In July this year Fortenova Group launched a special website http://nekretnine.fortenovagrupa.hr in Croatian and English with a large offer of non-core properties owned by the Group’s operating companies. This week the list of properties offered on the website has been extended by a number of new properties located all across Croatia. Along with numerous commercial properties and agricultural land listed on the website, there are now also residential properties such as attractive apartments in Mikulići and Bukovačka cesta in Zagreb, an apartment in Samobor, attractive building land located at Zagreb’s Šalata (between Voćarska and Jurkovićeva streets) in the total area of 3255m2, land for investment buildings in the industrial zone of Kukuljanovo (Rijeka) in the total area of 31274m2, the former mill building in the center of Križevci, the former pig breeding farm Sremac in Rokovci (Vinkovci) as well as other business premises and land for investment construction, agricultural purposes and other.
For each property offered for sale the website http://nekretnine.fortenovagrupa.hr features a detailed description of its condition and terms of sale together with the upset price, as well as instructions on how to make a bid for a specific property. In addition, for commercial facilities the open house date and time when the facility can be visited and viewed is defined in advance. Binding bids for the purchase of properties can be submitted by 20 December 2019.
The submitted bids have to be binding and contain the name of the natural person or company – legal person, their PIN (OIB), contact, proof of residence or registered seat of the bidder, the designation of the property (ID of the property that can be found with each advertisement, starting with the designation „AGNE-____“) for which the bidder submits a written bid, the offered amount of the purchase price in kuna which has to be higher than the stated upset price, proof of payment of the security deposit, IBAN for the possible repayment of the security deposit, the statement of the bidder on accepting the terms and conditions of the sale-purchase agreement, the signature of the bidder and the list of appendices enclosed to the bid. The bidders should deliver their written bid in a closed envelope to the address: FORTENOVA GRUPA d.d., Marijana Čavića 1, 10000 Zagreb, with the designation – „Bid for purchase of property – ID No. AGNE-_______, Group Real Estate Management Division“. All details related to the terms and conditions of sale can also be found at the following link: http://nekretnine.fortenovagrupa.hr/en/terms-and-conditions/.
Since launching the website of Fortenova Group properties for sale more than 1.2 million clicks and views have been recorded. In the period since the properties have been offered for sale potential buyers have shown keen interest and tours and viewings of commercial locations have already been realized. The list of properties for sale shall continue to be updated on a regular basis and the website will soon be supplemented with new content and new properties.
The programme devised by Fortenova Group and Selectio involves almost 100 Fortenova Group employees
Fortenova Group started the implementation of the Accelerate programme – the second group programme within the DRIVE Beyond Excellence project, developed to improve the knowledge and skills of Fortenova Group employees in the long term.
Following the commencement of education for the first generation within the Navigate programme, another 98 employees, recognized for their development and career advancement potential by assuming more responsible managerial positions within Fortenova Group and its operating companies, have entered the Accelerate programme.
Their education focuses on acquiring a number of new competencies and knowledge in various operational areas. The programme has been developed in cooperation with the Selectio Group, Croatia’s leading human resources consultancy.
Through eight modules the attendees will gain insight in the areas of finance, supply chains, sales, building customer relations or comprehensive project management, with particular emphasis on strengthening the skills in team leadership, recognizing specific personal traits of team members and encouraging their creativity, agility and inclination to thinking outside the box.
The education is intended to improve the students’ managerial skills and strengthen the overall level of employee competencies and efficiency by transfer of the acquired knowledge to their teams, thus contributing to the atmosphere of togetherness, collaboration and sharing, fostered by Fortenova Group in its work environment.
“Supporting the development of our employees’ professional competencies is in our common interest. Besides strengthening the employees’ personal potential and additionally motivating them in overcoming new business challenges, we herewith also significantly contribute to Fortenova Group’s more successful operations overall, which is particularly important in an environment that requires continuous adjustments and change management” – said Fabris Peruško, Fortenova Group’s Chief Executive Officer and Member of the Board of Directors at the kick-off of the Accelerate programme, while Aleksandar Zemunić, Director of the company Selectio, pointed out that they were delighted to be Fortenova Group’s partner in implementing such a comprehensive and ambitious development programme.
“We believe that with the expertise of our consultants and educators Fortenova Group employees will realize their potentials more easily and we are pleased to have the opportunity to support them on that journey” – he said on that occasion.
