MADRID, 18 Abr. (EUROPA PRESS) -
Ferrovial has appointed Banco Santander as agent entity for the management of the separation procedure that wayward shareholders may exercise with the transfer of its headquarters to the Netherlands, an operation approved last Thursday by a large majority of the shareholders.
The company has published on Tuesday the full text of the announcement of the merger of its Spanish parent company with its Dutch subsidiary, which will automatically mean that the latter will become the company's new parent company worldwide.
Despite the one-month period that is now open for shareholders who want to oppose the transfer to do so through the so-called separation right, Ferrovial has already considered the success of the operation for granted, since only the possibility has remained open. that 0.29% exercise it.
This figure is far from the 2.56% that the company proposed as a limit for the operation not to go ahead, which resulted in the payment by Ferrovial of 500 million euros to that percentage that sold its shares to the company before your transfer.
Only 5.79% of the shareholders represented at the shareholders' meeting voted against the agreement, including 4.1% of Leopoldo del Pino (president Rafael del Pino's brother), who, however, will not exercise his right of separation, since that would mean the loss of all his representation in the company that his father founded.
In this way, apart from Leopoldo del Pino, only 1.69% of the shareholders who voted did so against it. It must be taken into account that the limit of 2.56% is linked to 100% of the capital and not only that represented at the meeting, so that in terms of representation over the total capital, only 0.29% could exercise its right of separation.
On the other hand, Ferrovial's creditors also have a period of one month to exercise their right to oppose the operation.
The merger announcement published this Tuesday also states that the merger will be effective at 00:00 (Amsterdam time) the day after the date on which the merger deed is granted in the Netherlands.
At that time, FISE (the new Dutch parent) will acquire, by universal succession, all assets, liabilities and any other legal relationship, and Ferrovial (the Spanish one) will be extinguished by its dissolution without liquidation.
