Calviño pressures Ferrovial by letter not to move to the Netherlands

The Spanish Government continues to press for Ferrovial not to carry out the planned transfer of its headquarters to the Netherlands.

Oliver Thansan
Oliver Thansan
11 April 2023 Tuesday 00:00
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Calviño pressures Ferrovial by letter not to move to the Netherlands

The Spanish Government continues to press for Ferrovial not to carry out the planned transfer of its headquarters to the Netherlands. Just three days before the company's shareholders' meeting that must decide on the change of headquarters, yesterday the Secretary of State for Economy, Gonzalo García Andrés, sent a letter to the CEO of Ferrovial, Ignacio Madridejos, in which he insists that there are no economic reasons to justify the transfer of the company. It is the great argument that facilitated the company from the beginning and it is also a reason that the Ministry of Economy denied and continues to deny all validity.

It was the initial position of the Spanish Government, with the participation of the president, Pedro Sánchez, pointing to unconfessed fiscal reasons and directly attacking the president of Ferrovial, Rafael del Pino. "In Spain there are extraordinarily positive examples of large businessmen committed to the country. This is not the case with Mr. Del Pino," said Sánchez on March 2.

Now, the Spanish Government, after thoroughly analyzing the matter, maintains the same position point by point. He has compiled the reports of both the National Stock Market Commission (CNMV) and the Spanish Stock Exchanges and Markets (BME), he has maintained contacts with the New York Stock Exchange and the result is that "no obstacle has been identified (legislative , regulatory, supervisory or operational) for the direct admission of the shares of a Spanish company listed in Spain in the United States, nor indications of its existence", as indicated in the letter sent.

With the letter, the ministry wants these conclusions to reach the board of shareholders of Ferrovial, which must take the decision on the transfer outside Spain on Thursday. And it is made clear that the conclusions derived from these analyzes "question the economic motivation alleged by the company for the transfer of its headquarters to Holland". It is a position that vice-president Nadia Calviño already maintained in an interview with La Vanguardia on March 5, and which she now reiterates after analyzing the issue in depth.

It is also added that there is no difference between European Union countries with regard to the admission requirements established by the United States stock exchanges through simultaneous listing (dual listing).

In addition, the Ministry of Economy insists on the readiness to carry out the necessary changes so that Spanish companies, be it Ferrovial or any other, have the best possible access to the North American market.

When Ferrovial announced at the end of February its intention to move its headquarters from Spain to the Netherlands, it argued that the relocation of the parent company would facilitate the process of starting to list in the US. Yesterday sources from the company stated that "we reiterate the impossibility of double quotation, that we maintain plans and that the economic rationale is in the project's presentation: gain competitiveness, more liquidity and better financing". Here the divergence is clear between the company and the Spanish Government. Ferrovial maintains that, being domiciled in the Netherlands, it will have more facilities to list on Wall Street, and Economia assures that the situation is identical.

One of the main proxy agencies, Institutional Shareholder Services (ISS), issued a report in favor of the transfer of the headquarters because it will give it more international projection, but added that the change will reduce the influence of small shareholders in company assemblies by Dutch regulations, which are more restrictive in this area.