But part of the airline’s restructuring plan also made it subject to contractual obligations under the Registration Rights Agreement (RRA), in which the company commits to various processes.
The first is to file a registration statement on Form 1 with the US Securities and Exchange Commission (SEC) no later than December 30, for the sale, resale and other types of distributions. of the titles that are in the hands of the current shareholders. This must be done in a “reasonably satisfactory” way for Apollo -the airline’s largest shareholder, with a 22.38% stake in its capital-, Delta Air Lines -with 20% of the shares, after reducing its stake from 49%- , as well as for most bondholders.
Filing of the initial registration statement may be deferred with the written consent of the holders who collectively own 57.5% of the company’s capital.
As part of this process, Aeroméxico’s Board of Directors called its shareholders to an extraordinary general meeting of shareholders for June 27 to determine the delisting of the BMV, and, if applicable, the approval of the National Commission Banking and Securities for the launch of a new public offer for the acquisition of shares (OPA) to repurchase its shares from the market.
Why the United States?
For analysts, Aeroméxico’s intention to leave the BMV and start trading on the US market is no coincidence, since it is the country of origin of the company’s two main shareholders, Apollo and Delta.
“There are important members in Aeroméxico’s share capital that mainly come from the United States, and that is why some of the issuer’s intentions would be to take these shares to the United States, possibly to be listed there,” explains Brian Rodríguez, Monex analyst Financial group.
The Registration Rights Agreement states that, once the company’s registration with the SEC has been approved and prior written notification, Aeroméxico’s shares will begin trading on the New York Stock Exchange (NYSE). in English) or on NASDAQ immediately. The holders of the majority of the registrable shares will determine whether the shares will be traded in the form of American Depositary Shares (ADS, a security available to companies with US equity participation) and on other terms.
Gerardo Copca, an analyst at Metanalisis, says that Aeroméxico’s exit would take place in a context in which other Mexican companies have decided to delist their shares from the BMV.
“Some companies say that the market does not value them fairly, that has happened with Bachoco and Lala, for example. On the part of Aeroméxico, it could be something like this, since its share reached almost 400 pesos (when the new shares were issued), but it fell quite sharply once the company was restructured,” says the specialist, referring to the current price of the shares. shares, which closed last Friday at 239 pesos per share.
While for the company a delisting from the BMV would not affect its financial restructuring, investors who have securities of the airline should be attentive to the price at which the shares are repurchased from the market, warns Rodríguez.
“After the takeover bid is considered, we will have to see at what level it comes out, remembering that the first one was made less than three months ago,” he said.
If he leaves, he could return to the BMV
Although listing in the United States seems to be the priority, Aeroméxico’s shares could return to the Mexican stock market, although shareholders will have the last word.
“After the new shares are listed on the market (…) the holders of the majority of the new outstanding shares will have the right to require the company to have the new shares listed on a Mexican stock exchange,” says the Agreement of Registration Rights.
This is even in line with what the BMV itself expects.
“Hopefully at some point I will return to the capital market. Aeroméxico also uses other products, so hopefully it will be temporary and the doors are open for its return,” José-Oriol Bosch, general director of the BMV, told the media last Friday.
If Aeroméxico decided to return, it could be listed on both the Mexican and US stock exchanges, something that other companies already do.
“It can be listed on both markets, as Pemex and other Mexican issuers currently do, which have ADRs (american depositary receiptstitles of foreign companies) in the United States”, concludes Copca.