The businessman from Cali Jaime Gilinski showed that he is willing to conclude his master move by presenting a Public Acquisition Offer for up to 32.5% of the shares of Grupo Argos, which if achieved would make him the owner of a third of the so-called Grupo Empresarial Antioqueño, that is, he himself would be part of the castling paisa.
This takeover bid was launched just three days following the Colombian Stock Exchange declared its third offer by Grupo Nutresa void. At that time, the refusal of those who have the majority shareholding in the food conglomerate left it blocked in its claim to control, although it already has the not inconsiderable participation of 30.8%. It is worth remembering that in the three takeover bids launched by Grupo Sura, it managed to accumulate 34.5% of its shares.
Now, in the offer for Argos, the Nugil company is willing to pay 4.08 dollars for each title, and expects to obtain between 26% and 32.5% of the infrastructure holding company.
Gilinski’s messages to the market have not been clear. Last November, when he had just launched the first takeover bid for Grupo Nutresa, he told EL COLOMBIANO that he had not thought of launching other offers for the other GEA companies, that he was only interested in the business. food; but he released the next one for Grupo Sura just a week later. Since then, market analysts have said that his real interest lies in the Bancolombia Group, which, as confirmed by the OPA booklets, he would like to merge with his bank, GNB Sudameris.
Which is not strange, since Gilinski is a banker, the second richest man in the country according to Forbes, and since the nineties he has had Bancolombia as a stone in his shoe, following having sold Banco de Colombia to BIC in a deal that considered unfair at the time and that it took years in the courts before ending in a settlement between the parties.
“The next round of offers will be for Bancolombia because that is the jewel in the crown, it is what he wants, and with the Abu Dhabi royal family’s fund behind him in the face of an economy and small companies like ours, the possibilities are given to achieve it”, noted analysts consulted by this newspaper.
The return to Bancolombia
Grupo Sura owns 46% of Bancolombia, so Gilinski must strengthen his position in that financial conglomerate if he really wants seats on the bank’s board.
Currently JGDB Holding has 34.5% of Sura and two members of the Board (Gabriel Gilinski and José Luis Suárez Parra), but Grupo Argos has 27.86%; Nutresa, 13.07%; Argos Cements, 6.08%; and the Grupo Argos Foundation, 2.29%. If he achieved his objective in Grupo Argos, he would be left with the direct vote on his portion of Sura, but he would also have an indirect influence on another 49.3% of the conglomerate, taking into account that in the other GEA companies he would have another figure close to one third share.
An alternative that the GEA companies would have, if they learned the lesson of the six previous takeover bids, is to have “shielded themselves” with the put option or put option contract. This mechanism would give them the right to sell a stake to a third party, and this transaction might be exercised at any time. The question today is whether the GEA companies, from the end of 2021 to date, have found a strategic partner to activate this protection mechanism once morest these hostile takeovers.
a billion dollar business
Under the conditions in which the takeover bid by Grupo Argos is proposed, the total amount of the transaction would be within the range between $2.83 billion and $3.53 billion, around US$698 million and US$872 million.
Economic researchers from Casa de Bolsa explained that Grupo Argos’ share price has faced upward pressure in the context of the three rounds of takeover bids launched by Gilinski for Sura and Nutresa, since November 2021.
Considering the TRM Market Representative Rate for the dollar in effect yesterday ($4,050.88), the offer price is $16,527, 22.06% higher than the last price of the stock recorded before the announcement of $13,540.
In addition, the offered price contemplates a premium of 9.9% once morest the average target value for the next 12 months of the Bloomberg market consensus, which is $15,027.
On the other hand, Casa de Bolsa analysts mentioned that although the negotiations of the species will remain suspended, until the publication of the OPA notices and the booklet, an upward impulse might be expected once the operations are reactivated.
thought years ago
Small shareholders of Grupo Sura who declared themselves harmed by the concurrent and consecutive takeover bids of Gilinski for shares of that company are contemplating today filing a group action once morest what these processes have triggered. In this context, they point out that the cascading offers that were made through the stock market ended up causing losses for those who accepted the first takeover bids.
“Somehow there was a fraud to the first sellers of the shares, to the extent that they negotiated without having all the information. Although there is an argument in the sense that no one forced them to sell, obviously with more details it would have been pertinent to wait for the best moment”, they explained, and insisted that there were no different offers, but sections of the same OPA.
They also noted that there is a blanket of doubts regarding the role played by the Government of President Iván Duque in these processes. “They (the Gilinski family) had been planning the operations for two years, and a year before they requested a procedure from the Superintendency of Industry and Commerce (SIC) to merge Grupo Sura with the company that is making these purchases (JGDB Holding and Nugil). They also asked the government to keep that request secret, which was accepted under the argument of protecting the public interest.”
In the opinion of the small investors, the government’s action might have interfered with the free development of the stock market by hiding Gilinski’s intention to purchase, since it prevented the species from obtaining a better price, which would have forced the offeror to raise his offer.
EL COLOMBIANO learned that JGDB Holding actually consulted the Superintendence of Industry and Commerce regarding the takeover bid for Sura since December 24, 2020, which shows how long Gilinski had been planning this business. The response of the superintendent Andrés Barreto was that following evaluating “in the terms exposed by the companies involved, it does not generate an undue restriction of competition, so it does not merit objection or conditioning.” But Sura and Nutresa only found out when the acquisition offers came out.
With what is demonstrated that Gilinski has been behind this business for years and that he has already analyzed all its edges: every time there is a movement in which it seems that the tycoon is going to lose, he already has his other calculated step, and he takes it.
