Menu
Close
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.
The transaction of TUI’s takeover of the Fortenova Group’s portfolio in Karisma Hotels Adriatic was concluded, after the approval of the concentration by the Market Competition Agency. In September last year, an agreement was reached between Fortenova Group and the world’s leading integrated tourism group TUI, as partners in the ownership of Karisma Hotels Adriatic (KHA), by which TUI takes over 33.3 percent of Fortenova Group’s share in the holding company that manages Hotels Kolocep, Hotels Zivogosce and Adriasense Zagreb. The total capacity includes three modern, refurbished four-star hotels with 589 rooms. KHA had almost 350,000 overnight stays in its facilities last year, and the guests were mostly from the United Kingdom, Germany, Scandinavia and France.
After completing due diligence process for the sale of the companies Ledo plus d.o.o., Ledo d.o.o. Čitluk and Frikom d.o.o., forming together with several smaller affiliated companies the Frozen Food Business Group, Fortenova Group d.d. (www.fortenova.hr) have decided to move forward to the next phase by entering into exclusive negotiations with Nomad Foods (www.nomadfoods.com).
“Nomad Foods is a company with outstanding investment and operational track record that has a clear focus on frozen foods segment in Europe. There is of course still a lot of work to do and a number of conditions that need to be fulfilled before coming to a final agreement, but we fully expect to be able to do this”, said James Pearson, Fortenova Group’s Chief Financial Officer.
“Multi-party due diligence process for the Frozen Food Business Group has been brought to a successful completion by our acceptance to continue negotiations exclusively with Nomad Foods, who have so far proved to be an extremely strong potential partner for our Frozen Food Business Group. Fortenova Group’s ultimate goal, over and above maximizing value, remains to be the conclusion of a transaction with a strategic partner who will make the maximum contribution to the further development of the Frozen Food Business Group 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. “This transaction is part of the process of the capital structure optimization that will enable the further development of the Fortenova Group. I expect the next phase of the Frozen Food Business Group sale process to be completed by the end of Q1 this year through the signing of a Sale and Purchase Agreement. If so, the transaction could be completed post receipt of regulatory approvals, as early as Summer 2021. We will continue to keep our people and the market informed of further developments in a timely manner”, concluded Peruško.
Following the recently announced acquisition of a 26 per cent stake in A.N.P. Energija held by Prosperus FGS, Fortenova grupa has now agreed to acquire a further 39 per cent shareholding in A.N.P. Energija held by Inspire Investments d.o.o.
Following the transactions with Prosperus and Inspire, Fortenova grupa will effectively wholly own A.N.P. Energia via a direct 65 per cent ownership along with a 35 per cent stake in A.N.P. Energija that it already owns via its wholly-owned subsidiary Agrokor Energija d.o.o.
A.N.P. Energija d.o.o. is the sole owner of Energija Gradec d.o.o., a company which operates five bio-fuel power plants in Slavonia and Central Croatia with installed capacity of 9.8MW, using biomass supplied by Fortenova Group’s agricultural companies to produce electricity from biogas.
The transactions will allow Fortenova Group to exit non-core investments and unlock significant value for Fortenova Group’s Agriculture segment by fully consolidating the Energija Gradec biogas power generation business.
In moments like this our strength lies in our togetherness. The whole of Croatia is on its feet, collecting help for the casualties.
All Fortenova Group companies have already collected the first intervention consignment with the most important food items in the first hours following the earthquake and sent trucks to Petrinja. Among others, Jamnica sent two trucks with over 40 pallets of water.
The humanitarian drive collecting help at Fortenova Group will continue in the days to come, based on a list of crucial supplies as provided by the Red Cross, with the participation, coordination and logistic support of Konzum and with the following Fortenova Group companies taking part as well: Belje, PIK Vrbovec, Zvijezda, Jamnica, Ledo, Roto, mStart, Agrolaguna, Roto dinamic and other Fortenova Group companies.
