Comvita capital raise brings Fraser and Neave in as strategic investor

NZX-listed Comvita says Singapore’s Fraser and Neave will become a strategic shareholder in the company as part of a $30 million capital raise.

The mānuka honey company said a renounceable rights offer, through the issue of shares at 65c a share, would be partially underwritten by F&N Ventures Pte, a subsidiary of Fraser and Neave.

A representative of Fraser and Neave would join the Comvita board and the company would end up with a 19.9% stake, Comvita said.

The Southeast Asian consumer group would join the Comvita register as a strategic investor through the offer and, if necessary, a strategic placement.

Comvita also announced an agreed refinancing package with its lending syndicate, conditional on the successful execution of the capital raise.

Proceeds would be applied to repay bank debt, facilitating refinancing comprising a $20m working capital facility and up to $30m core debt facility expiring September 2028.

Chair Bridget Coates said the announcement was the outcome of an extensive process to recapitalise Comvita under a structure the board considered to be in the best interests of all shareholders.

“The capital raise and refinancing package mark a significant milestone for Comvita as we continue to execute against our strategic plan.

“Together, they provide the stability and financial flexibility to build on the company’s improved position and deliver long-term value for shareholders.

“We are pleased to be delivering a structure that provides certainty and participation for all eligible shareholders while minimising dilution for those who do not participate – alongside the introduction of a new investor with genuine strategic relevance to the next phase of Comvita’s development.“

Fraser and Neave’s entry to the Comvita register was a “significant and deliberate component” of the offer.

The company had agreed to acquire 19.99% of Comvita’s post-raise shares on issue by taking up any shortfall under the offer at 65c and, if necessary, through a strategic placement.

Any shares issued under the strategic placement would be issued to F&N at 80c per new share, representing a 23.1% premium to the rights offer price and a 19.7% premium to the theoretical ex rights price of 67c.

The maximum amount able to be raised, in aggregate, as a result of the offer and the strategic placement was $44m.

Fraser and Neave is 69.68% owned by Thai Beverage Public Company and operates in 12 countries across Asia Pacific and the Americas, with access to more than 130 export markets.

Coates said the board believed Fraser and Neave’s entry to the register provided the potential for an enhanced growth profile for Comvita.

Last December, Comvita said it had reached a deal with its lenders that would allow the company to recapitalise.

The deal followed a failed attempt by Lorenz – a unit of Christchurch-based Masthead, the investment vehicle of the Stewart family – to take the company over at 80c a share.

Comvita’s shares last traded at 68c.

Singapore interest

It is not the first time that Comvita has come to the attention of Singaporean investors.

In 2011, Singapore’s Cerebos made a $71.6m takeover offer for the company at $2.50 a share, which lapsed.

At the time, Cerebos said it did not accept an independent valuation of Comvita of $3.40 to $4 a share, based on its forecast earnings.

In its last result for the June 2025 year, Comvita sank deeper into the red with a loss of $104.8m for the year to June 30 from $77.4m a year earlier.

Jamie Gray is an Auckland-based journalist, covering the financial markets, the primary sector and energy. He joined the Herald in 2011.

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