Daniel Křetínský to reorganize his investments´ ownership structure, with Patrik Tkáč to return as a co-shareholder in EPH - ENERGETICKÝ A PRŮMYSLOVÝ HOLDING, a.s. (2024)

Daniel Křetínský to reorganize his investments´ ownership structure, with Patrik Tkáč to return as aco-shareholder inEPH

11. 12. 2020

1) EP Corporate Group has been established as an umbrella company which will own all strategic shareholdings ofDaniel Křetínský andhis top-management team, including EPH.

2) Current investments inlarge minority shareholdings invarious listed companies will be newly held by thecompany EP Equity Investment (EPEI) which will own 100% inVesa Equity Investment gradually; EPEI will be under control ofDaniel Křetínský as majority shareholder, with Patrik Tkáč andDaniel Křetínský´s top-management team as co-shareholders inEPEI.

3) Thefinal terms ofthereturn ofPatrik Tkáč to EPH are being negotiated between Daniel Křetínský andPatrik Tkáč.

On theback ofcontinuous expansion ofactivities outside oftheenergy segment, theshareholders ofEnergetický aprůmyslovýholding, a.s.(EPH), EPGlobalCommerce, a.s.(EPGC), Czech Media Invest, a.s. (CMI), ECInvestments, a.s.(ECI) andEP Real Estate (EPRE) are contemplating aseries oftransactions that will lead to thefollowing:

A newly established holding company EP Corporate Group, a.s. (EPCG) will gradually acquire direct andindirect interests ofDaniel Křetínský andEPH top-management intheaforementioned strategic companies, i.e. EPH (energy), EPGC (wholesale andcash & carry), CMI (media), ECI (e-commerce), EPRE (real estate). EP Corporate Group has already been established andis headquartered intheCzech Republic. EPH andall other current andfuture EP Corporate Group members will continue to implement ring-fencing, being financially separated andindependent.

The current shares ofEPH top-management inthegroup will be transformed ina10.7% share inEPCG; theremaining 89,3% share associated with themanagement ofthecompany will remain intheownership ofDaniel Křetínský. TheEPCG board ofdirectors will be identical to thecurrent composition oftheEPH board ofdirectors.

EP Equity Investment Sàrl (EPEI) will obtain complete control over Vesa Equity Investment Sàrl gradually andthus indirectly also minority shareholdings inRoyal Mail, Foot Locker, Casino Guichard-Perrachon andSainsbury’s. Inaddition, it was agreed with other CMI shareholders that EPEI will also purchase ProSiebenSat.1 shares currently held by CMI. EPEI will be controlled by Daniel Křetínský andfurther co-owned by Patrik Tkáč andtop-management ofEPH.

At thesame time, Daniel Křetínský is finalizing negotiations with Patrik Tkáč on thepossible sale of44% share inEPH to Patrik Tkáč. Intheevent ofsuccessful conclusion ofthese negotiations, EPCG would retain not only itsmajority shareholding of56% inEPH, but also thefull management control. As part ofthetransaction, all remaining liabilities ofDaniel Křetínský´s companies arising from theoriginal acquisition ofPatrik Tkáč´s share inEPH will be settled.

As aresult ofthetransaction, shareholdings ofDaniel Křetínský andEPH top-management inEPEI andother co-investments with Patrik Tkáč, excluding CMI, are expected to increase to 56%.

In connection with thefounding ofEPCG, thepreviously announced acquisition ofthefootball club AC Sparta Praha fotbal a.s., inwhich EPCG will also gain 56%, will be completed. Theremaining 44% will remain intheownership ofinvestment structures close to J&T group shareholders.

EP Industries, whose ownership structure is different andwhere DanielKřetínskýis afinancial investor without management control, is not affected by thechanges andwill remain outside theEPCG andEPEI structures.

“Incorporation ofEP Corporate Group andEP Equity Investment is alogical step that reflects thefact that an increasingly important part ofour activities lays outside theenergy sector. Inthis situation, it is necessary to make it clear that EPH has been andwill remain purely an energy utility andis not an entity that invests inother segments. At thesame time, we are separating long-term strategic investments concentrated under EPCG from market positions inlisted companies which are also primarily intended as long-term, however, we prefer retaining full flexibility regarding theinvestment horizon andthemanagement ofthese market positions ingeneral,” says Daniel Křetínský, chairman oftheboard ofdirectors ofEPH and thefounder ofEP Corporate Group andEP Equity Investment.

“As far as EPCG’s future strategy is concerned, we will focus on thedevelopment ofexisting segments. Thekey area, furthermore, managed directly by our core management team, will, ofcourse, remain theenergy sector. Nevertheless,with regards tothe fact that thefocus offuture growth will probably be more inother segments, wholesale andretail including both offline andonline activities could quickly become apillar with asimilar economic strength. We also anticipate development ofinvestments inmedia. Our real estate activities will be focused mainly on developing our own sites released as apart ofthedevelopment ofother companies inthegroup, especially EPH. We will be closely monitoring growth opportunities inthesector oflogistics, where we are already significantly active within EPH on one hand (vessels, rail andtruck transportation ofcommodities) ande-commerce activities on theother.

EP Equity Investment will support thecurrent strategy ofVesa Equity Investment based on identifying attractive investments instrategic minority positions, primarily inlisted companies, with apreference for areas ofEPCG’s activity, mainly retail, logistics andmedia,” added Křetínský.

“As for Patrik’s return to EPH, it is my initiative to which Patrik has responded positively. Given that since his departure from EPH we have always been developing other projects together, Iconsider it alogical step that EPH will not be excluded from thescope ofjoint activities andat thesame time our shares inall joint activities will be gradually settled to thesame level (56 vs 44%). This step will open thedoor for even stronger acquisition growth ofthewhole group,” concluded Daniel Křetínský.

“The current market situation together with long-term expansionary monetary policies ofcentral banks are clearly infavour ofinvesting inownership interests, shares or permanent assets. We have always actively communicated about theinvestments made by Daniel Křetínský, andover theyears we have known each other, Daniel has my absolute trust. Therefore, Ifind thereturn to theposition ofEPH shareholder to be acompletely genuine andavery welcome step,” stated Patrik Tkáč.

Daniel Křetínský to reorganize his investments´ ownership structure, with Patrik Tkáč to return as a co-shareholder in EPH - ENERGETICKÝ A PRŮMYSLOVÝ HOLDING, a.s. (2024)
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