We herewith invite everyone who can and wants to, to join in and show those in need that we are there for them!
https://www.hck.hr/novosti/upute-za-donacije-i-pomoc-pogodjenima-potresom-u-petrinji-i-sisku/10649
Fortenova grupa d.d. entered into a definitive agreement with KHA četiri d.o.o., a Croatia-based hotel development company, to sell its 25% stake in KHA četiri to that company. In a separate transaction, Fortenova grupa d.d. agreed to acquire a 26% stake in A.N.P. Energija, held by the open venture capital investment fund with private placement – Prosperus FGS, thus gaining a controlling stake in the firm A.N.P. Energija.
A.N.P. Energija d.o.o. is the sole owner of Energija Gradec d.o.o., a company which operates five bio-fuel power plants in Slavonia and Central Croatia with installed capacity of 9.8MW, using biomass supplied by Fortenova Group’s agricultural companies to produce electricity from biogas.
These two transactions will allow Fortenova Group to exit this non-core hotel project and unlock significant value for Fortenova Group’s Agriculture segment by consolidating the Energija Gradec biogas power generation business.
“This provides another step forward in Fortenova Group’s strategy of divesting non core businesses and focusing on its core retail, food and agri divisions. With the consolidated holding in these bio fuel plants, Fortenova is not only investing in direct financial improvements but is also continuing to develop a more environmentally sustainable agri business model for the future.” – said James Pearson, Chief Financial Officer of Fortenova Group.
Fortenova Group and Springwater Capital (“SWC”) signed an agreement on the sale and purchase of Kompas d.d. Ljubljana and Kompas d.o.o. Poreč.
The Kompas network is one of the oldest and largest tour operators organising individual and group travel in the Adria region, and the region’s largest destination management company. In 2019, more than a million travellers used the wide range of the Kompas network’s tourist services, having realized over six million overnight stays.
SWC has a deep investment expertise in the tourism sector with investments in Spain, Portugal and Belgium: this includes Spain’s fourth largest company in the travel sector, as well as the largest travel agency network in Portugal.
“With this transaction Fortenova Group will largely complete the process of exiting its tourist investments that accounted for a significant part of our non-core business, which we have been successfully disposing of throughout the course of this year. We are very pleased to have found an excellent strategic partner for the Kompas network’s portfolio and employees, that has a very strong expertise and knowledge of tourist operations, and who will be looking to further invest and grow the business. As such I believe this transaction will have significant positive benefits to the existing business and employees who, on behalf of the Fortenova Board and Executive Directors, I would like to thank for all their hardwork and dedication in what has been an extremely challenging year in the tourism sector.
For Fortenova, as already communicated, exiting non-core investments enables us to focus on strengthening all the parameters of our core businesses – retail, food and agriculture, and streamline our organisational and management structures” – said James Pearson, Fortenova Group’s Chief Financial Officer.
The transaction will be formally closed following the approval of the concentration of SWC and Kompas by the Slovenian Market Competition Agency.
After receiving a number of non-binding offers for the acquisition of the companies Ledo plus, Ledo Čitluk and Frikom, forming together with several smaller affiliated companies the Frozen Food Business Group, Fortenova Group have decided to move forward to the next phase of the sales process by inviting a select number of bidders to start due diligence.
“The market test has confirmed that there is strong international interest among potential investors in our Frozen Food business. The qualified non-binding offers come from companies with outstanding investment and operational track record. We are glad that we will be entering due diligence process with some extremely strong potential partners”, said James Pearson, Fortenova Group’s Chief Financial Officer.
“Our ultimate goal, over and above maximising value, remains to be selection of a strategic partner who will make the maximum contribution to the further development of the Frozen Food Business Group. Even though we are entering the due diligence phase now, completion of the process still depends on finding the partner who will 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. “In order to proactively achieve our targeted capital structure via deleveraging the company, Fortenova Group is ready to dispose of only one segment of the core business, which potentially would be the Frozen Food Business Group. I expect the due diligence process to be completed by the end of this year and we will continue to keep our people and the market informed of further developments in a timely manner”, concluded Peruško.”
Belje plus, part of the Fortenova Group, and MEGGLE Croatia reached and signed an agreement on the purchase of the assets of the MEGGLE dairy in Osijek. By purchasing MEGGLE’s property and production line – with the intention to commence own production as of 1st January 2021 – Belje will preserve the long-standing tradition of milk production in that part of Slavonia.
