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The Herdade da Comporta Fund (Participants) Meeting will be meeting on Tuesday at 10:30 am to deliberate on the sale of the Fund's assets to the consortium of Vanguard Properties, the French millionaire Claude Berda and Amorim Luxury, Paula Amorim, for approximately 158 euros. millions of euros.
The Assembly will have two items on the agenda. The vote on the sale of the assets to the Vanguard / Amorim consortium and, as the case may be, all indications that Rioforte and Novo Banco are voting favorably – Gesfimo will also vote on the liquidation of the Comporta. The meeting of participants was convened by Gesfimo, the management company of the Fund, and will be held at the Sana Lisboa Hotel, Avenida Fontes Pereira de Melo.
On Monday, the business paper learned from various sources close to the case that the Attorney General's Office had issued a favorable opinion on the sale of the assets of the Herdade da Comporta Fund and that the Central Criminal Court had rendered a decision favorable to the opinion. from the MP. The MP had to rule in this case because Rioforte, the majority shareholder of the Fund Herdade da Comporta, with about 59% of the units, has been under judicial arrest since 2015, after the fall of the group Espírito Santo (GES ).
Created in 2007 to develop two tourism projects – Comporta Links and Comporta Dunes (approximately 1,400 hectares) – the Herdade da Comporta fund went bankrupt with the fall of GES in 2014, when both assets were placed for sale. Together, the Fund's two largest assets include the construction of two golf courses, five hotels, three residential hotels, eleven tourist villages and 26 residential lots.
The Fund has a valuation recorded with the Securities Market Commission of about 204 million euros. The Vanguard / Amorim consortium has offered approximately 158 million euros and Gesfimo has accepted the proposal which is the subject of a call for tenders advised by Deloitte. The promise of purchase and sale was signed on October 23rd.
The sale of assets for 158 million does not please everyone
The price offered by Vanguard / Amorim is for Caixa Geral de Depósitos (CGD), which benefits from a loan from the Fund which, together with interest, totals 120 million euros. Paulo Macedo has already indicated that he was satisfied with the agreement to buy and sell the main assets of the real estate fund Herdade da Comporta. The CEO of CGD hopes that the next steps to achieve the sale will not be the targets of potential challenges.
All that is needed today is a favorable vote by Rioforte and Novo Banco, who together hold 74.5% of the Fund, so that the company can take shape.
The Vanguard / Amorim proposal, of approximately $ 158 million, is comparable to the previous process.
Louis-Albert de Broglie, who was previously in the race, first donated 115 million euros, then his bid was raised to 159 million euros, of which about 44 million was a component variable. However, the proposal of the prince gardener did not cover the debt of the Fund vis – à – vis the Caixa, which amounted to about 120 million euros.
Thus, the proposals of consortiums composed of Oakvest / Portugália and Vanguard / Amorim were left out. The two companies allowed the Fund to settle bank debt, but Oakvest paid an additional 44 million euros, of which 36 million in cash and 8 million to cover supplies, for a total of 164 million euros. "It was the highest bid," said several sources at Jornal Econômico, including Rogério Alves, consortium lawyer.
For its part, the consortium of Paula Amorim presented a proposal for a total amount of 148 million euros, which allowed the payment of the debt to CGD, plus 28 million euros in cash. These last two proposals allowed the owners of the shares to share a portion of the capital, but Gesfimo at the time accepted the proposal of Oakvest, proposed above. But this call for tender required that the sale of the assets of the Fund be approved by the Assembly of Participants, which did not take place on July 27th.
Rioforte and Novo Novo then advised Gesfimo to open a new process conducted by an independent entity accepted by the management company, but subordinated the participation of competitors in the new procedure to the prior waiver "to any dispute, claim or relative dispute events until August 13, the date of Gesfimo's second (and last) letter describing the rules applicable to the new sale of the Fund's assets.
Only the Vanguard / Amorim consortium accepted these conditions and submitted a proposal of about 158 million euros. However, the final amount to be received by the Fund may be lower because this consortium has requested the creation of an account. l & # 39; commitment (escrow account) in the amount of € 13.7 million to deal with contingencies.
Some unit holders criticize the fact that this proposal is lower than the one that won the previous competition, Oakvest / Portugália. Rogério Alves told the business paper last week that he confessed to having challenged Gesfimo's decision as "null and void", on the grounds that she "violated the powers of the general assembly in this regard. concerning the activity of the management company ". . Null and void, under the Civil Code, "it may be invoked at any time by any interested party and may be declared by the court of its own right".
Vanguard / Amorim's proposal is not high enough to be able to separate from the rest after liquidation of debt with CGD and other credits from the Fund, our sources said.
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