More than six months have passed since the Public Acquisition Offers (OPA) for Nutresa and Sura were launched, a period in which Gonzalo Pérez Rojas, president of Grupo de Inversiones Suramericana (Grupo Sura), had to remain silent by virtue of the rule of passivity, since any manifestation on his part would have been interpreted as an interference with the processes carried out by the Gilinski Group through the Colombian Stock Exchange (BVC).
48 hours after the third takeover bid for Nutresa shares was completed, the businessman agreed to speak with EL COLOMBIANO to explain details of what this season has meant for the holding financial institution, considered the parent company of the so-called Grupo Empresarial Antioqueño (GEA).
Precisely, the execution of the takeover bids introduced new partners, the Gilinski family, to the castling or stock exchange that the Sura, Argos and Nutresa groups have supported for more than 40 years, and in the case of Sura it allowed it to become the main shareholder by hold 34.5% of the property.
Despite how unusual it was for the Colombian stock market to hold consecutive and recurring offers by two of the most important companies in the country, they continued the normal development of their businesses.
This is how Grupo Sura closed 2021 with a 19% increase in revenues totaling COP 24.8 billion and posting, as of March 2022, a record figure of COP 1.75 billion in consolidated net income for the last 12 months (see To know more).
At the end of 2022, the Paisa conglomerate projects that the consolidated net income will grow between 10% and 15% compared to 2021, reaching a figure between $1.67 billion and $1.75 billion.
Additionally, it estimates that it will receive $1.1 trillion in dividends this year, after approving the distribution of profits at the shareholders’ meetings of their respective investments.
With the period of concurrent and consecutive takeover bids for shares of Sura and Nutresa launched by the Gilinski Group having ended and the passivity rule that prevented it from giving statements having been lifted, how do you sum up the last six months?
“We respect the rule of passivity more than by legal obligation, we did so due to the principle of transparency with everyone, both bidders and shareholders, but what they have done in the last six months is that we concentrate on continuing to operate the companies so that everyone You will see that they continue to grow. So the best we can do as administrators was to continue managing the companies to have the results that, for example, we reported for the first quarter of this year”.
Some time ago one of the presentations that the Sura Group began to make was that of a company with great strengths in risk management, in that line, did you not see the possibility of offers like the ones launched by the Gilinski Group coming?
“Of course, but we must bear in mind that we are a public limited company that was born registered in the stock market and that means that we are subject every day to new investors entering and others leaving. So, being public limited companies, we are subject to offers like the ones we have seen since November. There, what we did and will continue to do is prepare ourselves with a corporate governance, which is recognized with the highest ratings of the Dow Jones Sustainability Index, and this guarantees one hundred percent of shareholders and investors and society that our dynamics are transparent, equitable and of respect. It was the best way to prepare ourselves and to make someone in London or New York know that being in a public company like ours is going to have all the guarantees”.
At this time, efforts have been announced to obtain strategic partners for the companies that are the object of the takeover bids, Nutresa and Sura. What progress is there?
“We have a long history of strategic partners, and that is how at the end of last year we celebrated with German investors the 20 years that Munich Re has been an ally of Suramericana. In the 1990s, this group of companies brought in investments from Sodexo, Brinks or Makro, which means that contrary to what is thought that we are a group very focused on this department, we have always had relationships with international companies and that has been part of the dynamics. We will continue like this, obviously each board of directors, including the current one, has to make the respective considerations and see what is best or not for all shareholders. We are investment managers and here all the time we have to be looking for the possibility of income from strategic partners or new businesses”.
Knowing the takeover bids by Sura and Nutresa, you indicated the procedures and procedures before different instances such as the Financial Superintendence to review the legality and implications of these offers, what responses did you receive and were you satisfied with these explanations?
“Within our fiduciary duty, the board of directors and the administration, we made some observations that at the time we considered we should make. In the response, it seemed to the Superintendence that this action was within the rules and regulations, but we are in that process which I consider to be quite natural in relations with institutions”.
With the share recompositions in Sura and Nutresa after the Gilinski Group offers, what is the future of the castling or share crossover of the GEA companies?
