Vintae takes control ofBodegas Riojanas without takeover bid through court-approved restructuring

2026-07-27T10:23:00
Spain

Cuatrecasas advises on pioneering transaction to guarantee viability of historic winery through credit capitalization

Vintae takes control ofBodegas Riojanas without takeover bid through court-approved restructuring
July 27, 2026
Cuatrecasas has advised wine company Vintae (owner of other wineries including López de Haro and Matsu) on the design, negotiation, court approval and implementation of a restructuring plan that has enabled it to acquire a 90% stake in Bodegas Riojanas. This has completed a process that guarantees the viability and continuity of one of La Rioja’s century-old wineries.

The transaction marks a milestone in the Spanish corporate restructuring market, as it allows an industrial investor—in this case, a winery group—to acquire control of a listed company whose financial position jeopardized its continuity and whose insolvency proceedings were imminent.

Although the process began without the company’s support, Bodegas Riojanas and its subsidiaries, all affected financial creditors, and the shareholders involved ultimately backed the restructuring plan submitted for court approval. This broad consensus enabled Court No. 6 of the Civil Section of the Court of First Instance of Logroño to approve the plan on June 29, through a ruling that brings to an end a pioneering process in the Spanish restructuring market.

The acquisition of a controlling stake does not require the launch of a takeover bid for all the shares of Bodegas Riojanas, as it is carried out through the capitalization of credits within the framework of a court-approved restructuring plan, a scenario that constitutes one of the exceptions provided for in takeover bid regulations.

With the implementation of the corporate transactions included in the restructuring plan, the transaction has been completed and enters a final, more administrative phase.

Operational continuity

The restructuring has enabled the reduction of virtually all the financial debt of the Bodegas Riojanas Group, with Vintae capitalizing the credits acquired from the financial institutions (led by Banco Santander), following the example of the restructuring process of Rator Group, in which we acted as adviser to the financial institutions.

The transaction represents an investment of over €20 million by Vintae which, in addition to assuming payment of the credits owed to the financial institutions, will make available to Bodegas Riojanas a financing facility of up to €5 million to provide sufficient liquidity for this new stage.

Following completion of the process, Vintae incorporates Bodegas Riojanas, Bodegas Torreduero (Toro), Bodegas Viore (Rueda), and a 56% stake in Veiga Naúm (Rías Baixas), together with their production assets, vineyards, facilities, and commercial brands.

Throughout the transaction, Vintae received legal advice from a multidisciplinary Cuatrecasas team made up of lawyers Rosa Gual, Fedra Valencia, Julia Signes, Arnau Riera, Désirée Cazorla, and Paula Terrón from the Restructuring Group; and José Luis Rodríguez and Francisco Pérez-Crespo from the Corporate team. The financial creditors were advised by Gómez-Acebo & Pombo. VEST Partners Estrada acted as the restructuring expert in the process.

Beyond its impact on the parties involved, this transaction sets a particularly significant precedent for future corporate restructurings in Spain by demonstrating the effectiveness of the mechanisms provided for under current regulations to preserve viable companies.

Commenting on the plan, partner Rosa M. Gual said: “This transaction demonstrates the strength of pre-insolvency instruments in preserving our business fabric. Safeguarding a century-old winery requires not only an effective legal framework, but also investors with vision and courage, a rigorous legal design, and a multidisciplinary team capable of executing it with precision.”

July 27, 2026