“Our goal is for the group skill development programmes within the scope of the DRIVE Beyond Excellence project to involve around 220 Fortenova Group and operating company employees in the first year and we are very happy that the first two generations of employees have already started their education as part of the project. We believe that securing the conditions for personal and professional growth and development is the strongest lever in strengthening the Group’s overall human resources and the best response to any business challenge” – said Gordana Fabris, Director of Fortenova Group’s Human Resources.
For the second year in a row, Fortenova Group is among the 20 best employers in Croatia, according to the results of the survey Employer of the First Choice, conducted by the MojPosao portal for the 17th year in a row. Fortenova Group was on this list for the first time only a year and a half since its inception, and this year it has further confirmed its place on the list of the best employers. The survey was conducted in late 2020 and early 2021, and 20,000 respondents participated.
Gordana Fabris, Director of Human Resources at Fortenova Group, emphasized on that occasion: “We are proud of this result. This research shows that despite the fact that we are a very young company that is simultaneously transforming and developing a new corporate culture, for the second year in a row we are also one of the most desirable employers. From the very beginning of its operations, Fortenova Group has always focused on the importance of employees, creating a quality work environment and improving reward conditions, all of which have contributed to our excellent results within this research. Today, Fortenova Group is the largest employer in the region with more than 50,000 employees. This represents a great responsibility for us in the upcoming period, in accordance with our values of excellence, to continuously work to be an even better and more desirable employer and improve all segments of human resource management … “
The aim of this research is to find out which employers on the Croatian labor market are the most attractive to the general public. The research is anonymous, based solely on respondents’ perceptions of companies and their free choice. It is in fact the respondents who ‘create’ the list of employers they would most like to work for, and reveal the reasons why these employers are considered the ‘most desirable’. In addition to Fortenova Group, this year’s list also includes other large Croatian companies such as dm-drogerie markt, Lidl, Müller store Zagreb, Rimac Automobili, Atlantic Grupa, HEP, Kaufland Croatia, PLIVA Croatia, INA, Infobip, Hrvatski Telekom, BIPA , Valamar, Zagreb Holding, Pevex, Coca-Cola HBC Croatia, Jadran – Galenski Laboratorij, Ericsson Nikola Tesla and A1 Croatia. The results of the research show that, unlike last year, when harmonious relations in the workplace were the most important factor in evaluating the degree of attractiveness of a particular employer, this year the most “crucial” votes went to job security (40%). Harmonious relations in the workplace (for 39% of respondents this is a crucial reason for attractiveness) are ranked second, while in third place, just like last year, is the social responsibility of the employer (36%).
As part of the improvement programme for the knowledge and skills of its employees entitled DRIVE Beyond Excellence, in partnership with the experts from the COTRUGLI Business School Fortenova Group has developed the Navigate programme, intended to strengthen the professional competencies of Fortenova Group employees in order for them to also significantly contribute to meeting Fortenova Group’s strategic goals by investing in their own development and to deal with new business challenges with ease.
The first generation of Navigate programme attendees comprises 35 employees of Fortenova Group and its operating companies. Over the course of the 14 months of the education programme they will go through seven thematic units providing them with the opportunity to strengthen their leadership skills, ponder possible improvements at their respective companies, acquire new, practical organizational knowledge and through all of that additionally mobilize their teams and organizations. An integral part of the programme is also a concrete project from Fortenova Group’s operations, where the students will work under the sponsorship of one of Fortenova Group’s Executive Directors.
In order to adjust the entire programme as much as possible to the Fortenova Group environment and the projects taking place at the operating companies, the content of the DRIVE programme for future attendees will be designed based on the feedback, proposals and ideas of the attendees from previous generations. Therefore the students of the first DRIVE programme generation will also be ambassadors of sorts for the programme.
On the occasion of the DRIVE Beyond Excellence education programme kick-off Fabris Peruško, Fortenova Group’s Chief Executive Officer and Member of the Board of Directors, said: “It is our wish to be not only the largest, but also the most desirable employer in the region and hence we consider this significant investment in the expansion of our employees’ knowledge, that we have just started, to be one of the key elements in achieving that goal. I personally believe that building a systematic support that will provide talents with the possibility of personal growth and development is also of particular importance in the perception of the company as employer and in accomplishing all our business objectives. A structured approach to improving human resources will create new values for the Group and contribute to creating togetherness, which is extremely important for Fortenova Group to meet its ambitious business goals.”