“That crossing has had many evolutions. Some 30 years ago a study came out pointing out that this was almost unintelligible, but today it is something that everyone knows. This stock crossing has several purposes that are important. First, it is a tool with clear objectives, including a long-term vision that allows us to be long-term partners or shareholders, and this has enabled us to be leading companies in the country and in Latin America, in insurance, banking or in asset management (asset Management). Second, it is the importance of sharing a philosophy or a way of doing business and a corporate governance that enables the movement of companies that are part of the castling in an ecosystem of companies with international standards. Thirdly, it is the clear commitment to society and here it is important to highlight how in situations such as the pandemic it is transcendental for the country to have its own industries generating employment and developing human talent. Another key aspect, which is prudent to clarify, is that we are separate companies with their own corporate governance, autonomous and each with its own board of directors and independent and relevant shareholders in the different markets. So this stock exchange is not an end, it is a means with which we seek to create value for all shareholders, we have done that and today we have a company with $26 billion in revenues in Latin America, which compared to other firms with the same years in the region is a sample to highlight. Obviously, like everything else, this has to evolve and we will always be attentive to this, ensuring that the objectives pursued by this crossover of shares generate value for shareholders and society”.
What do you contemplate in a possible bid scenario for other GEA companies, such as Grupo Argos or Bancolombia?
“Any. We are totally oblivious to these kinds of possibilities.”
What happened to the share buyback announcements?
“The repurchase program has an approval of $300,000 million until March 2023, we had been developing it reaching $55,000 million as of November of the previous year, and now there are different market conditions. The reacquisition must be compared with the float of the market shares, because suddenly what we are doing is harming all our shareholders by lowering or reducing that float”.
In the case of Grupo Argos, which did not accept the third takeover bids for Nutresa and Sura, it was reported that Jaime Gilinski would file lawsuits against the members of the Argos board of directors. Have you been notified of any proceedings against you?
“No, we have no notice of any lawsuit.”
What do you respond to the criticism that points out that you have not made sufficient efforts to increase the value of the shares, and that these have risen in price on the stock market in the heat of the OPA?
“We will always welcome feedback and criticism. Here it is necessary to note that one thing is the value of the share and quite another is the value of the company. Companies have evolved and it is enough to look at the evolution of their assets in recent years. We will always be attentive to criticism, which is sometimes more useful than praise. I believe that there are data that are important to emphasize, among them that in the last 20 years we have distributed $5 billion in dividends and in the 77 years of existence of the company we have not stopped distributing those dividends among the shareholders”.
Do you think that the government of President Iván Duque influenced in favor of the Gilinski Group so that it could carry out the takeover bids?
“No sir. In that aspect, any consideration is speculation.
How is the relationship with the suspended mayor of Medellín, Daniel Quintero?
“We have some differences with the elected mayor that are big, deep and some annotations that we do not share, but we always respect the institutional framework.”
Facing the electoral process in Colombia, what is the expectation of Grupo Sura?
“What corresponds to all of us is a profound respect for democracy and institutions. We must also contribute with our knowledge and our efforts to help the country move forward. There are some reforms that have been pending for many years, such as pension, health, labor, justice, and the capital market. Regardless of who begins their mandate on August 7, what we intend with the knowledge we have is to be valid interlocutors”.
During the presidential campaign, various approaches have been heard from the candidates about what a pension reform should be. What should be the modifications or adjustments to the system from the perspective of Grupo Sura?
“The possibility of retiring in this country must be viable from a sustainable, fiscal and individual point of view. We are in favor of several things and we continue to insist that the competition between the average premium regime and individual savings does not make any sense, since we are almost the only country that has that model. We believe that the multiplicity of pillars from the savings point of view is fundamental, and to guarantee that all Colombians have a fiscally sustainable retirement system. This has some conditions that we all recognize, but it is good to remember them: the population bonus or greater life expectancy, the return on assets and formality, which is the great path that all Latin American countries must travel, because informality is a social and fiscal cost. If 100% of Colombians were in a formal market, the possibilities of more decent pensions would be different, and the health conditions would be different and better”.