Spain's Metrovacesa is to take the first step this week towards the separation of the company into two units. The Spanish giant, which agreed last February on a plan to end a year-long battle between its two core shareholders, is to start the split-up process on Thursday, when the board will vote on the formulation of a takeover bid for 65 million Metrovacesa shares. The bid is very likely to be approved, according to a Metrovacesa spokesman. 'A clause in the agreement says that the company's main shareholders will have to pay EUR 600 mln compensation if the plan does not go through', Metrovacesa's official said.
Spain's Metrovacesa is to take the first step this week towards the separation of the company into two units. The Spanish giant, which agreed last February on a plan to end a year-long battle between its two core shareholders, is to start the split-up process on Thursday, when the board will vote on the formulation of a takeover bid for 65 million Metrovacesa shares. The bid is very likely to be approved, according to a Metrovacesa spokesman. 'A clause in the agreement says that the company's main shareholders will have to pay EUR 600 mln compensation if the plan does not go through', Metrovacesa's official said.
The takeover bid, involving about 60% of the company's share capital, is just the beginning of a seven to eight month separation plan that will divide Metrovacesa into two units, one taking over the company's Spanish assets as well as the HSBC trophy building in London, and one retaining the French properties owned through Gecina. Under the plan, the family Sanahuja, core shareholder with a 39.6% stake, will take control of Metrovacesa's Spain-focused unit, while Joaquin Rivero and business partner Bautista Soler with a 36.22% stake, will have control of the French unit Gecina.
The bid will be directed to all the shares which are not in hands of the Sanahuja family, or about 60% of the company's share capital. The offer will be paid through Gecina shares, which will be swapped with an exchange ratio of 0.585 Gecina shares for each Metrovacesa stock. The move values Metrovacesa at EUR 75.67 per stock, which compares to the EUR 80.15 the company shares traded when the market closed on Monday. On the other hand, Gecina shares are valued at EUR 129.36 per share, almost 4% more than their market value. Chairman Joaquin Solero and business partner Bautista Soler have already announced that they intend to subscribe the public offer exchanging their stake with Gecina's securities. Other shareholders in Metrovacesa may choose whether to go with Gecina or with Metrovacesa. They include the Lara family with a 5% stake and the Caja Castilla-La Mancha bank with a 2.1% stake. The remaining 16.45% Metrovacesa stake is free float.