The National Securities Market Commission (CNMV) has given the green light to the application for the authorization of the Public Acquisition Offer (OPA) presented by the promoter Neinor Homes to acquire all of its competitor Aedas Homes, as announced by the financial regulator.
Details of Neinor Homes OPA about Aedas Homes
Neinor Homes announced the OPA on Aedas on June 16, for a value of 932 million euros. Castlelake, the main shareholder of Aedas Homes with 79% of the shares, has «irrevocably» accepted the OPA, indicating a consensus between both parties.
The initial consideration offered by Neinor Homes, based in Bilbao, for each Aedas Homes action, based in Madrid, was 24.48 euros, 10% less than the price at which Aedas’s shares closed before the announcement of the operation.
However, when considering the dividend of 3.15 euros per share distributed by Aedas, The price is adjusted to 21,335 eurosreducing the total OPA value of approximately 1,070 million to 932 million euros.
Financing and Documentation of the OPA
OPA will be financed with up to 500 million euros of own fundsincluding a capital increase made at the end of June and the box available in the balance. The rest of the funds will provide external financing through a guaranteed bond issuance.
As part of the documentation presented to the CNMV for the OPA authorization, Neinor Homes has provided evidence of a cash deposit of 275 million euros and Bank guarantees for a total of 657 million euros, from Banco Santander and BBVA.
Expected projections and benefits
Neinor aims to finish the acquisition in the fourth quarter of 2025 and has assured that it will maintain a «prudent» leverage between 20% and 30% on the value of its assets.
With the acquisition, Neinor Homes will add about 20,200 homes to its portfolio, of which 50% are in Madrid. Of these homes, 13,809 are in production, 9,049 under construction or already completed and 3,700 are foresaw, generating future revenues for a total of 1.7 billion euros. In total, the Neinor portfolio will reach 43,200 homes.
It is estimated that Neinor will obtain a net profit of up to 510 million euros in the 2023-2027 period, 40% more than expected initially, thanks to the contribution of Aedas’s business. The benefit per share has been reviewed at 5.9 euros, an increase of 25% compared to the previous forecasts, and the return on the heritage (ROE) is expected to be between 15% and 20%, exceeding the previous objective of 15%.