More profits, less debt and consolidated growth. What is this renewed Martifer that “attracted” Visabeira?
The metal structures company, which has the sub-concession for the Viana shipyards, where it guarantees the highest revenues, has managed to recover its results.
Martifer is about to welcome a new major shareholder to its core, which will shake up the balance of power in the Oliveira de Frades group. The entry of Visabeira, which announced a tripartite agreement with I’M, owned by the Martins brothers, and Mota-Engil, and had to proceed with a takeover bid for the capital that the three do not control, marks a new chapter in the company, with another major shareholder in the industry.
But who is this Martifer, where the Viseu industrial group wants to invest and that managed to turn the business around after being on the verge of bankruptcy?
Unlike Mota-Engil, which supported the company when it went through a turbulent period and helped to ‘clear’ losses by injecting several millions to cover accumulated losses, Visabeira is entering a company with a ‘lighter’ balance sheet, results that have been growing for several years and an order book of close to €700 million.
Debt reached €600 million
Martifer went public in mid-2007, buoyed by the euphoria that preceded the 2008 crash. An overly rapid and poorly assessed internationalisation strategy, impacted by various financial crises, accelerated the company’s debt, which reached €600 million, and led to seven years of negative net results, a period in which it accumulated €370 million in losses and reached negative equity.
The recovery of results took several years and involved an agreement with banks to restructure the debt, focused on disinvesting in non-core businesses and selling real estate assets, allowing the company to focus on its core business: the construction of metal structures.
Mário Ferreira as a client
With the group focused on reducing debt, shipbuilding gained greater relevance in the group’s revenue generation through West Sea, which manages the shipyards in Viana do Castelo, with Mário Ferreira being one of its main clients. Mystic Invest, the holding company of the owner of Douro Azul, builds its ships in Viana and has become, in the words of Carlos Martins, quoted by Jornal de Negócios, “the ‘cornerstone’ in the transformation of these shipyards into a world reference in the construction of medium-sized tourist ships”.
This process of recovery allowed the company to return to profit in 2017. A year later, the company changed its management. Pedro Duarte replaced Carlos Martins as CEO, while the latter became chairman, a choice made by the Martins brothers and Mota-Engil, the group’s shareholders.
Over the last few years, the company has focused on its three areas of activity – metal constructions, shipbuilding and renewables – and has managed to secure important contracts, particularly in shipbuilding at the Viana do Castelo shipyards, a segment in which it has been investing and winning new high-value contracts.
At the end of December 2024, Martifer signed a contract with the Portuguese State to build six Ocean Patrol Vessels, worth around €300 million. It also signed the largest individual contract for the construction of a luxury cruise ship for Japanese shipowner Ryobi Holdings (€103 million) and another for a hotel ship to be operated by Australian Pacific Touring (APT) on the Douro River, with capacity for 122 passengers and 38 crew members.
After returning to profit in 2017, the company has been improving its results and continuing its debt reduction strategy. Last year, Martifer posted a net profit of €23 million, an increase of 16.8% compared to the €19.7 million reported in 2023. This is the best result since 2009, when profits exceeded €107 million.
The order book in metal construction and shipbuilding stood at €695 million in 2024, down from €753 million reported a year earlier.
Debt ratio cannot exceed 25%
The group’s net debt continued its downward trend, falling by around €30 million compared to December 2023, from €8 million in that year to a negative €22 million. Gross debt fell from €91 million to €86 million, with the company expecting to continue reducing its debt in the coming years. According to the company’s projections, gross debt should fall to just over €70 million in 2028.
Visabeira Indústria wants to ensure that this trend continues without a hitch, otherwise the agreement to invest in Martifer’s capital could be scuppered. “The offeror expressly states that the decision to launch the offer was based on and assumed that, between the date of this preliminary announcement and the closing date of the offer, none of the following circumstances, among others, occurred or will occur, with a significant impact on the target company’s consolidated financial, economic and equity position”, said the statement sent to the Portuguese Securities Market Commission (CMVM) on Wednesday.
The list of conditions drawn up by Visabeira that could jeopardise the agreement includes, for example, the “entering into, binding or increasing any debt that could raise the net debt to EBITDA ratio above 25% compared to the net debt to EBITDA ratio stated in the target company’s results or financial information disclosure for the first half of 2025”; “an increase in the overall remuneration of the members of each of the bodies of the target company, or of companies that are in a controlling or group relationship with it, based in Portugal or abroad, for the years 2025 and subsequent years, to an amount higher than the overall remuneration of the members of the same bodies in the 2024 financial year, except for an annual increase not exceeding 5%”, or share issue and sale transactions.
