The UK-based Trilantic Capital Partners, Talgo’s principal shareholder, remains reviewing the offer sent last week by the Basque industrial group Sidenor to acquire up to 29.9 percent of the Spanish train maker’s capital. A source directly involved in the operation confirmed that no decision has been made yet. Sources close to the matter noted that no formal decision has been taken, according to Activos, the Prensa Ibérica economics desk.
On October 16, Talgo confirmed in a relevant fact filed with the National Securities Market Commission that it had received a letter of interest from Sidenor signaling a willingness to launch a full or partial public acquisition offer for the company. Six days later, the board of the manufacturer indicated readiness to begin negotiations aimed at examining a possible transaction.
More than a month later, last Thursday, Sidenor sent its first proposal, offering around four euros per share. This values the company at about 500 million euros, compared with nearly 620 million euros (five euros per share) that the Hungarian consortium had set in the previous takeover bid for Talgo, which Madrid blocked for national security reasons.
Although initial reporting suggested Trilantic had rejected the proposal from Sidenor, pegged to the price agreed with Magyar Vagon at around five euros, that does not appear to have happened. Instead, Trilantic seems to be working on the proposal and has not yet made a decision. Requests for comment from the British fund and the Basque group were declined, according to Activos.
Meanwhile, the Spanish government and the Basque authorities remain silent while deciding how to proceed, as they weigh participating in the operation through SEPI and Finkatuz, respectively. Both administrations set November 30 as the deadline to formalize the offer. As reported by Activos, the economic desk of Prensa Ibérica, the price proposed by the public-private consortium would be substantially lower than the one in the Hungarian bid. The sources noted that five euros per share does not make sense and that this should be clear to everyone.
The result of the bid, uncertain
What happens if Sidenor formalizes a bid for 30 percent of Talgo remains unresolved. The first shareholder is not Trilantic alone but a consortium led by Trilantic that includes Juan Abelló via Torreal and the Oriol family, heirs of the founders. This consortium, Pegaso, holds 40.3 percent of the capital, while Sidenor today is willing to bid up to 29.9 percent to stay outside a full takeover.
Two possibilities exist: the dissolution of the consortium and Trilantic selling its shares individually, something the fund previously ruled out, or a open bid in which each participant, including retail investors, can sell proportionally according to demand.
The stock market, watchful
Talgo shares have remained stable in a range of 3.31 to 3.53 euros in recent weeks, except on days when Sidenor’s interest came to light and the price rose to almost 3.91 euros. The shares fell 27.5 percent from the highs reached after the Magyar Wagon takeover bid was formalized, a bid later vetoed and tied to a sharp market reaction.