The Secretary of State for the Economy, Gonzalo García, sent a letter to Ferrovial this Monday in which he pointed out that there are no technically economic and objective reasons for having to move its headquarters to the Netherlands, as the construction company announced a month ago. in order to be listed in the United States. With barely four days left before the meeting in which the company’s shareholders will decide whether to grant this permit, the Executive makes a move after the indignation caused within Moncloa by the announcement of the firm chaired by Rafael del Pino to change its registered office to Amsterdam. In fact, it justifies this communication to Ferrovial so that on the 13th it adequately informs its shareholders about the options it had before making this change of headquarters, as well as about its possible risks or contingencies if they authorize the operation.
The letter sent by the number two of the vice president Nadia Calviño points out that no legislative, regulatory, supervisory or operational obstacle has been identified, nor is there any indication of it, so that the shares of a listed Spanish company, such as Ferrovial, may be admitted to direct trading in the United States. That is one of the reasons given by the construction company to start the process of moving to the Netherlands, whose agreements with that country are much more flexible when it comes to making that leap.
Economy has reached these conclusions based on the analyzes carried out in recent weeks by the stock market supervisor, the National Securities Market Commission (CNMV), and the operator in Spain, the company Bolsas y Mercados (BME). They also conclude that there is no difference between the countries of the European Union in terms of the admission requirements established by the US stock markets through ‘dual listing’ (what is called simultaneous listing).
Likewise, the commitment of both the Government and the CNMV and BME to promote that Spanish companies have the best possible access to these markets with the appropriate actions is noted. In other words, this possibility will be expedited in the event that they request it. Although – government sources insist – Ferrovial has decided to leave unilaterally, without first considering double direct listing.
The company made that announcement a month ago with the formal argument that most of the business is generated abroad (82% of its income) and the ease of listing in the United States from a place like Amsterdam. An idea that the Government rejects, but on which sources from the corporation insist to this newspaper: Ferrovial “reiterates the impossibility of double listing.” Therefore, these sources insist, the firm maintains its plans based, in addition, on the economic “rational” of gaining competitiveness, having greater liquidity and obtaining better financing with this proposal to the shareholders’ meeting.
From the moment he announced his intention to move to Amsterdam, the relationship between Ferrovial and the Executive has been tense. The vice president, Nadia Calviño, had a harsh telephone conversation with Rafael del Pino in which she conveyed her “clear rejection” of this idea because it was “crucial” to other international investors due to the image it projected of the Spanish economy.
The company made that announcement a month ago with the formal argument that most of the business is generated abroad. Although the group has explained to investors that it is going to that country because it has “a stable legal framework” in the legal field and stability for the business, without forgetting a “AAA credit rating”, the highest possible in the thermometer they handle the big investment funds.
Formally, the board of directors has made this proposal by indicating that 82% of its income and 96% of its stock market value is abroad. To carry out this transfer, the board has proposed a merger between the parent company and Ferrovial International, a Dutch European public limited company that precisely owns 86% of the company’s assets.
The formal objective of Ferrovial, which has earned 186 million in 2022 (84% less), is to list in the Netherlands and, at a later time, make the leap to the United States stock market. The group wants to “take advantage of internationalization, a huge advantage of being in both countries,” say firm sources, who point to the ultimate goal of listing in the world’s leading economic power, although this step “will not be so immediate.”