Daily Archives: May 19, 2012
The board of the Portuguese company Brisa today accused the speaker of Spanish Abertis data using “false and defamatory” to justify its rejection of the tender offer by the two largest shareholders of the company .
In an explanatory note sent to the Securities Market Commission (CMVM) and elaborated Lusa request, the board of the motorway company announces the full speech of Abertis spokesman, Francisco José Aljaro Navarro, delivered at its meeting on April 23, and responds point by point to his arguments.
Behind this debate lies the interest of the two main shareholders of Brisa, societies José de Mello (30.55% of titles) and Arcus (19.05%), to increase their control of the firm through a Public Offering (IPO).
However, the third largest Spanish-Abertis shareholder with 14.61 percent of the titles, is opposed to this possibility on the grounds that there is a “conflict of interest” from bidders.
Aljaro said during his speech in April that the price offered per share (2.66 euros) is significantly lower than that paid by the company a few months ago when he decided to acquire shares (4 euros).
Wielded, moreover, that the estimated price by analysts is also higher (2.94 euros) to that offered in the bid and noted that recent reports of the entities financial advisors Jose de Mello and Arcus also pointed to a higher value ( € 3.42) which is now in question.
Abertis spokesman stressed that the obligation of the board should be “trying to obtain the distribution to shareholders of a share or a premium of control”, however, does not appear in the offer, which not precise enough, in his opinion, what would be its dividend policy if just running the OPA.
In response to your questions about the price offered, the Board of Directors of Brisa countered that the last purchase of shares the company paid 2.29 euros per share and € 4, as Aljaro said.
Played down the price set by analysts as to prepare them “includes updated figures”-some even 2008 – and even said that Goldman Sachs, financial adviser of Abertis, set the price target € 2.20 just a day before presenting the bid.
On the inclusion of a control premium, from the council Breeze noted that the interpretation of Aljaro in this area is based “on an incorrect understanding” of the Portuguese legislation on takeover bids.
“The administrator’s vote Abertis contains statements of a business plan (…) and on legal and financial consultants Breeze are false and defamatory, assuming disclosure criminal legal relevance,” said the council.