Gubel, a company controlled by Helena Revoredo, the businesswoman who chairs Prosegur and holds the majority stake, announced the launch of a voluntary public takeover bid exceeding 15% of Prosegur’s share capital. The offer, valued at up to €149.6 million, was disclosed to the National Securities Market Commission CNMV on a recent Wednesday. It marks a strategic move by Revoredo to consolidate control through her indirect ownership vehicles, including Gubel and its fully owned subsidiary Prorevosa Direct, which together hold about 59.9% of Prosegur’s capital and roughly 61.445% of voting rights, excluding treasury shares. If the bid succeeds, ownership could rise to about 75% of the company’s capital, significantly shifting the governance landscape of the security group.
The tender offer targets all Prosegur shareholders and contemplates the purchase of a maximum of 81,754,030 shares in cash at a price of €1.83 per share. This price implies a premium of 27.4% to Prosegur’s closing price of €1.43 the previous day, and it sits about 28.55% above the weighted average price of €1.424 per share observed over the prior month. By design, the offer is presented on a national basis but is open to holders of Prosegur shares from all jurisdictions, with the operational focus on the Spanish market where the company’s shares are listed.
Gubel indicated that it has secured the financing necessary to fund the full price of the proposal and even suggested that the money would be backed by a bank guarantee. The declaration underlines a commitment to ensure the capital and liquidity resources are in place to complete the transaction, should shareholders accept the offer. The bidder states that the financing structure is robust enough to cover the total consideration without conditions tied to reaching a specified threshold of acceptances.
In its initial CNMV communication, Gubel asserted that the offer does not amount to an economic concentration and therefore does not trigger any notification or consent requirements before or after the bid from the European Commission, the National Markets and Competition Commission, or other competition authorities. The statements emphasize that no additional approvals would be needed beyond the CNMV for the bid to proceed, aligning the process with expected regulatory norms for a transaction of this scale in the Spanish market.
Observers note that the offer is structured to be unconditional, not contingent on a minimum level of acceptances. This design means the bid remains valid and effective regardless of how many shares are tendered by shareholders. The strategic intent behind the move appears to be enhancing governance control and potentially reshaping the relationship between Prosegur and its parent investor group. While the market watches for how existing shareholders will respond, the financial and regulatory framing presented by Gubel points to a carefully crafted plan designed to minimize uncertainties while maximizing clarity for participants.
The Spanish market context remains central to the proceedings, even as the international dimension of Prosegur’s investor base is recognized. Gubel’s public communication reiterates that all holders, irrespective of nationality or residence, are eligible under the terms of the offer, reinforcing the intent to create a broad-based acceptance among the shareholder community. The company also reiterates that no additional administrative permissions are required from any foreign authorities beyond the CNMV, simplifying the procedural path to completion should a majority of shareholders accept the offer. The tone of the communications underscores a focus on transparency and a straightforward execution plan aimed at delivering value to shareholders while stabilizing long-term strategic objectives for Prosegur under new capital dynamics.