Destilerías Espronceda spins off its real estate arm to Joygaby1970

Destilerías Espronceda, S.L.U. has approved the partial spin-off of its real estate leasing business branch, consisting of five assets, in favor of the newly created company Joygaby1970, S.L. The operation, decided by the sole shareholder on October 7, 2026, is published in the Official Gazette of the Mercantile Registry (BORME) no. 197, dated October 13, 2026, under the official reference BORME-C-2026-5413.

The announcement is based on Article 10 of Royal Decree-Law 5/2023, of June 28, which transposes European directives regarding structural modifications of commercial companies (LME). The spin-off project was signed on October 5, 2026, by the administrative body of the spun-off company, and final approval was granted by the sole shareholder, who exercised the powers of the General Meeting of Shareholders.

The spun-off company is a sole-shareholder entity, therefore Article 9 of the LME is applicable. Furthermore, since the sole shareholder will be the direct owner of all the shares into which the capital of the beneficiary company is divided, the procedural and documentary simplification provided for in Article 71.1 of the LME applies.

Block transfer of five real estate assets

The spin-off involves the block transfer, by universal succession, of a part of the assets of Destilerías Espronceda, S.L.U. to Joygaby1970, S.L., the newly created beneficiary company. The segregated block is the real estate leasing business branch, consisting of five real estate assets dedicated to leasing, as detailed in the project.

As consideration, the sole shareholder of the spun-off company receives all the shares of the beneficiary company. The spun-off company maintains its registered office in Almendralejo (Badajoz).

Rights of shareholders and creditors

• Shareholders and creditors of the spun-off company have the right to obtain the full text of the agreements adopted, in accordance with Article 10 of the LME.
• The announcement is inserted in the Second Section of the BORME, dedicated to announcements and legal notices.
• The document incorporates the identifier A260043477-1 and is verifiable on the electronic office of the gazette.

Registry background of the spun-off company

• Destilerías Espronceda, S.L.U. is registered with the registry data T 219, F 47, S 8, H BA 11316.
• In June 2022, the cessation of Manuel Franganillo Laguia as sole administrator and the appointment of Antonio Franganillo Laguia were registered, along with a capital increase of 60,000.00 euros up to 132,120.00 euros.
• In September 2024, a new capital increase of 25,260.00 euros was registered, up to 157,380.00 euros.
• Afranla Financiera de Negocios, S.L., sole administrator of the spun-off company, was incorporated in July 2024 with its registered office at carretera de Sevilla, 16, in Almendralejo, and a capital of 393,450.00 euros.

Who signs the announcement

The announcement is signed by Antonio Franganillo Laguia, natural person representative of Afranla Financiera de Negocios, S.L., sole administrator of the spun-off company. The signature is dated in Almendralejo on October 7, 2026.

The publication thus concludes the publicity process of the corporate operation, which remains open for consultation by interested parties.

The operation separates the real estate business from the traditional distillation activity, a move that allows the leasehold assets to be isolated in an independent company and organizes the group’s structure before future corporate operations. For partners and creditors, the announcement opens the way to consult the full content of the agreements and exercise, where applicable, the rights recognized to them by the regulations on structural modifications.

Source: Official Gazette of the Mercantile Registry, no. 197, October 13, 2026, Second Section - Announcements and legal notices, page 6715 (official reference: BORME-C-2026-5413).