European Event-Driven Analyst

Jesus Rodriguez Aguilar

Event-Driven

Grupo Catalana Occidente Sa / Event-Driven

Grupo Catalana Occidente, S.A., through subsidiaries, offers insurance.  The Company offers life, accident, health, automobile, marine, freight, and fire insurance.

<ul>
<li>Inocsa secures ~98% of <a href="https://www.smartkarma.com/entities/grupo-catalana-occidente-sa" target="_blank" data-smartkarma-citation="entities:21272:1" rel="noopener">Grupo Catalana Occidente Sa (GCO SM)</a> after 94.27% acceptance, completing the take-private process and removing any remaining deal risk.</li>
<li>With Spain’s 90/90 thresholds exceeded, a squeeze-out at €49.75 is now available, leaving minimal optionality for remaining minorities.</li>
<li>GCO trades just below terms as liquidity evaporates; the spread has closed and the trade moves to passive cash settlement mid-December.</li>
</ul>


Inocsa secures ~98% of Grupo Catalana Occidente Sa (GCO SM) after 94.27% acceptance, completing the take-private process and removing any remaining deal risk.
With Spain’s 90/90 thresholds exceeded, a squeeze-out at €49.75 is now available, leaving minimal optionality for remaining minorities.
GCO trades just below terms as liquidity evaporates; the spread has closed and the trade moves to passive cash settlement mid-December.


Inocsa Secures 98% of Catalana Occidente; Squeeze-Out Now in Play

Vivendi SE provides culture, entertainment, media, and communication services. The Company specializes in audiovisual and cinema, communications, magazines, gaming, live performance, and distribution platform activities. Vivendi serves customers worldwide.

<ul>
<li>Holdco dispersion persists: GBL simplifies and strengthens liquidity yet trades at –30.5%; Industrivärden and Investor remain unusually tight; Heineken Holding stable in its post-Covid range.</li>
<li>Porsche SE’s ~30% discount aligns with “no-liability” scenarios, while Rio Tinto’s DLC premium stays structurally elevated, leaving convergence trades dependent on governance catalysts rather than statistical mean reversion.</li>
<li>Vivendi’s discount widened to 42% on legal timing noise; AMF logic unchanged. Optionality rebuilt, making Vivendi the most asymmetric setup in the current holdco universe.</li>
</ul>


Holdco dispersion persists: GBL simplifies and strengthens liquidity yet trades at –30.5%; Industrivärden and Investor remain unusually tight; Heineken Holding stable in its post-Covid range.
Porsche SE’s ~30% discount aligns with “no-liability” scenarios, while Rio Tinto’s DLC premium stays structurally elevated, leaving convergence trades dependent on governance catalysts rather than statistical mean reversion.
Vivendi’s discount widened to 42% on legal timing noise; AMF logic unchanged. Optionality rebuilt, making Vivendi the most asymmetric setup in the current holdco universe.


Selected European HoldCos and DLC: November 2025 Report

Zegona Communications plc is an investment company. The Company buys and sells businesses in the European Telecommunications, Media and Technology (''TMT'') sectors.

<ul>
<li>Zegona has unlocked €1.8bn via fiber monetization, enabling a €1.6bn capital return and transforming its balance sheet with 69% share count reduction and lower leverage.</li>
<li>Trading at ~6.7x EBITDAaL, Zegona offers embedded upside through strategic rerating or a control premium from Telefónica or MasOrange, both reportedly exploring bids.</li>
<li>Post-Buyback, per-share economics improve dramatically, with lower debt, rising EBITDA, and potential for further upside via fiber JVs or a formal takeover process.</li>
</ul>


Zegona has unlocked €1.8bn via fiber monetization, enabling a €1.6bn capital return and transforming its balance sheet with 69% share count reduction and lower leverage.
Trading at ~6.7x EBITDAaL, Zegona offers embedded upside through strategic rerating or a control premium from Telefónica or MasOrange, both reportedly exploring bids.
Post-Buyback, per-share economics improve dramatically, with lower debt, rising EBITDA, and potential for further upside via fiber JVs or a formal takeover process.


