In a wrangle over control, Fortenova Group, the Croatian food and beverage company, is being challenged over its plans to sell the business by shareholder SBK Art.
SBK Art has a stake of more than 40% in Fortenova after Dubai-based Saif Alketbi bought the holding from sanctioned Russian bank Sberbank in October.
Alketbi now wants to take over the food manufacturer and retailer, denying SBK Art is a proxy of Sberbank, which had been trying to sell its stake in Fortenova since Russia invaded Ukraine early last year.
However, Alketbi’s business is also sanctioned by the European Union. He claims the Russians no longer have any influence over the business – and by extension Fortenova – and he should be allowed to bid for the company.
Fortenova has been looking for a buyer for the business for several months but a lack of interest has seen it park those plans. Instead, it announced last week it is planning to sell off its agriculture division, which includes meat producer Belje and fruit-and-veg supplier PIK Vinkovci.
Yesterday (28 June), SBK Art announced a court in Amsterdam had found it “has the right to protect itself from disproportionate damage and claim compensation resulting from Fortenova’s attempted sale of Fortenova MidCo”, the Dutch holding company behind the group.
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But the court rejected an injunction sought by Alketbi to prevent any sale attempt.
Alketbi said he declared a “significant interest” in acquiring Fortenova Group MidCo “at a reasonable price” in a letter to investment bank Lazard earlier this month.
He said he aims to present Fortenova’s shareholders with a “viable, quality solution for the company’s future”.
On Tuesday (27 June), Fortenova announced new financing arrangements, saying 98% majority of shareholders who voted back its proposal to refinance an existing bond amounting to between €1.1bn ($1.19bn) and €1.2bn with its current majority creditor HPS Investment Partners.
Fortenova said that “after significant efforts to find financing with banks and bond markets”, it had decided to enter a new bridge-type financing deal for the period until 29 November 2024.
The company said the short-term maturity of the bond “opens the last opportunity for the group to find the solution for sanctioned entities to cease to be co-owners, which is a pre-requisite for it to be able to refinance again in that short period of time at the capital markets”.
Alongside Sberbank, fellow Russian bank VTBE is a co-owner of the business. Together the Russian banks hold, or held if Alketbi is right, a 49% stake in Fortenova.
Alketbi, who describes himself as Fortenova’s largest shareholder, said he is closely monitoring the company’s management’s next moves. He has pledged to take further legal action if management, together with Fortenova’s second-largest shareholder Open Pass, “try to resume attempts to impose a so-called alternative solution which would see the company’s most valuable assets effectively handed over to a single shareholder without any due process”.
Alketbi has also filed a legal claim to remove the European Union sanction on SBK Art.
Just Food has asked Fortenova to comment on Alketbi’s statement.
Fortenova, which has a portfolio ranging from meat and dairy to fresh produce and shelf-stable lines, owns brands including Zvijezda condiments and Jamnica soft drinks. It also owns the major Croatian food retailer Konzum.
It succeeded the collapsed Agrokor food business in 2019 and is one of Croatia’s largest employers with more than 45,000 staff.