The Zadar shipping company Tankerska plovidba has become the largest individual shareholder of the tourism company Turisthotel, also from Zadar. Tankerska now holds a 24.53 percent stake in Turisthotel’s ownership structure, while the shareholder and former long-time director Frane Skoblar has fallen to second place with 11.8 percent, and the remaining shares are held by around 600 small shareholders, each with five percent or less of the ownership structure.
The stake of Tankerska plovidba is held in a custodial account at Interkapital Securities, but in a statement on the Zagreb Stock Exchange, the shipping company reported that it has crossed the threshold of 20 percent voting rights in Turisthotel.
Ante Barić, who was the second largest shareholder, as well as Danke Nekić, a member of the Management Board, Zoran Milišić, and Matko Stojanov, are no longer in the top 10 shareholders of Turisthotel. The price of Turisthotel shares on the stock exchange over the past month is 4,120 kuna.
However, a small shareholder has already questioned the transaction. Zvonimir Turk from Čakovec is requesting that, in accordance with the European Regulation on Market Abuse and the Stock Exchange Rules, ‘a completed Template for Notification of Transactions by Persons Discharging Managerial Responsibilities of the Company, and Persons Closely Associated with Them, be provided, from which the price of the purchase and sale of shares of Turisthotel d.d. will be visible, considering that Ms. Danke Nekić has released shares, while holding a managerial position as a member of the Management Board of the said company, as well as Mr. Ante Barić, a member of the Supervisory Board, who has also released shares.’ There has been no response to this request so far.
Do not want a public offer
The president of the management board of the Zadar shipping company, Mario Pavić, in response to the question of why Tankerska plovidba decided to invest in Turisthotel and whether it plans to increase its stake from the current 24.5 percent, stated that Tankerska plovidba wants to partially diversify its business as part of a long-term strategy aligned with the global direction of decarbonization, but despite this, the core business remains shipping, specifically tankers.
– This is purely a business decision where we primarily want to enhance our investment, but the truth is that there is also a small emotional component related to this transaction given the intertwined history of these two companies. Turisthotel was founded by Tankerska plovidba, then Jugotanker, and at one stage in its history, the joint company was also called Jugotanker-Turisthotel, says Pavić.
He emphasizes that they did not want to exceed the threshold of 25 percent as it would imply a public offer, and it is premature to discuss further steps. – As the largest individual shareholder, we will try to jointly align the method of further management of the company with co-owners. I believe we will have similar goals and share the same values on that path, Pavić stated.
In addition, Turisthotel recently announced a new major investment cycle in which it will renovate existing facilities in Zaton, where its most significant complex, Zaton Holiday Resort, is located. Meri Matešić Sičić, the president of the Management Board of Turisthotel, who took this position a few months ago, recently stated that the total amount of the entire investment cycle is currently difficult to estimate, as it involves a series of infrastructure projects, but that the preliminary investment plan for the next year is 115 to 120 million kuna.
Turisthotel this year, after a two-year break, also stood out with a dividend payment of 200 kuna. In 2021, the company achieved revenue of 253.3 million kuna and a profit of 77 million kuna. If we skip the poor pandemic year of 2020 (155 million kuna in revenue and a loss of 2.8 million kuna), last year’s result is slightly worse than in 2019 when Turisthotel generated 307 million kuna in revenue and achieved a profit of 85 million kuna.
Investment in product tankers
During September, Tankerska plovidba intensively purchased shares of its subsidiary Tankerska Next Generation (TNG) on the Zagreb Stock Exchange, increasing its stake from 51 percent to the current 91.41 percent.
When asked why Tankerska plovidba increased its stake in Tankerska Next Generation and how much was invested in the operation of purchasing shares of the subsidiary on the stock exchange, as well as what the future holds for TNG, Pavić said: ‘Tankerska plovidba considered expanding its fleet of product tankers through investment in TNG last year, but several consecutive years of a poor market in which TNG did not pay dividends, coupled with the corona crisis, cooled institutional investors’ appetites for further investment in shipping. Consequently, logical thinking about the buyback of TNG shares emerged, considering that Tankerska plovidba, based on a non-compete agreement with TNG, was not allowed to invest in product tankers. Our investment opportunities in the tanker business were significantly limited. Tankerska plovidba has a historical presence in the Aframax tanker segment for transporting crude oil and MR product tankers for transporting oil derivatives, and when we consider that there are 670 Aframax tankers in the world and over 1,700 MR tankers, I believe our motives for purchasing TNG shares become clearer.’
To the remaining shareholders of TNG, the Zadar shipping company will pay 78 kuna for each regular share in the takeover offer, which is also the highest price at which Tankerska plovidba purchased TNG shares at the end of September. Since the average weighted price of TNG shares on the Zagreb Stock Exchange in the last three months before the obligation to publish the takeover offer was 74.60 kuna. Tankerska plovidba has also secured 58.5 million kuna for the buyback of the remaining TNG shares and deposited it into the transaction account of SKDD.
Delisting from the stock exchange
About 35 million dollars were spent to increase the stake from 51 percent to 91.4 percent. As for future plans, TNG remains a shipping joint-stock company based in Zadar, and its operations will continue unchanged. The goal of Tankerska plovidba is to achieve absolute corporate control in TNG in such a way that after the takeover offer, provided that the prescribed conditions are met, i.e., crossing the threshold of 95 percent, the process of transferring shares from minority shareholders to Tankerska plovidba will be carried out in accordance with the Law on Takeover of Joint-Stock Companies, and thereafter the process of delisting from the stock exchange will also be conducted.
Tankerska Next Generation recorded revenue of 267 million kuna last year with a significant loss of 86.9 million kuna. The year before, it had a loss of 31.6 million kuna, and in 2019, it achieved a profit of 23.3 million kuna.
On the other hand, Tankerska plovidba has been operating successfully for the last three years, and last year it achieved a profit of 130 million kuna, compared to a profit of 101.4 million kuna in 2020 and 115.7 million kuna in 2019. The total revenue last year amounted to 604.9 million kuna, which is an increase compared to 558 million kuna achieved the year before, but less than the revenue from 2019 when it amounted to 632.5 million kuna.