“Being the educational partner in this significant project is a particular pleasure for us and we are looking forward to realizing all the objectives set. The trust placed in us motivates us, in accordance with the School’s mission, to encourage students to pursue a continuous development in order to set an example and introduce positive changes and thus contribute to the development of their organization and the society as a whole” – said Zoran Đorđević, Partner and Programme Director of COTRUGLI Business School.
In 2020 Fortenova Group performed well despite the adverse effect of the COVID-19 pandemic, which impacted April – December of 2020 business operations. The COVID-19 impact was particularly felt in Croatia given the size of tourism in the country. The Group maintained or even increased its market shares in a number of key product categories, realized several key strategic projects and due to the implemented preventive measures, alleviated the impact of the crisis and increased its cash liquidity by HRK ~350 million, to an amount of HRK 2 billion at year end.
Those were the basic features of the 2020 operations highlighted in the presentation of the 2020 results held for Fortenova Group’s DR holders.
Fortenova Group’s total consolidated revenue from continuing operations for the year amounted to HRK 21 billion, while the total consolidated adjusted EBITDA amounted to HRK 1.3 billion.
Compared to the 2019 pro forma consolidated results of Fortenova Group, net of the results of the discontinued operations Kompas Ljubljana, Kompas Poreč and the entire Kompas network for both periods, Fortenova Group’s total consolidated revenue was 11.7 per cent lower, while on the thus adjusted basis consolidated EBITDA was 30.1 per cent lower. The announced 2020 results are net of Mercator, which will be integrated into Fortenova Group in 2021.
“The COVID-19 pandemic left a trail on everything, including the operating results of our companies. It had the strongest negative effect on those companies that are closely related to the tourist industry and the HORECA channel. Also, the markets where the tourist season has a strong impact on the GDP, such as Croatia and Montenegro, were hit more severely. Serbia, for example, has not felt the consequences of the weak tourist season, but the market was faced with all the other consequences of the pandemic. Nevertheless, our companies successfully met and even outperformed their 2020 plans, which had been corrected last year in view of the pandemic and envisaged lower results than those in 2019” – said Fabris Peruško, Chief Executive Officer of Fortenova Group and Member of the Board of Directors, commenting on the 2020 results.
Comparing the non-consolidated results of core businesses including 16 companies in the retail, food and agriculture divisions of Fortenova Group with their 2019 performance, the 2020 non-consolidated total revenues in the amount of HRK 23 billion were six per cent lower, while EBITDA in the amount of HRK 1,6 billion was 16.8 per cent lower.
The pandemic had the strongest negative effect on the operations of the Food Division companies that are directly linked to the HORECA channel and the consumption during the tourist season, as well as the Retail and Wholesale Division. Consequently, both their non-consolidated revenues and EBITDA were lower than in the year before. Non-consolidated total revenue of the Food Division was nine per cent lower than in 2019, while the non-consolidated revenue of Retail decreased by five per cent. The non-consolidated revenue of the Agriculture Division was only one per cent lower compared to 2019.
The non-consolidated EBITDA of Food was 12.5 per cent lower compared to the 2019 performance, while in Retail the drop amounted to 6.5 per cent. Due to the negative impact of the major drop in pig prices in Q4/2020, the drop in cattle prices and lower yields of agricultural crops, EBITDA in Agriculture was lower by 56.8 per cent compared to the year before.
Nevertheless, both Dijamant and Frikom also performed strongly as they not only gained share but benefitted from increased consumption in Serbia with COVID-19 restrictions limiting travel from the country. Also, despite the lack of tourists, Konzum was on a like-for-like basis able to keep its 2020 retail sales above 2019 by 0,3 per cent, as it performed well in manging its supply chain and benefited from its store format and on-line offer.
“As Konzum generates around 40 per cent of its total revenues and around 70 per cent of its annual EBITDA in the four months from June to September, the results achieved in 2020 are excellent, indeed. Looking at the entire Fortenova Group, the overall negative effect of the pandemic and non-cash foreign exchange losses could unfortunately not be compensated, but given the projects that we have initiated, we expect a performance improvement already in 2021. A refinancing of Fortenova Group’s debt at more favourable conditions is planned to take place in the period of the next two years and will additionally strengthen the company’s financial position” said James Pearson, Fortenova Group’s Executive Director for Finance.
