has announced on 9 July 2024 that its Dutch top holding company, Fortenova Group TopCo B.V., has successfully completed the transformation of its ownership structure.

Upon completion and following a subscription process in which all non-sanctioned and non-Russian or Belarusian persons were entitled to participate in Iter BidCo B.V. on the same terms as Open Pass, Open Pass has become the majority equity holder with a 93.78% stake in Iter BidCo B.V. Over 80 minority equity holders have decided to participate in the new ownership structure and together hold a 6.22% stake.

[6] On 10 April 2017, to prevent the collapse of the Agrokor system due to illiquidity and over-indebtedness as well as the consequences on the economies of Croatia and other countries in Southeast Europe, the Extraordinary Administration Procedure was activated pursuant to the Act on Extraordinary Administration Procedures in Companies of Systemic Importance for the Republic of Croatia.

[13] According to the choice made by readers of the Večernji list, the refinancing of the roll-up loan at Fortenova Group was the commercial event of the year 2019 in Croatia.

Thus, Fabris Peruško, Chief Executive Officer of Fortenova Group, received the award presented for the second time in a row, and on that occasion, he pointed out that the nomination itself was an honour for the company.

[14] Over four years of its operations, Fortenova Group has become a financially healthy company that has cut its leverage in half compared to the period when it was founded.

In September 2019, Javna agencija agencija za varstvo konkurence, or Public Competition Agency (of Slovenia) (AVK), passed a non-final ruling imposing a fine of €53.9 million due to failure to file the concentration of the company Costella, acquired by Ivica Todorić, i.e. Agrokor AG from Switzerland, back in 2016.

This in fact constituted an expropriation of private property of Agrokor d.d., whereby the Mercator shares were temporarily seized without any court decision and with no valid legal justification.

[20] In June, with its judgment dated 1 June 2020, the court Okrajno sodišče of Ljubljana altered the decision of the Competition Agency of the Republic of Slovenia on the amount of the fine imposed on Agrokor for not having filed the acquisition of the company Costella with the Agency for assessment at a time when Ivica Todorić managed the company and was its owner.

The importance of closing that arrangement lies in the fact that entirely new investors from the international market, who had not taken part in financing the Extraordinary Administration, recognized Fortenova Group's potential and the company has been provided with medium-term stability as well as the prerequisites for its long-term sustainability, growth, and development.

In 2021 Fortennova Group was able to secure the required funds with the same partners and entirely refinance Mercator's €385 million debt,[25] while another refinancing would follow in the third stage of the credit consolidation in 2022.

Negotiations with potential investors interested in acquiring the share from SBK ART, the company through which Sberbank holds its 42.5 percent stake in Fortenova Group, were the most advanced with the Croatian pension funds.

Given that this transaction was not realized within the deadline set by the sanction measures, Sberbank unilaterally undertook a purported divestment of its ownership share.

The purported acquisition of the company SBK ART, however, proved to be – and Croatia submitted evidence to corroborate that – an attempt to breach the sanctions in force in the European Union and the UK.

2022/2475 of 16 December 2022, that forms part of the ninth package of sanctions for legal persons and individuals related to Russia and the Russian aggression on Ukraine, the EU Council has upon proposal of the Republic of Croatia included the company SBK ART, through which Sberbank of Russia holds 42.5 percent ownership shares in Fortenova Group, on the sanctions list.

[28] With the acceptance of evidence that "Sberbank has retained effective control over SBK ART notwithstanding the purported transfer of its shares to a businessman in the United Arab Emirates" and with SBK ART now included on the sanctions list, everything related to that company is subject to the Council Regulation concerning restrictive measures in respect of actions undermining or threatening the territorial integrity, sovereignty and independence of Ukraine, and any breach of those sanctions entails criminal liability for any citizens of EU member states and the UK who may have taken part in it.

In particular, the Court of Appeals in Amsterdam passed a judgment in December 2022 according to which SBK ART as a sanctioned company had no voting rights whatsoever at the Shareholders' Meetings of Fortenova Group STAK Stitching and was not allowed to participate in the Shareholders', i.e. the Depositary Receipt Holders' Meetings of Fortenova Group.

The judgment of another Dutch court from September 2022, whereby SBK ART was allowed to partly exercise their voting rights on some topics after the company SBK ART had lodged an appeal with the Dutch court that they were not allowed to participate in shareholders' meetings and exercise their voting rights, has since been dismissed.

has announced on 9 July 2024 that its Dutch top holding company, Fortenova Group TopCo B.V., has successfully completed the transformation of its ownership structure.

Upon completion and following a subscription process in which all non-sanctioned and non-Russian or Belarusian persons were entitled to participate in Iter BidCo B.V. on the same terms as Open Pass, Open Pass has become the majority equity holder with a 93.78% stake in Iter BidCo B.V. Over 80 minority equity holders have decided to participate in the new ownership structure and together hold a 6.22% stake.

[6] By signing a Share Transfer Agreement, Fortenova Group and Podravka concluded the sale-purchase of Fortenova Group’s Agriculture Division, thus finalising the acquisition process of six companies that constitute its vertically integrated agricultural operations – Belje, Vupik, PIK Vinkovci, Energija Gradec, Belje Agro-Vet and Felix.