Amber seeks support to remove Javier Monzón at the Prisa Shareholders’ Meeting
The delicate balance of powers within the group’s Board of Directors leaves all possibilities up in the air.
The bottom Amber Capital -owner of 29.9% of the group’s capital Rush– prepares the penultimate assault to try to unseat the current non-executive president Javier Monzon. As confirmed invested the next step will be to try to force it out in the next general meeting of shareholders scheduled for next Monday, June 29, an occasion in which the shareholders must ratify its continuity within the Board of directors.
But it won’t be easy. Joseph Oughourian -representative of the fund- has been holding meetings for weeks to try to get the necessary support within the Council that will allow him to achieve Monzón’s departure and reach the Board with a firm proposal. In fact, his own Oughourlian is looking for substitutes and is even planning to call a Extraordinary Meeting later to appoint a new CEO.
In the investment fund they consider that the stage of Monsoon on the council has come to an end and that his arrival as substitute in the presidency of Juan Luis Cebrian has not achieved the desired effect. The last few months have been tough and the relationship between the president and the main shareholder of Rush has reached a dead end.
A dispute that paralyzes decision-making and adds more problems to the complex financial situation of the company. Amber thinks Monsoon is responsible for not being able to carry out the sale of important assets in Latin America and considers that the sale of Half CapitaHe has been a failure. In addition, they also believe that there is too much interference in the management of the CEO Manuel Mirat.
The straw that broke the camel’s back was the appointment of Javier Moreno as the new director of The countrya signing that he was not aware of until the last minute Board of directors and less Amber. Two years before the arrival of Soledad Gallego had the approval of all shareholders. Not this time.
Changes in ‘The Country’
Moreno’s profile -apparently signed by Monsoon– also generated uneasiness in Moncloa. Pedro Sánchez is very close and confidant of Joseph Oughourlian and the arrival of the new director has been interpreted as a nod to the old guard of the PSOE and the Philippism. In fact, the non-executive president of Prisa cultivates a friendship of many years with Felipe González.
With this rarefied political environment and with capital at odds, Prisa’s real problems have receded into the background. The project to increase capital is paralyzed, the renegotiation of the debt has not made much progress and the drop in the share has brought the company’s price to record lows. In this context, Amber believes that Monzón’s departure would restore peace to the company.
Will they get it? The sources consulted by this newspaper indicate that the balance of powers is so delicate at the moment that the continuity of Monzón is neither assured nor confirmed. The last precedent occurred a year ago when Amber tried to unseat Monzón after his indictment in the Punic operationalthough in the end he was unable to carry out his proposal.
Precisely, Monsoon managed to save itself thanks to the support of Spanish companies such as Santander or Telefonica that they considered that his accusation -he was subsequently dismissed- did not have sufficient weight and that it did not damage the reputation or violate the compliance from the publisher of The country and Cadena Ser.
Will he have this support in the new onslaught of Amber? It is the great unknown. Again the great asset of Monzón is Banco Santander. Although the financial entity has only 4.8% of the shares, it has influence in about 18% of the capital.
Shareholder positioning
The sons of Jesus of Polanco they have 7.6% through Rucandiumalthough they left their shares as collateral to Santander after they were financed in the last capital increase. Mexicans are in a similar situation. Carlos Fernandez with 4.03% and Roberto Alcantara with 5.2% of the capital.
Another ally of Monzón would be Charles Slim which has 4.3% through Carso. Slim is a close friend of Philip Gonzalez and share common interests in Spain and Latin America. Between all these shareholders they touch 26% of the capital and all of them would be inclined to keep Monsoon in charge.
Against it has Amber Capital with 29.8% to which should be added the support of investment funds that have no weight on the Board of Directors but that add up to more than 6% of the capital. vanguard has 1.6%, Melqart Asset Management owns 3.6% and polygonal has 1%. Amber plus the funds add up to 37% of the capital.
But there is still to be counted those who have not spoken out and probably will not do so until the edge of the Shareholders Meeting. HSBC which has 9% of the capital and on other occasions has voted together with Amber Capital. The Qatari Abdullah Al-Thani who owns 5.1% and who is being courted by both sides; Y Telephone than a 9% share. Unlike HSBC, Telefónica tends to be more in tune with the group’s core of Spanish companies.
Monsoon and Rush
“Everything will be decided a few minutes before the start of the Meeting”, say the sources consulted by Invertia. A turning point that could put an end to a short but turbulent career of Monsoon in a hurry. In October 2017, he ran as president to replace Cebrián, an appointment that failed and was aborted due to the reluctance of the company’s top executive.
In November and December of this year, Amber, Santander and Telefonica they reached an agreement supporting the departure of Cebrián and committing to subscribe to the capital increase. Santander was the placement bank, financed the extensions of the Polancos and helped other shareholders. In exchange, they secured the landing of the Monsoon as chairman of the Appointments Committee of the board of directors.
In February 2018 Javier Monzon he was named non-executive vice president of Prisa, still with the support of Amber. A meteoric career that he continued in December 2018 when he was appointed non-executive president, already with reluctance from Amber, but with the support of the rest of the company’s shareholders.