huguet, listed as director A in 2015; Luca Giacomo Tassan-Din, who served as CFO of Scranton for seven months; and Luca Tassan-Din is the CEO and authorized representative since 2015. Fábregas, like Dagá, is a co-founder of Osborne Clarke and serves as CEO of Centurión Real Estate. He also directs Marca Grifols, the entity overseeing Grifols’ IP portfolio, a role shared with Victor Grifols Roura’s cousin, José Manuel Canivell Grifols. Fábregas also chairs Ponder Trade, Grifols’ private investment arm, and ranks as the group’s third-largest shareholder with a stake around 7.1%.

  • Centurión Real Estate, landlord of Grifols headquarters

The real estate unit spun off as Scranton Investments Spain before becoming Centurión Real Estate. Fully owned by Scranton, it does not include Grifols family shares, yet it carries a Grifols-linked board presence. The three board members are Luca Giacomo Tassan-Din, Jordi Fábregas Huguet, and Juan Javier Roura Fernández, the former Grifols financial director and former financial head at its former subsidiary Dade-Grifols SA.

Centurión Real Estate hosts the Grifols headquarters. In 2011, Grifols completed a sale-and-leaseback of its properties in Scranton for 236 million euros. As explained in a Thursday investor conference, Grifols currently pays about 6.3 million euros annually for its Sant Cugat del Vallés headquarters in Barcelona. The shared boardroom ties extend to Centurión Real Estate’s registered office, which overlaps with Osborne Clarke’s headquarters.

  • Club Joventut Badalona with shared names

Scranton took control of Club Joventut Badalona in 2018 after a 3.7 million euro capital increase to rescue the basketball club. The investment vehicle became the majority owner with 75% of the shares. Although Grifols family members do not sit on Joventut’s cap table, several links exist. Scranton joined the club’s board with three advisers: Luca Giacomo Tassan-Din, Eduard Arruga (Osborne Clarke partner), and Ramón Riera Roca, a club member and long-time Grifols executive. Riera Roca joined Grifols in 1977 and remained operations director until his retirement in 2018 while continuing as a Grifols director until 2021.

  • Juvé & Camps and Osborne Clarke

Related news shows Scranton’s foray into cava happened a year before its stake in Joventut. Scranton acquired Juvé & Camps shares from Rosal Juvé, a family branch, for 80 million euros. Scranton remains the major owner of the wine group, as noted in Grifols’ latest governance report. Like Joventut Badalona, no Grifols family member sits on the shareholder list, though familiar names surface. Tomás Dagá is the joint representative for Juvé & Camps since 2022.

  • Juan Ignacio Twose Roura, another Grifols figure in Scranton

When Glanzmann spoke of “three Grifols family members” involved in Scranton, two names appear in Grifols’ governance file: Raimon Grifols and Víctor Grifols Roura. The third is believed to be Juan Ignacio Twose Roura, Víctor Grifols Roura’s cousin. He served as a Grifols director from 2000 to 2015 and held positions in the group’s various arms, including Grifols Colombia and Grifols Institute. Forbes noted he was near inclusion in the 2022 list of Spain’s 100 wealthiest, with an estimated net worth of about 200 million euros.

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