Ferrovial has sent the National Securities Market Commission (CNMV) the document on his transfer to the Netherlands in which he gives as the first reason the greater solvency of this country due to a prudent policy with its public accounts. He also insists that he needs it to be listed in the US, something that the CNMV denies.
“The Netherlands have, and have had for decades, the best credit ratings supported by low levels of debt to GDP and a historically prudent fiscal policy,” it says in the document for investors. “Since the early 1990s, it has consistently received AAA ratings from the major agencies, with the sole exception of the period between 2012 and 2015, when some of them temporarily lowered this rating by a single notch,” he says in contrast. with the fall of Spain that touched the junk bond in those years. In Ferrovial’s opinion, “Netherlands-based companies have benefited from lower volatility in their financing costs thanks to a more stable country risk premium compared to other European countries.” It is very close to the German, while the Spanish moves one hundred basis points above.
Ferrovial defines itself in the document, called a common cross-border merger project when it occurs with its Dutch subsidiary, as “an international player with European roots.” He reiterates that the bulk of his business is outside of Spain and that with the change of headquarters he will gain “notoriety” and “talent”. “Ferrovial anticipates that a greater presence in the Netherlands will provide it with access to an even greater pool of international talent, which Ferrovial hopes to attract thanks to its portfolio of pioneering and exciting projects. Ferrovial also expects the relocation to the Netherlands and further awareness of your brand will allow you to access a broader investor base,” he says. And he insists that it has “neutral” tax effects, despite the reproaches of the Government.
Ferrovial provides as a key argument the one published by EL MUNDO this Tuesday and that is the need to be listed in the US. He assures that the Netherlands “is an optimal platform” for his plan, but that is not clear to the National Securities Market Commission.
The CNMV denies that having its headquarters in Spain prevents Ferrovial from listing on Wall Street and maintains that it will evaluate the explanations of the Spanish company if it offers them. “We are unaware that there is an impediment. If there are hypothetical difficulties for a dual listing in the European Union and the United States, Ferrovial has not explained them to us. If they offer us explanations, we will analyze whether there is any conflict of international legislation,” says a spokesperson for the CNMV to this newspaper.
For their part, at Ferrovial they do see the problem clearly, because the decision of the board of directors is for their ordinary shares to be listed simultaneously in the US, the Netherlands and Spain. “The shares of a Spanish company listed in Spain can only be traded in the United States through American Depositary Receipts or other indirect formulas and American Depositary Receipts are not eligible to access US stock indices,” it states in the document. These are the ADRs that Telefónica does use, for example, but that Ferrovial considers inappropriate for its international plan.
This obstacle does not exist, however, from Amsterdam, where its Stock Exchange is linked to NYSE Euronext, the corporation on both sides of the Atlantic. “For the Ferrovial Group, the Netherlands constitutes an optimal platform for the Shares of its new parent company to be traded simultaneously in Spain, the Netherlands and, when the time comes, also in the United States. Ferrovial considers that the status of a listed company The Dutch company will facilitate the future admission to trading of those same shares in the United States and, if the conditions for it are met, their inclusion in the American stock indices,” it states in the brochure.
The First Vice President of the Government, Nadia Calviño, still does not have a resounding answer. In statements to Onda Cero, she has affirmed that this Ferrovial argument to change the venue is one that she has to “analyze”.
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