“We are satisfied with the 2020 operating performance due to, among other things, the implementation of a number of measures intended to alleviate the negative effects of the pandemic, as well as additional improvements achieved in our business operations and cost control. In spite of the crisis caused by the pandemic, by exerting exceptional efforts and with increased costs related to the health preservation of our people and to securing an uninterrupted supply chain for the market under the conditions of the crisis, we were able to realize several development projects, too. Last year we acquired the assets of Meggle’s Osijek-based dairy plant and have now recently launched the new Kravica Kraljica dairy brand. Furthermore, Jamnica’s investments in development resulted in the launch of the new product Botanica last year, and of Barts – the first alcoholic sparkling water in Croatia – this year, which is now building distribution. Further new product launches, upgrades and improvements will be appearing from our other food businesses as we go through this year and complete the development work done in 2020.
Looking ahead, two major projects that will positively affect our results in 2021, are the divestment of the Frozen Food Business and the integration of Mercator. We are also hoping that this year’s tourist season will be better than last year’s, ahead of a full tourist season returning in 2022. What cannot be seen directly in these results, is the engagement of all our employees in making the business run smoothly under the crisis circumstances and in meeting all plans set. I would like to sincerely thank all Fortenova Group employees for that, as it really made an impact.
Through 2020 and already in 2021 Fortenova management team has delivered on a number of key projects specifically managing the impact of COVID-19, completing the transfer of Mercator and fixing its capital structure through the sale of the Frozen business, which puts the Group into a fundamentally stronger position going forward.” – Fabris Peruško said.
Today 69.57 per cent of shares of Poslovni sistem Mercator have been transferred from Agrokor d.d. to Fortenova Group, whereby Mercator has become an integral part of the Retail Division of Fortenova Group, which now owns 88.1 per cent of Mercator shares. The transfer of Mercator shares was simultaneous with the refinancing by Fortenova Group of the debt that Mercator had with 55 banks, in the total amount of EUR 385 million. In cooperation with its creditors, HPS Partners and VTB, Fortenova Group has secured the required funds to entirely replace Mercator’s aforementioned debt and thus ensured seamless transfer of ownership of Mercator from a bankrupt to a stable company with a consolidated ownership and creditor structure. As of today, Fortenova Group’s retail network consists of around two and a half thousand Mercator and Konzum points of sale with a total of 39 thousand employees working on five markets in the region, with a population of almost 20 million people.
Agrokor had acquired Mercator shares in 2014, but until today Mercator was not operationally integrated into the business of its owner. “As of today Fortenova Group is proud owner of Mercator, decided in the intention to be the best owner that Mercator has ever had. This is a new beginning that opens up a number of new possibilities for all of us. Fortenova Group’s new, optimized capital structure provides for stability and the ability for strong investments in our companies going forward to drive their future growth. With Mercator within Fortenova Group we are consolidating the region’s largest retail network, increasing the stability of the supply chain, jobs and tax revenues of the countries in which we operate as well as opening new opportunities and continuing to support the growth of local suppliers” – said Fabris Peruško, Fortenova Group’s Chief Executive Officer and Member of the Board of Directors. Peruško pointed out that following the integration of Mercator and the divestment of the Frozen Food Business, with over 50 thousand employees Fortenova Group will be the region’s largest employer, generating approximately EUR 5 billion in revenue, operating profits of more than EUR 270 million and planning for this year, in spite of the continued pandemic, to realize more than EUR 125 million of capital expenditures.
“Today’s closing of the additional financing to enable the Mercator transfer is fully in line with our strategic financial plans. We have made great progress over the last few weeks in delivering on our plans not only with this refinance arrangement but also with the Frozen divestment, other non-core sales and with a very strong Q1 business performance. At the heart of this has been a multinational, multi-location team that has been completing a really large amount of work and they deserve huge credit for all that has been achieved” – commented James Pearson, Fortenova Group’s Chief Financial Officer.
