Monday 24 July 2017

McCanns lift stake in Fyffes property spin-out just weeks before landmark acquisition

Executive chairman of Fyffes, David McCann
Executive chairman of Fyffes, David McCann
Fyffes is a global player in fruit distribution, with sales of €1.2bn and profits of €46m. Photo: Simon Dawson/Bloomberg
John Mulligan

John Mulligan

The McCann family - the dynasty behind the Fyffes fruit company that is being sold to Japan's Sumitomo for €751m - has boosted its stake in a property vehicle spun out of Fyffes, just weeks before the landmark acquisition is due to close.

Fyffes, a stockmarket-listed firm whose executive chairman is David McCann, also owns a significant stake in the property vehicle, called Balmoral International Land.

The Irish Independent has learned that Balmoral International Land finalised a €7.7m debt refinancing before Christmas. Balmoral had assets of €167m at the end of 2015, and net assets of €19.7m.

The McCann family, including David McCann, are understood to have contributed the bulk of the refinancing funds and consequently significantly raised their stake in Balmoral.

Earlier this week, the 'Irish Times' quoted an executive of Sumitomo's food division, who said that the Japanese firm will decide on what to do with Fyffes' Balmoral stake once it buys the fruit company.

And despite the McCanns taking part in the Balmoral refinancing, Fyffes did not, resulting in its stake in Balmoral being diluted from 40pc.

The latest available annual report for Balmoral - for 2015 - shows that the McCann family's investment vehicle, Balkan Investment and related parties, held a 6.38pc stake in Balmoral at the end of that year.

At the time, Fyffes owned 40pc. Balmoral is an unlisted plc. Rose Castle, a subsidiary of O'Flynn Construction, owned 13.9pc.

Filings in the Companies Registration Office in Dublin show that on December 23, 2016, 194.4m shares in Balmoral were allotted to a company called Scott Ltd. The transaction is listed as a non-cash deal, but valued at just under €7.8m. Those 194.4m shares represent 33pc of the issued share capital in Balmoral.

The same filing indicates that the non-cash consideration comprised of 9,998 shares in a Dublin-based company called Vida Properties. Vida was founded in December, when Scott Ltd was allocated 9,999 shares in the firm for a non-cash consideration of €7.7m.

The Irish Independent understands that the total number of issued shares at Balmoral - 586.5m ordinary shares - did not change as a result of the refinancing of the property firm.

That means that Balkan Investment now appears to control very close to 40pc of Balmoral.

Balkan also owns about 12pc of both Fyffes and stockmarket-listed Fyffes spin-off, Total Produce.

The Irish Independent has confirmed that Scott is based in the Isle of Man.

Filings there show it is wholly-owned by Balkan Investment Company.

Scott Ltd's directors are David McCann, Carl McCann (his brother, and former Fyffes boss and now chairman of Total Produce, and chairman of Balmoral), as well as barrister Patrick McCann, and Catherine Ghose.

Ms Ghose is finance director at Balmoral, and also managing director of Charles McCann Investments.

Balmoral was originally spun out of Fyffes in 2006 as a stockmarket-listed company called Blackrock International Land.

About half its property portfolio at the time was rented out to Fyffes.

It was renamed Balmoral in 2010 and delisted in 2011. It generates about a third of its rental income from Fyffes and Total Produce.

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