The CNMV opens proceedings against Gotham for market manipulation and against Grifols for defects in its accounts

Grifols says the fine, which is not more than one million euros, is not material and will have no impact on its financial statements.

25 ()

The National Securities Market Commission (CNMV) has opened disciplinary proceedings against Gotham and General Industrial Partners (GIP) for market manipulation in Grifols shares and for failing to comply with the provisions of the Market Abuse Regulation in relation to investment recommendations, and against the Catalan company for defects in financial information and management reports.

In addition, the supervisory body has transferred to the Public Prosecutor’s Office all information regarding possible manipulative conduct by Gotham and GIP in case criminal action is taken for possible non-compliance with article 284 of the Criminal Code.

In the event that criminal proceedings are initiated, the administrative sanctioning procedure would be suspended until a final judicial ruling is issued.

This is what the CNMV has said after completing the investigation into Gotham’s actions and the analysis of the legality of Grifols’ information.

The CNMV has concluded that there are, on the one hand, well-founded indications of information manipulation in the operations of Gotham and GIP by introducing several “biased, false or misleading” elements in its report of January 9 and, on the other hand, a breach of the obligations relating to the objective presentation of investment recommendations.

Regarding Grifols, although it has been agreed to open a sanctioning procedure for the possible commission of infringements associated with the presentation of financial information with “inaccurate or untruthful data or that omits relevant aspects” that would affect the accounts for the years 2021, 2022 and 2023, the CNMV reiterates all the preliminary conclusions on its accounts that were transferred to the market on March 21.

According to the CNMV’s conclusions published last March, no evidence was found to allow the conclusion that the financial debt figure reflected by Grifols in its consolidated annual financial statements does not correspond to reality or that the consolidation of Haema and BPC was incorrect.

Furthermore, the supervisor then asserted that Grifols’ basic accounting figures were not incorrect, except for the accounting treatment of two specific transactions – Inmunotek and SRAAS – which were the subject of a separate explanation and restatement by the company in the first half of 2024.

In this regard, except for these two transactions, the bulk of the inaccuracies in Grifols’ financial statements refer to “incomplete explanations, lack of breakdowns, inadequate calculation or presentation of APMs or failure to include related-party transactions,” the CNMV stated in the report.

Given the sum of all these elements, the CNMV stressed that the deficiencies detected in Grifols’ regulated financial statements, although complex to assess individually and separately, as a whole should be considered “significant.”

Along these lines, the market supervisor has argued that, although they did not determine significant inaccuracies in the regulated accounting figures, they did “hinder in some years the ability of investors to properly understand the financial situation, results and cash flows of the issuer.”

GRIFOLS’ RESPONSE

Following the opening of the disciplinary proceedings, Grifols has indicated that the proposed sanction for the incidents indicated in the written conclusions reached by the CNMV on March 21 does not amount to more than one million euros.

Grifols believes that this sanction is not material and, therefore, will not have an impact on its financial statements, as reported to the National Securities Market Commission (CNMV) on Wednesday.

Likewise, the blood derivatives company has confirmed that in the document sent by the CNMV regarding the initiation of the administrative sanctioning procedure there are no new elements to those already reported and included in the written conclusions dated March 21, 2024.