OHL Group and IFM Investors have signed an agreement for the acquisition of 100% of the share capital in OHL Concesiones by IFM Investors.
The price of the acquisition of OHL Concesiones has been fixed in €2.775 billion (US$3.65 billion) that will be paid by IFM Investors at closing of the transaction, subject to customary closing adjustments (net debt, exchange rates and cash contributed to certain projects);
OHL Group estimates that, after these adjustments, the price to be paid by IFM Investors will be €2,235 million. The two concessions under liquidation (Ferrocarril Móstoles- Navalcarnero and Eje Aeropuerto – Access to T4) are excluded from the perimeter of the Transaction, therefore, in addition to the price, OHL will be entitled to collect all compensations (interests included) that OHL Concesiones may receive from such liquidation processes.
OHL Group and IFM Investors have entered into an exclusivity period to finalize confirmatory diligence and transaction documentation and materials.
OHL Group and IFM Investors have agreed, respectively, for the payment of break fees in case of a breach of certain terms of the binding offer agreement; and OHL Group will suspend the prospective process evaluating the possibility of
incorporating non-majority shareholder at OHL Concesiones.
Grupo Villar Mir S.A.U., the majority shareholder of the OHL Group, has analyzed the agreement and has concluded that it represents the best option for OHL Group and for the defense of its corporate interest, and has indicated that is supportive and will vote its OHL Group shares in favour of the transaction.
Following the Transaction, OHL Group will continue to operate its Construction, Industrial, Developments and Services businesses.