Air Europa closes the sale of 26% to Turkish for 300 million

  • Turkish Airlines acquires a 26% stake for 300 million through a convertible loan
  • Globalia maintains control with 54% and IAG retains 20% after investing 55 million
  • Early cancellation of the SEPI loan (475 million) and interest of 97,2 million
  • Operation subject to authorizations in Spain and the EU within 6-12 months

Corporate agreement between airlines

Air Europa has formalized the entry of Turkish Airlines in its capital with a stake close to 26%. by 300 millones de eurosa move that values ​​the company at approximately 1.175 million and puts an end to one of the most talked-about corporate processes in the Spanish airline sector.

The operation is implemented through a exchangeable loan which will be converted into shares after the relevant authorizations, and comes at a key moment: it allows Globalia's airline to liquidate the debt early. SEPI public funding, while maintaining shareholding control in Spain and incorporating an industrial partner with extensive scale and experience.

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What has been signed and how is it structured

The agreement provides for an injection of 300 million through a loan convertible into shares, the conversion of which will be executed once competition and foreign investment approvals are obtained. According to sources involved in the process, the scheme combines the subscription of new shares for approximately 275 million and the purchase of shares for about 25 million, maintaining the minority character of Turkish.

The entry of the new investor sets the Air Europa review around 1.175 millones de euros...above the amounts discussed in previous sales attempts. The Turkish airline, with a state stake of 49,12%.It participates as an industrial and financial partner, without aspiring to take control or exceed the ownership limits established for community airlines.

The company anticipates a schedule of 6 to 12 months To complete the conversion, a typical timeframe for transactions subject to European and national regulatory scrutiny. Meanwhile, funding is immediate, providing liquidity to achieve priority objectives, including accelerated debt reduction.

From an operational point of view, Turkish emphasizes that its presence seeks mutual value: greater connectivity, knowledge exchange and business opportunities, especially along the Spain-Latin America-Türkiye axis, without implying full integration.

Details of the investment agreement

Shareholding and decision-making power

Following the acquisition, Globalia will remain in charge with approximately 54%. of the capital; Turkish Airlines will take approximately 26%. and IAG will retain its 20%.To maintain this position, IAG has spent approximately 55 million through the purchase of shares from the Hidalgo family, reiterating that their presence is of a financial nature.

The Spanish airline anticipates that the new partner will be able to contribute a member to the board of directorsThis strengthens the industrial profile without altering Spanish control of the company. Under this scheme, Air Europa will continue to make business decisions autonomously from its hub in [location missing]. Madrid-Barajas.

The coexistence in the capital of two leading airline groups (IAG and Turkish), belonging to different global alliancesThis does not change the independent status of Air Europa, which continues to be linked to its own network and product strategy.

For the Government, maintaining the leadership of national capital and preserving the Spain-Latin America connections They are key pieces, an objective compatible with the entry of a non-EU partner in a minority position.

Airline shareholders

Destination of the money: public debt and financial costs

With the influx of capital and its own resources, Air Europa has Cancelled ordinary and participating loans granted by the SEPI for a total of 475 million, bringing forward by one year the agreed amortization schedule. The company had already paid off the bank loan guaranteed by the in May. ICO by 141 million.

The financial cost has not been insignificant: during the period of validity of the aid, the airline paid the State close to 97,2 million of euros in interest, equivalent to about 70.000 euros per day, which represents approximately an additional 20% on the borrowed capital.

The move fits with the public strategy of recovering the funds of PHASESEPI already estimates at around 1.425 million the accumulated returns (approx. 53% of what was deployed), while the outstanding balance continues with its schedule until 2026-2029 in other cases.

For Air Europa, closing this chapter allows them to concentrate on their growth plan and improving their financial structure, reducing the leverage and freeing up resources for fleet, product, and operational efficiency.

Fleet and air operations

Regulation and competition: what still needs to be approved

The transaction must go through the Foreign Investment Board (Jinvex) In Spain, this involves acquiring more than 10% of a company considered strategic, and is subject to scrutiny by the European Commission in matters of competition and foreign subsidies.

Specifically, it will be verified that the operation does not conflict with the Regulation (EU) 2022/2560 Regarding foreign subsidies that distort the internal market, the regulatory fit is perceived as favorable because it does not involve control or integration, and because regulations limit non-EU investors to holding more than 50% of EU airlines.

As background, the Council of Ministers vetoed the takeover bid for Talgo in 2024 for reasons of National securityBut in this case, the minority profile, the preservation of Spanish control, and the industrial focus reduce the expected frictions.

Operational plans and possible synergies

Air Europa currently operates around 57 aircraft (28 narrow-body and 29 long-range) and awaits the arrival of 18 Boeing 737 MAX...in addition to negotiating new long-haul orders. Turkish Airlines, with some 495 aircraftIt can facilitate preferential access to the fleet and better conditions with manufacturers and lessors.

Another lever is the maintenanceThe Spanish company plans to make the most of its hangar at Barajas (opened in 2024), while Turkish Airlines has shown a willingness to share knowledge and activity, creating a base in the western Mediterranean to service part of its fleet.

In a network, the common goal is to strengthen the bridge between Latin AmericaSpain and Türkiye, improving passenger and cargo connectivity without altering the leadership of each hub or the independence of management.

Recent timeline: from IAG to Turkish

The journey here began in 2019, when IAG agreed to buy Air Europa for 1.000 millionFollowing the pandemic, the price was revised to 500 million and, finally, the operation was withdrawn due to the demands of Law of the EU, which included route transfers and slotsThe exit meant that IAG had to pay compensation of 50 million to Globalia.

Then they explored the operation Lufthansa y Air France-KLMBut there was no agreement on price and control. The Hidalgo family, which wanted to retain a majority stake, accelerated talks with Turkish Airlines before the summer and accepted a binding offer, structured with a convertible loan to secure the deal. immediate liquidity while the approvals arrived.

With Turkish Airlines as a minority partner, Globalia at the helm, and IAG as a financial investor, Air Europa emerges from the bailout phase with its public debt paid off. stabilized shareholding and a plan to grow in fleet, maintenance and connectivity between Spain, Latin America and Türkiye, pending only the final regulatory approval.