Siegfried Ganshorn, Fortenova Group’s Executive Director of Retail, called the transfer of Mercator to Fortenova Group “one of the most important days in the history of Mercator, Konzum and Fortenova Group”. “To be where we are today would not have been possible without our people, the professional management, the support and help of our suppliers and all other partners and stakeholders that we trust. Our joint efforts will enable us to utilize our full potential to the benefit of our customers” – Ganshorn said. As the crucial parts of Fortenova Group’s retail development strategy he singled out the operational excellence, the clear differentiation against competitors, the continuous improvement of the business’s position and increase in market share, the flexibility of microlocations and the true multichannel experience. “The foundation and the key factor that will enable us to realize that is the developed digital transformation strategy, due to which our significant investments will be into digital development and e-commerce, intended to drive growth in all countries” – Ganshorn concluded.
“Mercator today is not only a retailer, but much more. It is a platform connecting employees, customers and suppliers, that has successfully developed numerous new sales concepts. The employees’ knowledge, efforts, experience, abilities and sense of belonging are the creators of Mercator’s success. Being a company that cooperates with over three thousand suppliers and realizes purchases worth EUR 1.2 billion a year from local and regional partners, this merger provides a great business opportunity for the long-term development of their brands” – said Tomislav Čizmić, President of the Management Board of Mercator. In his words, along with the continued accelerated digitalization and the development of digital multichannel platforms, Mercator’s priorities in consolidating Fortenova Group’s retail are the strengthening of the store network and the development of a modern logistics infrastructure.
“Over the last two years since the Settlement Plan implementation and the successful financial restructuring of the overleveraged Agrokor, Fortenova Group was able to achieve a high operational performance, as reflected in increased operating profits by around EUR 100 million in the period from 2017 to 2019, as well as in a cash flow improvement of almost EUR 100 million during 2020, in spite of the negative effects of the COVID-19 pandemic on the operations. Fortenova Group has also strengthened its capital structure and improved its financial position, with the leverage ratio reduced from seven to around four times, as expected to be achieved by the end of this year. Hence, after a long period of uncertainty, today Fortenova Group is a financially stable company that is beyond any doubt capable of growth and that will, with its development strategy and by realizing its priorities, also preserve existing and open new jobs. I therefore wish all our colleagues from Mercator a warm welcome to the large community of Fortenova Group’s hard working and talented employees. I also look forward to continuing the cooperation with our key partners, small and large, local and global suppliers and to our common further growth” – concluded Fabris Peruško, Fortenova Group’s Chief Executive Officer and Member of the Board of Directors.
On Tuesday, 30th March 2021, the process of transferring the shares of Poslovni sistem Mercator to Fortenova Group has started. The shares held by Sberbank in Poslovni sistem Mercator were swapped for shares in Fortenova Group and thus 18.53 percent of Mercator shares were transferred to Fortenova Group.
“Yesterday’s commencement of the Mercator share transfer to Fortenova Group and the divestment of the Frozen Food Business Area concluded on Monday are part of Fortenova Group’s portfolio optimization intended to strengthen and consolidate the capital structure and key areas in which Fortenova Group is market leader. Once the Mercator share transfer to Fortenova Group is completed, together with Mercator Fortenova Group will be the indisputable regional market leader in retail, with significant capacity for investments and further growth” – said Fabris Peruško commenting on the commencement of the Mercator share transfer procedure.
Peruško also pointed out that in the year of the pandemic Fortenova Group companies have been key in securing the provision of supplies for customers on the markets of their operation, also due to thousands of large and small, local and international suppliers that Fortenova Group companies have had long-standing and stable business relations with.
“The forthcoming integration of Mercator with Fortenova Group’s retail is a great opportunity for all key suppliers” – Peruško emphasized, adding on the report of the Slovenian Extraordinary Commissioner at Mercator published on Wednesday which has confirmed full compliance of Mercator’s operations with the Slovenian Lex Mercator. The Report points out that Mercator has offered its strategic suppliers in Slovenia to sign long-term cooperation agreements, signed by all those who have found their business interest in such agreements.
Fortenova Group d.d. and Nomad Foods Limited have signed a Sale and Purchase Agreement (SPA) for the Frozen Food Business Group (FFBG) consisting of Ledo plus d.o.o., Ledo Čitluk d.o.o. and Frikom d.o.o. alongside several smaller affiliated companies.
