Ferrovial will propose to its general meeting of shareholders a major corporate reorganization in which it will move its headquarters from Spain to the Netherlands with the aim, it says, of also listing on the Dutch and United States stock markets.
As indicated by the company to the CNMV, the operation will be articulated through a reverse merger in which Ferrovial International, based in the Netherlands, will absorb the parent company Ferrovial.
The company assures that the objective of the operation is "to align the corporate structure with the international profile", since 82% of its business is already generated outside of Spain and that 90% of its value also corresponds to foreign activity.
Ferrovial says that this corporate reorganization will not have an impact on investment plans in Spain and that it will "maintain its roots." "The corporate reorganization is not expected to have an impact on activity, employment or investment plans in Spain or in other countries in which Ferrovial operates," he says, before specifying that it will continue to be listed in Madrid.
The Netherlands, he says, is the destination chosen by companies that aspire to have a presence in both Europe and the United States, which has become, along with Canada, one of the main markets in the world for infrastructure development.
They are the ones with "the greatest growth potential in the world" and, by listing in the United States, the Ferrovial brand will have more "visibility" and the company will be able to access financing more easily.
In the reverse merger operation, the Dutch subsidiary, to which 86% of Ferrovial's assets have already been transferred, will take over the parent company through an exchange operation of one share for another.
The current shareholders may disassociate themselves from the company and exercise the right of separation. If the volume of requests exceeds 500 million euros, Ferrovial will withdraw from the operation.
The company says that the shareholder remuneration policy will be maintained and that, if the operation goes ahead, it will repurchase bonds in order to maintain the maximum credit rating.
The forecast is that the operation will be approved at a general meeting in the second or third quarter of this year, at which time the merger will be consummated. Subsequently, a listing will be requested in the United States, where the company has important highway concessions and will lead the expansion of New York's JFK airport.
