Sir George Fistonich sues receivers over Villa Maria winery sale

Sir George Fistonich has launched legal proceedings over the sale of iconic winery Villa Maria, alleging receivers appointed to the business unduly shut him out of the process.

Fistonich’s company that owned the winery business, FFWL, was placed into receivership in May at the behest of ANZ Bank and Rabobank, together owed about $220 million.

The banks appointed Brendon Gibson and Neale Jackson of Calibre Partners as receivers and a sale process was undertaken with investment bank UBS mandated to find interested parties.

In August the receivers announced they had sold the winery business in Māngere, South Auckland, to New Zealand wine company Indevin and the surrounding land to Goodman Property Trust.

NZX-listed Goodman has revealed it has a conditional agreement to buy the 34ha for $75m.

The sale to Indevin includes wineries in Marlborough, Hawke’s Bay and Auckland, vineyards, supplier agreements, and the Villa Maria, Esk Valley, Vidal and Leftfield brands. The price of that deal has not been disclosed.

Fistonich, who founded Villa Maria in 1961, has engaged Jim Farmer, QC, and law firm Meredith Connell to take his case.

The Herald understands Fistonich is seeking documents relating to the sale of the shares in Villa Maria Estate Limited (VMEL) and the basis on which the Māngere land was transferred to FFWL.

Documents filed with the High Court at Auckland set out requests for information that were made by Fistonich about the sales process. He alleges Calibre refused those requests.

“I have been locked out for the past two years of the company I created and built,” Fistonich said in a statement to the Herald.

“During this time ANZ and Rabobank assumed control and proceeded to take steps that have led to the sale of Villa Maria. I have been obstructed from receiving information about the performance of the business as well as the sale and have been impeded from seeking alternative solutions.

“I think I have a right to know what went on.”

He said he had nothing against Indevin or Goodman Property, but was “deeply disappointed” at the outcome.

“After nearly 60 years of my life, and building a business respected around the world, I find it incredible to be ignored and treated this way.”

Calibre Partners has been approached for comment.

The timing of the sale and this development coincides with the 60th anniversary of Villa Maria.

When the deal with Indevin was announced on August 2, Villa Maria chairman Malcolm McDougall said there was genuine compatibility between the two businesses.

“Villa Maria brings a legacy and strong brands that command a premium. Together that’s a powerful combination.”

Calibre’s Brendon Gibson said the receivers had worked closely with the management of Villa Maria and Indevin to satisfy the sale conditions, which were due to be settled by the end of August.

“We see this is a good outcome that provides certainty for the business, staff, customers, suppliers and the communities in which Villa Maria operates,” Gibson said in a statement at the time.

Fistonich is widely thought of as a pioneer of the New Zealand wine industry. He planted the first grapes at Māngere on land he rented from his father and built up the winery to be one of the most awarded vineyards in the world.

He was knighted in 2009 for services to the industry and inducted into the Business Hall of Fame in 2013. Fistonich stepped down as Villa Maria chief executive in March 2018.

Villa Maria’s assets also include a large winery in Marlborough and surrounding vineyards, plus the 300ha Gimblett Gravels vineyard and new state-of-the-art winery in Hawkes Bay. It also has a major shareholding in the listed wine company Terra Vitae.

The Herald understands a chunk of the $220m debt that was owed to the two banks included seasonal finance. However, the receiver reports did not break out the core debt facility.

Despite its debt, the company was still profitable and last year had looked at raising capital while also exploring the sale of land at Māngere.

The Villa Maria sale process kicked off in February when investment bank UBS was mandated to sell the business, soon finding a handful of interested parties.

The Australian Financial Review reported that potential buyers believe it could be worth more than A$200 million ($213m).

NZX-listed Agribusiness firm Scales Corp was one company to express interest and told shareholders it was undertaking due diligence. But on June 15 said it was no longer participating in the sale process.

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