Neinor Homes has announced a fully backed €1.07 billion tender offer to acquire 100% of AEDAS Homes, executing what the company calls a “bold play” to consolidate leadership in Europe’s most dynamic housing market. Castlelake, which owns 79% of AEDAS, has signed an irrevocable agreement to sell its entire stake at €24.485 per share, providing strong deal visibility and execution certainty for the transaction expected to close in Q4 2025.
The acquisition represents a strategic opportunity for Neinor to acquire a premium portfolio comprising approximately 20,200 homes located across Spain’s most dynamic regions, with 50% concentrated in Madrid. The portfolio offers high execution certainty with 13,809 homes under production, 9,049 either under construction or completed, and 3,700 already pre-sold for €1.7 billion in future revenues. The deal has been conservatively underwritten at a 30% NAV discount, targeting a +20% IRR and 1.8x multiple on invested capital.
The transaction is backed by €1.25 billion in committed capital through a new SPV fully owned by Neinor, including €500 million in equity supported by cash and a capital raise fully underwritten by the company’s largest shareholders, plus €750 million through senior secured notes fully subscribed by Apollo-managed funds. This structure ensures Neinor maintains a conservative 20-30% loan-to-value ratio while limiting the company’s liability to its committed capital.
The highly accretive transaction will drive €150 million in earnings uplift over 2025-27, representing a 40% increase versus the Strategic Plan target and approximately 25% growth in earnings per share. Following the acquisition, Neinor has upgraded its shareholder return target to approximately €850 million by 2027, a 44% increase, with dividend per share rising from €7.1 to €9.4. The combined entity will emerge as Spain’s largest and most diversified residential developer with capacity to build and develop 43,200 homes.
“This is a once-in-a-cycle opportunity to reshape the Spanish residential market,” said Borja García-Egotxeaga, Neinor Homes’ CEO. “The combination of two best-in-class platforms comes at a pivotal moment – capitalizing on optimal market conditions and positioning Neinor as the go-to platform for institutional investors seeking exposure to the strong fundamentals of Spain’s housing sector.” Jordi Argemi, Deputy CEO and CFO, added: “This is pure value creation. We’ve acquired over €3 billion in high-quality assets at attractive prices across three landmark M&A deals – Quabit, Habitat and now AEDAS. This transaction alone adds €450 million in earnings potential, is fully funded, and delivers a +20% IRR.”
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*Offer ends on Friday, 7th February.