With the start of the production in Osijek Belje will purchase a certain quantity of milk from MEGGLE’s present contractors, while the need for employees is still under review, with around 100 people expected to be employed.
Fortenova Group already accounts for around 10 per cent of the total milk quantity produced in Croatia, which is around 5 per cent of the local needs. Most of the milk produced at Belje is used for the production of ABC cheese, with its annual production currently at the level of 3,700 tonnes, while plans have been developed for the significant expansion of its portfolio.
“We are happy with the agreement reached and with having closed the sale of MEGGLE’s assets in Osijek, as well as with Belje’s decision to produce on that location following our withdrawal. After having made the final decision on closing down our production in Croatia, the MEGGLE Group has exerted maximum efforts to find a buyer for the assets in order for as many of our employees as possible to have new employment after 31st December and for our contractors not to have any standstill in the purchase of milk. Until the end of the year MEGGLE shall continue to restructure its operations, in accordance with the agreement reached with the trade unions, while meeting all the assumed obligations in time and in full”, said Marjan Vučak, President of the Management Board of MEGGLE Croatia.
“The MEGGLE Group is aware of how important it is to preserve the milk production in Osijek, which is why we had delayed our decision for as long as this was possible and we are glad that with the new owner it will be continued after all. Over all these years Meggle has been a socially sensitive and responsible employer and a reliable business partner. Having reached this agreement with Fortenova Group confirms that we have continued to behave that way in this restructuring process, too, and we shall keep operating according to the same principles going forward”, said Matthias Oettel, CEO of the MEGGLE Group.
“Fortenova Group has continuously worked on further improving the value and strengthening the portfolio of its brands. In order to utilise all potentials of ABC fresh cream cheese, which is one of the strongest regional brands and one of our strongest export products, Belje needs additional production capacities and MEGGLE’s withdrawal enabled us to secure them within short time. With the Osijek plant we have secured the prerequisites for the development of new products, made of local raw material, of premium quality and higher added value. With this move we shall continue to work on the preservation and further growth of the local agricultural production, which along with saving existing and opening new jobs is of great significance for Slavonia and the broader community. Fortenova Group views its operations in the long term and we are currently preparing the company for operations in the period following the crisis in order to have as strong as possible a lever for growth once the recovery starts, with this transaction to be entirely financed from our operations” – said Fabris Peruško, Chief Executive Officer of Fortenova Group.
“The acquisition of Meggle’s assets and the development of new products can be an additional encouragement to increase the quantities of milk produced and for small producers to invest in dairy cow farms in Croatia. This would certainly have a positive effect on the change of trends, after this year the long-lasting decline in milk quantities produced in Croatia has finally been stopped. The dairy industry is one of the major focus areas of the 2020-2025 strategy in Fortenova Group’s Agriculture Division, and the Belje food industry will be the platform on which the development in that segment will gain momentum” – says Andrej Dean, President of the Management Board of Belje.
The transaction will be carried out once all the required regulatory approvals are in place.
Fortenova Group and the world’s leading integrated tourism group TUI, one of the partners in the current ownership structure of Karisma Hotels Adriatic (KHA), achieved an agreement whereby TUI acquires the 33.3 per cent stake owned by Fortenova Group in this holding company, which manages the Koločep Hotels, the Živogošće Hotels and the company Adriasense Zagreb.
The total capacity includes three modern, refurbished four-star hotels with 589 rooms. KHA had almost 350,000 overnight stays in its facilities last year, and the guests were mostly from the United Kingdom, Germany, Scandinavia and France.
„As already communicated, Fortenova Group has a clear strategy of focusing on its core businesses in retail, food and agriculture and having an overall less complex group, which will enable it to generate better returns as we move forward. We have therefore been looking to find the right partners to take forward our businesses in the tourism sector. As one of our partners in the KHA ownership structure, TUI was the natural choice for the execution of this transaction, given that – apart from the fact that the group’s international tour operator business has brought the majority of guests to the hotels and camps – it also knows KHA’s operations and, even more importantly, has a clear vision for the future for this business, which is exceptionally important for us. ” – said James Pearson, Chief Financial Officer of Fortenova Group.
The transaction will be formally closed once the Market Competition Agency approves the concentration of KHA with TUI.