The value of the transaction is EUR 615 million, on a debt-free, cash-free basis, with completion planned for Q3 2021. Upon completion, Nomad Foods will become the owner of FFBG which comprises a leading European frozen food portfolio of iconic local brands with strong consumer awareness in Croatia, Serbia, Bosnia & Herzegovina and several other countries in South East Europe (SEE). With more than half a century of tradition, the FFBG is the largest producer and distributors of ice cream and frozen foods in its respective markets.
“This is a transformational transaction for Fortenova Group with all the funds to be used to deleverage the Group and deliver a Fortenova Group that is, after many years, financially strong and able to fully invest in all its businesses”, said James Pearson, Fortenova Group’s Chief Financial Officer.
“Our Frozen Food Business Group is the market leader in the region where we operate, and I am glad that we have achieved our main goal in its sales process. The goal was, over and above maximizing value, to conclude this transaction with a strategic partner who will make the maximum contribution to further the development of FFBG and recognize the full value and potential of this business and its people”, said Fabris Peruško, Fortenova Group’s Chief Executive Officer and member of the Board of Directors. “With completion of this transaction we will fulfil a key prerequisite for the capital structure optimization that will enable strong investment in our businesses and drive their future growth. I am very thankful to all people in the Frozen Food Group and in the Fortenova Group who have worked very hard over the past six months to make this happen. Knowing that our Frozen Food is going to be in very good hands, we are looking forward to cooperating with Nomad Foods as an important future business partner in this region”, concluded Peruško.
Completion of the transaction is subject to regulatory approvals in the applicable markets as well as Fortenova Group’s shareholders’ approval. Fortenova Group’s Board of Directors, consisting also from representatives of majority shareholders, has unanimously supported signing of the SPA with Nomad Foods.
Fortenova Group was advised on this transaction by Akin Gump Strauss Hauer & Feld LLP, Bogdanović, Dolički & Partners Law Firm, Citigroup Global Markets Europe AG, Isailović & Partners Law Firm, KPMG Croatia, Marić & Co Law Firm and VTB Bank (Europe) SE.
Konzum, Jamnica and PIK Vrbovec become official sponsors to HNS
The Croatian Football Association (Hrvatski nogometni savez – HNS) and Fortenova Group have joined forces and thus one of Southeast Europe’s largest companies has become sponsor to HNS and the current Vice World Champions
Fortenova Group has thus become General Sponsor to the Croatian Football Association, while three companies from its portfolio – Konzum, Jamnica and PIK Vrbovec will be official sponsors to the HNS. The Sponsorship Agreement for the next four years was signed by Davor Šuker, President of HNS and Fabris Peruško, Chief Executive Officer of Fortenova Group, as well as Zoran Mitreski, Dario Šalić and Slaven Ružić, Heads of Konzum, Jamnica and PIK Vrbovec, respectively. Pursuant to the Agreement, Jana becomes the official water of the national football team and of HNS.
“We are proud to be the General Sponsor of the Croatian Football Association for the years to come. The national football team is one of the symbols of Croatia and one of the world’s best ranking national teams, with numerous sporting successes. Success and excellence are the very values that Fortenova Group as one of the leading companies in Southeast Europe is guided by. At the same time, as Croatia’s strong and recognizable brands, our operating companies Konzum, Jamnica and PIK Vrbovec have become official sponsors to The Ardent (‘Vatreni’), yet another strong Croatian brand and an important promotor of Croatia worldwide.
It is my particular pleasure that this sponsorship also includes the socially responsible project of building ten football fields in different parts of Croatia. Thus we shall, together with HNS, encourage the youngest population to engage in sports and make an important contribution to the local communities in which we operate. I wish HNS and The Ardent lots of new sporting successes and medals and particularly look forward to rooting at the European Football Championship matches, as well as at the 2022 World Championship” – said Fabris Peruško, Chief Executive Officer of Fortenova Group.
Fortenova Group is one of the region’s leading companies and one of its largest employers, operating in three core businesses: retail, food and agriculture. In all of its core businesses and in most of the countries of its operations, Fortenova Group is a strong market competitor with a large portfolio of brands in leading market positions.
