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The key to the surprise Air Europa deal in Turkey was control

Turkish Airlines' surprising deal to buy a stake in Spanish airline Air Europa was largely due to the fact that it was willing to share control with Hidalgo's family, according to four sources.

This deal is a rare non-European airline's stake in Europe. Airlines are trying to consolidate Europe's fragmented markets and buy smaller struggling operators such as Scandinavia's SAS or Italy's ITA Airways.

Sources close to the deal have said that Air France-KLM, Lufthansa and others wanted more control over Air Europa. Turkish Airlines, with its deeper pockets and political support and a desire to expand globally, was willing to accept a smaller stake.

Turkish Airlines Chairman Ahmet Bolat announced on Wednesday that the airline had agreed to invest $300 million in convertible debt. This is equivalent to 25-27% of Air Europa.

The crux of the talks, previously unknown, is Turkish Airlines' willingness and ability to give up influence to get a foothold with Iberia. This opens up fast-growing and important routes to Latin America.

Sources familiar with the deal said that both Air France-KLM and Lufthansa demanded a "path to control" in a few short years, something the Hidalgos refused to do. Source: The Turkish deal "fit better", added the source.

Three other sources confirmed that the issue of controlling stake was the reason for both Air France-KLM & Lufthansa pulling out of the deal. Air Europa's estimated value of up to 1,2 billion euros was also deemed too high by one of the sources.

Lufthansa has not responded to a comment request.

A spokesperson for Air France-KLM said that the carrier pulled out of the deal because it could not reach an agreement with Air Europa's owners Globalia on certain key issues, without commenting if they wanted a majority share.

Javier Hidalgo of Globalia, the son Juan Jose Hidalgo's chairman, refused to comment on this story when contacted by.

Turkish Airlines' deal is unusual - non-European carriers rarely take stakes in European carriers. This is because European Union regulations prevent them from acquiring majority ownership of an EU airline.

Analysts and executives have said that Air Europa has always been a difficult case to navigate from a competition perspective, given British Airways' 20% ownership. The benefits for Turkish Airlines, however, are less about financial gains and more about geopolitics, connectivity and other factors.

Neil Glynn is an analyst with Alvarez and Marsal. He said that taking minority stakes can lead to a loss of control and a diminished ability to influence the strategy.

Air France-KLM, Lufthansa and other airlines balked at having to balance out so many controlling parties. IAG had previously attempted to buy out Air Europa, but the plan was scrapped last year due to regulatory concerns.

Business Strategy or State Plan?

Turkish Airlines touts the deal as a chance to expand into its two least penetrated markets, Iberia and Latin America, and link them with their hub-and-spoke system.

It also has political weight behind it. Turkish Transport Minister Abdulkadir Uraloglu, who appeared in Seville with the airline this week to promote the deal, said it would fit into a wider "strategy", to connect Turkey to the world.

Ahmed Bolat, Turkish Airlines' Ahmed Bolat, told reporters the decision was made as a matter of business even though the Turkish government had the firm's attention.

He said that "(Turkish listens and considers the strategies of the state, but its own strategies are developed privately."

The Turkish carrier faces few financial obstacles that could threaten its relatively small share. The forecast net debt-to-EBITDAR ratio of the group for 2025 is 1,60. This ratio is similar to Lufthansa or Air France KLM, even though they have weaker balances and less support from their governments.

Erdem Kayli is the research director for TEB Investment/BNP Paribas. $1 = 0.8448 euro (Reporting and editing by Adam Jourdan, Susan Fenton, Tim Hepher, Inti Landauro and Andres Gonzalez)

(source: Reuters)