Zegona Communications: From Turnaround to Capital Return Vehicle with M&A Optionality

Aedas Homes S.A.U. operates as a real estate developer. The Company designs homes and residential projects, as well as provides development of plots of land. Aedas Homes serves property sector in Spain.

<ul>
<li>CNMV approves Neinor’s €21.335 voluntary OPA; minorities unlikely to tender, making the mandatory €24 offer the highest-probability exit with minimal regulatory risk.</li>
<li>Aedas trades at €23.65, pricing a near-certain €24 outcome. Remaining 1.48% spread offers a high-certainty, mid–single-digit annualized IRR driven primarily by timing, not deal completion.</li>
<li>Key tail event is a &gt;90% acceptance squeeze-out at €21.335, but probability remains extremely low. Most realistic path is a mandatory €24 OPA settling mid–February 2026.</li>
</ul>


CNMV approves Neinor’s €21.335 voluntary OPA; minorities unlikely to tender, making the mandatory €24 offer the highest-probability exit with minimal regulatory risk.
Aedas trades at €23.65, pricing a near-certain €24 outcome. Remaining 1.48% spread offers a high-certainty, mid–single-digit annualized IRR driven primarily by timing, not deal completion.
Key tail event is a &gt;90% acceptance squeeze-out at €21.335, but probability remains extremely low. Most realistic path is a mandatory €24 OPA settling mid–February 2026.


CNMV Clears Neinor’s OPA; Mandatory €24 Offer for Aedas Minorities Now Base Case

Ercros SA is an industrial company focused on the manufacture and sale of chemical and pharmaceutical products. It is listed on the Spanish Stock Exchange.  The company is divided  into three areas of activity: a business strategic unit, the intermediate chemicals division, and the pharmaceuticals division. Ecros serves clients worldwide.

<ul>
<li>Spain’s Ministry of Economy has validated the CNMC’s conditional approval of Bondalti’s €3.505/share bid, removing all regulatory risk and shifting the focus entirely to CNMV processing, acceptance, and deal execution.</li>
<li>Ercros’s deteriorating fundamentals and thin liquidity heighten shareholder-acceptance uncertainty; ~75% tender is required, while prior minority opposition and elevated trough-cycle multiples complicate the risk-reward despite regulatory de-risking.</li>
<li>With shares at €3.30, the spread has compressed to ~6%, offering a short-dated carry trade with a 45–55% annualised IRR if settlement occurs by February 2026, versus a €2.56 break.</li>
</ul>


Spain’s Ministry of Economy has validated the CNMC’s conditional approval of Bondalti’s €3.505/share bid, removing all regulatory risk and shifting the focus entirely to CNMV processing, acceptance, and deal execution.
Ercros’s deteriorating fundamentals and thin liquidity heighten shareholder-acceptance uncertainty; ~75% tender is required, while prior minority opposition and elevated trough-cycle multiples complicate the risk-reward despite regulatory de-risking.
With shares at €3.30, the spread has compressed to ~6%, offering a short-dated carry trade with a 45–55% annualised IRR if settlement occurs by February 2026, versus a €2.56 break.


Bondalti-Ercros: From Regulatory Clearance to Shareholder Countdown

Jesús is an Insight Provider (Event-driven) on the Smartkarma network, where he looks across sectors at opportunities arising from securities mispricing (both credit and equity), share classes, bid announcements, prospective bids, and special situations. He has served as Economic and Business Advisor at the Spanish Congress in Madrid. Prior to that, he has worked in the City of London: as a Credit Analyst at Bloomberg; Event-driven associate at former boutique European Research; and doubled as Special Situations and Equity-linked VP (convertible bonds) at Merrill Lynch. Jesús has an MBA from the London Business School, a BA (Hons.) degree in Economics from the Complutense University in Madrid, and a BA (Hons.) in Law from U.N.E.D., also in Madrid.