“I am proud that we have signed the agreement with one of the most important companies in this part of Europe, which confirms our commitment to seeking the best partners for the Croatian football. Just as football is the flagship of Croatian sports, Fortenova Group and its companies are key for the Croatian economy and it seems only natural to me for us to be strong partners. I would like to thank Mr. Peruško and the heads of Fortenova Group companies for having recognized the international value of our football and I am convinced that this cooperation will bring lots of benefits, successes and victories to both sides, on the green field and beyond” – said Davor Šuker, President of HNS.
At the Meeting of Holders of Depositary Receipts issued by Fortenova Group STAK Stichting, held today in the Netherlands, the shareholders have voted in favour of all the decisions proposed, among others those regarding the consolidation of Fortenova Group’s operations related to the transfer of shares of Poslovni sistem Mercator from Agrokor to Fortenova Group. Thus Fortenova Group has received approval to extend the existing financial arrangement with HPS Partners and VTB Bank by the amount of not more than EUR 390 million, to be used as a loan from Fortenova Group to Mercator intended to refinance Mercator’s bank debt.
The shareholders have also adopted the decision to swap the shares held by Sberbank in Mercator for Fortenova Group shares, whereby the 18.53 per cent of Mercator shares owned by Sberbank shall be transferred to Fortenova Group. At the same time, with this swap Sberbank’s share in Fortenova Group’s ownership rises to 44 per cent.
Given that on 5th March 2021 the Competition Protection Commission of the Republic of Serbia approved the intention of Fortenova Group to acquire control over the company Poslovni sistem Mercator d.d., Ljubljana on the market of the Republic of Serbia, all the remaining key prerequisites for the soon to be effected transfer of shares of Poslovni sistem Mercator to Fortenova Group have been met.
„I would like to thank the shareholders who have recognized the importance of the proposed decisions for the future of Fortenova Group and with their votes provided support for the realization of plans intended to strengthen our operations and affirm our position as the largest employer in South and Southeast Europe. With this shareholder decisions and last week’s approval of the Serbian regulator there are no formal obstacles any more for Mercator to become part of Fortenova Group by the end of this month. There work ahead of us now is related to closing arrangements and contracts to put the decisions of the Assembly into practice. In the previous period we have prepared the detailed steps that will now be operationalized and whereby we shall, as already announced on several occasions, proceed with consolidating the company on several levels – in intragroup ownership, Group crediting and last but not least in retail across the region. We will thus finally be able to start using all the synergic benefits and strengthen our positions in retail on all markets. The transfer of Mercator is also the conclusion of all remaining obligations from the creditors’ Settlement Plan, marking, to my personal satisfaction, the successful closing of the Extraordinary Administration Procedure at Agrokor after exactly four years” – said Fabris Peruško, Member of the Board of Directors and CEO of Fortenova Group.
Regarding other important decisions adopted at the Assembly, the shareholders approved the appointment of Roman Goltsov, Daniel Gusev and Damir Spudić as non-executive members of Fortenova Group’s Board of Directors.
Roman Goltsov is currently Senior Managing Director, Head of the Structured Finance division within the Corporate Lending Department of Sberbank. In this role he directly leads execution teams for various complex restructuring, project finance and acquisition finance transactions. Along with the financial expertise, he is also an expert in oil and gas operations, having spent much of his career on projects in this sector around the world.
Daniel Gusev is managing partner in Gauss Ventures, a European-US Venture Capital firm. He is a seasoned entrepreneur in financial services innovations, having lead product development projects in fintech startup firms and worked as consultant and head of numerous design-driven projects in financial institutions.
Damir Spudić is Member of the Management Board and CFO of Energia naturalis (ENNA) and CFO at ENNA Group, responsible for planning, implementing, managing and running all finance activities. He is also Member of the Supervisory Board of Pevex d.d. and Luka Ploče d.d. and participated in the financial stabilization and successful restructuring of Petrokemija d.d. He joined ENNA Group in 2012.
With the appointment of the new Members to the Board of Directors, the resignation of Miodrag Borojević from the position as Non-Executive Member of the Board of Directors has become effective and hence his obligations in other governing bodies of individual Fortenova Group operating companies have ceased as well.
On 5 March 2021, the Commission for Protection of Competition of the Republic of Serbia approved the intention of Fortenova Group to acquire control over the company Poslovni sistem Mercator d.d., Ljubljana also on the Serbian market.
