Trilantic demands another 100 million from Sidenor for leaving Talgo along with Abello and Oriol
British origin TrilanticTalgo’s largest shareholder has already received an offer Sidenor buy up to 29.9% its participation in the production of trains. Suggested amount will be about 150 million euros, which is equivalent to approximately 4.05 euros per title. But the proposal is not convincing investment firm led by Spaniard Javier Banyon, which continues to cite five euros offered by the Hungarian consortium Ganz-MaVag to relinquish control of the Madrid-based company.
According to sources close to the company, the investment fund has already received an offer from the Basque steel group chaired by José Antonio Hainaga, but decided to reject it immediately after he learned the price offered for each title, the move was similar to the almost instantaneous rejection he sent to Skoda after his merger proposal. There are two reasons that justify this: the low amount indicated, which encourages the Bilbao businessman to increase his bid; And duty to respect the right of towing which he established with his partners to formalize his IPO.
The Hungarian offer valued the manufacturer at 619.2 million euros; while the Basque company’s offer will reduce this value to 501.6 million.According to the Basque newspaper Mail. If José Antonio Hainaga, the businessman behind Sidor, increases the bid to 5 euros, his offer will rise to 185.5 million for the same percentage of capital. But if we add to this the part corresponding to the other partners, the Abello and Oriol families, the figure will grow to 248.5 million. for 40.2% of the capital jointly controlled by these partners over the past decade.
17% bonus
In any case, Sidenor’s offer represents greater value than the market gives to the rail industry, which opened at €3.38 per share on Monday and closed at €3.47 after accumulating a 3.27% gain. due to rumors of a purchase. . The 4.05 euros that Basque businessman José Antonio Hainaga placed on the table represent 16.7% premium the value at which Talgo was trading when the company announced its offer to CNMV was €3.47 at the end of 15 October. The prize will be 19.8% considering last Friday’s closing price, before it became known that Trilantic already had an offer in hand.
The British fund, which owns approximately 30% of Talgo’s capital, is its largest shareholder and has a leading vote in Pegaso Transportthe mechanism by which it formulates its participation with its partners. This tool company controls 40.2% of the manufacturer’s capital. the rate is higher than 30% established by the Takeover Law as a restriction on changing the majority shareholder without a public acquisition offer on the market, exactly what the Hungarian company Magyar Vagon did, which was ultimately vetoed by the government.
Everybody wants to sell
Trilantic, Abello and Oriol were sealed many years ago. shareholders agreement conduct an IPO of the company that included a rollover clause so that they could all exit at the same time and sell their shares for the same amount. The Abello family, which owns almost 3% through its family office Torreal demonstrated his willingness to sell; as do members of the Oriol family, who control 7% of the shares through several minority stakes owned by each of the heirs of the company’s co-founder.
The British Banyon Foundation also carries out tried for years to destroy his position given that his time at the head of the company is over, but he has not found a seller to make his high bid for many years, now poisoned by the conditions they imposed on themselves. The rest of the shareholders’ agreement is considered fulfilled.Since the conditions set then included exceeding two years from the date the company was admitted to trading, the deadline expired at the end of 2019.
Despite Trilantic’s attempts to get other players on board, such as the Polish government and its state-owned company Pesa, who has not yet submitted any proposalsThe only official offer that is on the table of Talgo management is that of José Antonio Hainaga and his company Sidenor, confirmed to the market on October 16th.
His plan is also preferred option of Moncloa and the Basque government manage the investment fund and ensure the continuation of the company’s activities. Both applied as financial partners to facilitate the 40.2% they opened the door to SEPI and a fund to support Basque industry Finkatuz contribute funds in exchange for becoming minority partners.
Life Fundshareholder of Kutxabank, also expressed interest in acquiring a minority stake. In any case, the entire operation awaits the approval of the CNMV, which understands that this agreed takeover. Alantra carried out a financial and risk analysis of Talgo at Sidenor’s request.
Castile and Leon offered Talgo land in Miranda
The Junta of Castile and León offered a Spanish manufacturer the opportunity to settle on a large plot of land located in the industrial zone of Irsio, district Miranda de Ebroa town on the border with the province of Alava, which is very close to the current plant in Rivabellos, where, according to Burgos newspaper.
Thus, the Manueco government tried to take over the railway industry, given its need more space for production and the requirement to increase productivity to fulfill the order book, which will be associated with the arrival of personnel. Talgo confirms the negotiations, but clarifies that there are no “open negotiations” at this time.
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