GAP Shareholders Bury The Hatchet

November 4, 2011

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Two key shareholding groups of GAP reached a deal that could end a legal battle for administrative control of the Mexican airport operator and strengthen their stance against Grupo Mexico's take over bid for the company.

Controladora Mexicana de Aeropuertos (CMA), made up of Mexican investors, and Aeropuertos Mexicanos del Pacifico, which include Spanish partners Aena Internacional and DCA, signed a letter to settle differences between them.

The two groups had been fighting for months over how board members are appointed and dividend payments, among others. Final terms of the agreement will be disclosed over the next few days, CMA said in a brief statement.

Despite their differences, the groups opposed Grupo Mexico's intention to buy more than 30 percent of GAP, which triggered a stock market law that requires the mining giant to bid for the entire company.

That counters GAP's internal bylaws that say no non-controlling shareholders can have a stake bigger than 10 percent. Grupo Mexico sued GAP to change those rules and GAP shot back with an appeal to stop the takeover.

Grupo Mexico has so far bought 30.2 percent of GAP's publicly-listed stock, according to the company's latest filing before the US Securities and Exchange Commission.

GAP shares are divided into B series, available on the market, and BB shares -- 15 percent of the company --- that are only held by controlling partners, included CMA, Aena and DCA, and not publicly traded.

With its latest purchase recorded last month, Grupo Mexico owns 25.7 percent of the entire GAP.

GAP operates 12 airports in Mexico, including the popular Pacific resort of Puerto Vallarta.