The management of Ferrovial faces and responds to the first vice president, Nadia Calviño, and the National Securities Market Commission about its latest position that the company does not have to leave Spain to be listed in the United States. Calviño has assured that the arguments of Ferrovial "do not hold" and the CNMV, which have been studying the case for weeks and still do not identify barriers to be able to go public on the US Stock Exchange with headquarters in Spain.
The company concludes that's not true. "No listed Spanish company has ever traded its shares on the US stock markets directly (only through ADRs). Currently there is no structure that enables this possibility," Ferrovial's authorized sources said on Monday. They thus come to the step of the latest demonstrations of Calviño and the CNMV. A spokesman for the regulator said on Friday that "an analysis has been carried out together with Bolsas y Mercados Españoles on whether there is any legal impediment that makes it difficult for companies domiciled and listed in Spain to request the registration of part of their shares in the United States for the purposes of their listing on US markets (without the use of ADRs). From the analysis carried out so far, no element has been identified that would make this possibility unfeasible."
At Ferrovial there is clear discomfort with messages being sent from the Government and official bodies to investors that they consider misleading, because they know that in practice it is not possible to do so. "Ferrovial must propose to its shareholders real and proven alternatives, used successfully by other European companies," they say. And the reality is this in his opinion: "According to the available information, to create the possibility, apart from possible regulatory changes, it would be necessary to solve technical and operational issues (technological compatibility, rebalancing, reconciliations of balances, information protocols, etc.). This requires time and the will of the operators and regulators involved."
Therefore, the conclusion of the group chaired by Rafael del Pino, "today Spanish listed companies cannot be listed in the US with ordinary shares,contrary to what happens in other European jurisdictions".
In the CNMV they concede that "this is a process that has not been gone through until now, in this modality, by Spanish issuers", but that "the US depositary is the one who, where appropriate, would analyze the specific requests of Spanish issuers interested in this possibility". Faced with a reality and a hypothesis, Ferrovial maintains that it can only stick to the real thing and maintains on the agenda of the shareholders' meeting on April 13 the proposal of the board of directors to take the registered office and tax office to the Netherlands. Ferrovial insists that there are no tax savings in the operation, but rather easier financing in the European Union and the United States.
According to The Trust Project criteria
- United States
- European Union
- Carmen Calvo