With this decision of the Serbian Commission, Fortenova Group has fully met the regulatory prerequisites of obtaining approval for the concentration with Mercator from the competent national regulatory authorities for the protection of market competition in all required territories – Serbia, Bosnia and Herzegovina, Montenegro and Northern Macedonia. At the same time, with the concentration approval issued by the European Commission, this prerequisite has been met for the entire EU territory.
“With this decision another formal obstacle has been removed for the realization of Mercator’s transfer to Fortenova Group. We expect the transfer of shares from Agrokor to Fortenova Group to happen by the end of March 2021 which will enable us to start consolidate and further develop our regional retail network” – said Fabris Peruško, Chief Executive Officer of Fortenova Group, commenting on the decision of the Serbian Commission.
At the Depositary Receipt Holders’ Meeting of Fortenova Group, convened for Friday, 12th March 2021, the shareholders will vote on several decisions important for the business consolidation of Fortenova Group, the largest private employer in Croatia and several countries of the region and one of the largest private companies of South and Southeast Europe. The key decisions to be made by the shareholders are related to the transfer of shares of Poslovni sistem Mercator from Agrokor to Fortenova Group and if adopted, these decisions will provide Fortenova Group with the approval to extend the existing financial arrangement with HPS Partners and VTB Bank by the amount of up to EUR 390 million, to be used as a loan from Fortenova Group to Mercator for the purpose of refinancing Mercator’s bank debt.
The shareholders will also decide on swapping the shares held in Mercator by Sberbank for shares in Fortenova Group. Should the share swap be approved, 18.53% of Mercator shares owned by Sberbank will be transferred to Fortenova Group. At the same time, with that swap Sberbank’s ownership share in Fortenova Group would increase to 44 per cent. With the adoption and realization of these decisions and upon receiving regulatory approval for the concentration of Mercator and Fortenova Group on the market of Serbia, all key prerequisites pending for the soon to be realized transfer of shares of Poslovni sistem Mercator to Fortenova Group would be met.
Besides the decisions related to Mercator, the shareholders will also decide on strengthening Fortenova Group’s Board of Directors which, provided the proposal is accepted and adopted, will comprise three new non-executive members – Roman Goltsov, Daniel Gusev and Damir Spudić, experts with extensive international experience whose qualities, knowledge and professional expertise could significantly contribute to the achievement of Fortenova Group’s business goals. At the same time, with the vote on the appointment of new BoD Members, the resignation of Mr. Miodrag Borojević from his position as Non-Executive Member of the BoD shall become effective.
“We would like to thank Mr. Borojević for his contribution to the work of the Board of Directors over the last two years and wish him success in his further professional career” – said Maksim Poletaev, Chairman of Fortenova Group’s Board of Directors. With the adoption of the decision on the appointment of new members Mr. Borojević shall cease to be Member of the BoD and his obligations in the governing bodies of individual Group companies shall cease therewith as well.
“The Assembly ahead of us is very important, as the shareholders will vote on decisions important for our operations in various aspects. First of all, by adopting the proposed decisions related to Mercator the last remaining elements of the Settlement Plan among Agrokor’s creditors shall be met. I am personally particularly pleased that this will formally close all obligations arising from the Settlement Plan, exactly three years after I accepted the challenge of running the Extraordinary Administration Procedure of Agrokor under complex circumstances. With the adoption and delivery of the Assembly’s decisions the ownership within the Group will be consolidated, the new financing will consolidate the credit position as well and therewith we will meet all prerequisites for the consolidation of our retail operations across the region and the strengthening of our position in that industry. Provided that the shareholders adopt the proposed decisions next Friday, I believe that the transfer of Mercator shares will be closed by the end of the month”, said Fabris Peruško, Member of the Board of Directors and Chief Executive Officer of Fortenova Group.
Fortenova Group has formally completed the sale of Kompas Group to Springwater Capital after fulfilling all regulatory and administrative conditions.
The Kompas Group is the leading travel company in the region with presence in fifteen countries. Kompas is also one of the oldest and largest tour operators in the Adriatic region. Headquartered in Slovenia and Croatia and founded in 1951, Kompas is the leading tour operator in the region, integrated with a network of DMCs in the main European cities focused on escorted tours and Adriatic cruises wholesaling. The company is also involved in retail and online travel agency (OTA), Meetings, Incentives, Conference and Events (MICE) and Business Travel Centre (BTC) segments.