Madrid (EFE).- Ferrovial will hold a shareholders meeting this Thursday at 12:30 p.m. do it with its parent company in the US market.
The company chaired by Rafael del Pino continues with its plans and tying the support to carry out an operation that, if nothing goes wrong, will make it the first Spanish company to list its ordinary shares on an index on the New York Stock Exchange .
Despite the strong rejection that it has generated in the Government; of his repeated messages addressed to shareholders hours before they decide the direction of their vote; of the criticisms received; Should it consider resorting to the anti-takeover shield or reject the economic reasons put forward by Ferrovial, which could condition the exemptions for the latent capital gains that emerge with the operation, the company remains firm in its decision.
Ferrovial insists that its move to the New York Stock Exchange from the Netherlands is a safe and well-known path that many European multinationals have already taken, that the economic reasons justifying this transfer are notorious and well-known, that there is a neutral tax impact and that it is a natural step to be able to compete against the infrastructure giants.
After the support of the Norwegian sovereign wealth fund for this change of registered office, the group reinforces its support for the meeting, securing 37% of the capital for the time being.
We will have to see what Leopoldo del Pino, the group’s fourth shareholder with 4.15%, finally decides, and who is inclined to vote against, as well as the minority shareholders.
The operation is subject to the fact that the separation rights to exit at 26.0075 euros (a price lower than the 27.14 euros at which it closed this Wednesday) that shareholders opposed to the operation wish to exercise do not exceed 500 million euros. , which is equivalent to about 2.5% of the capital.
Once the meeting is held and the agreement to approve the merger is published in the Official Gazette of the Mercantile Registry, a period of one month opens for the shareholders who oppose to exercise their right of separation.
After the merger is effective, Ferrovial International (FISE) will request the admission to trading of its shares on the Amsterdam Stock Exchange and later in the US.
The times will depend, among other factors, on obtaining the necessary approvals from the regulatory authorities and the US securities markets.
Meeting agenda
The company takes a total of thirteen points to the ordinary meeting, all eyes being on the tenth of them, the reverse merger through which Ferrovial will be absorbed by its Dutch subsidiary, which has long been the head of the assets international.
Ferrovial will also submit to the shareholders the remuneration of the directors of FISE that will be applicable to that company from the moment the merger becomes effective.
Likewise, the re-election of the directors Ignacio Madridejos (CEO); Philip Bowman; Hanne Birgitte Breinbjerg; Juan Hoyos Martínez de Irujo and Gonzalo Urquijo; a stock compensation system for executives; the 2022 accounts; the management developed by the board or the re-election of EY as auditor.