The Polanco family, historical shareholders of Grupo Prisa and who control 7.6% of the capital, have decided to go to the expansion that the company has underway through the issuance of bonds convertible into shares for a value of 130 million euros, according to indicated sources close to the operation. The decision of the Polancos was key in the operation after the other three majority partners of the company -Amber, Vivendi and Global Alconaba- had already shown their willingness to enter into the operation, so it already has the support of two thirds of the capital that is intended to be injected into the company before the closing of the operation.
The complicated relations that the Polancos maintain up to now with the current leaders of Prisa, led by the Amber Capital fund and Joseph Oughourlian, with 29% of the capital, have generated many fears that the full amount of the investment will not be covered. operation. But the option of the Polancos to continue within what has been their great business bet for years, despite everything, together with the willingness to ‘lend a hand’ that other minority partners showed in their day, such as Carlos Slim himself (4%), have given those responsible a great breather and represent a message of confidence for the rest of the investors in the strategic plan that Prisa presented last spring.
The issuance of the hybrid debt has the objective of repaying in advance a loan of 190 million referenced to the 3-month Euribor, plus 8 points of spread, which has experienced a notable increase in its cost in the new monetary policy cycle. JB Capital Markets and Société Générale are coordinating the convertible bond issue, whose subscription period expires today. According to the terms of the operation, for every 2,104 Rights, 1 Bond may be subscribed and each of them will be equivalent to 1,000 new shares at the time of conversion.
The bonds will be mandatorily convertible five years after issuance and will pay a 1% annual coupon. However, their owners may make early conversions at their discretion, although within the time windows set by the company when the operation closes. Prisa, however, contemplates the possibility of an incomplete subscription in its brochure. With most of the issuance backed by Amber, Vivendi and Rucandio, an additional conservation period for the convertible bonds will open next Wednesday, February 1, to which only shareholders who have previously committed will attend.
In addition to Amber (29.6%), Vivendi (9.9%), Global Alconaba (7%) and Rucandio (7.6%), the rest of Prisa’s shareholders are made up of Banco Santander (4%), the Qatari Sheikh Khalid bin Thani bin Abdullah Al Thani and the Mexican businessmen Carlos Slim (4.3%), Roberto Alcántara Rojas (4.8%) and Carlos Fernández (4%). The ‘hedge fund’ Melqart (2.2%), which has just joined Indra, is also among minority shareholders.
On Friday, February 3, the capital disbursement by the shareholders and the registration of the bonds in the registers of Iberclear (BME/Six) are scheduled, since they will be listed on the AIAF fixed-income market. Prisa shares are trading this Thursday with a fall of 0.6%, up to 0.39 euros, while Rights have plummeted to 0.0002 euros. Taking the conversion ratio of the bonds as a reference, investment in the company via bonds would come out on account at a discount (0.37 euros) compared to the price.