T&G Global Agrees $72.65m Sale of T&G Fresh Business in Three Transactions

Strategic Divestment of T&G Fresh Business

T&G Global Limited (NZX:TGG) has agreed to divest its T&G Fresh business through three distinct transactions, collectively valued at an enterprise value of NZD 72.65 million. The divestments mark a decisive shift for T&G Global, enabling it to concentrate capital and management attention on its premium Apples and VentureFruit platforms, which the company views as higher-growth and intellectual property-led segments.

The three transactions include the sale of the Fijian and Pacific Islands export businesses to Bidfood Pacific Islands Limited, the disposal of T&G Fresh’s 51% stake in Unearthed Produce Limited (UPL) to minority shareholders Pukekawa Holdings Limited and Ashsadeep Company Limited, and the sale of the New Zealand fresh produce business to Turners & Growers Limited, a subsidiary of J & P Turner Limited, subject to clearance by the New Zealand Commerce Commission.

Financial and Operational Details of the Sales

Bidfood will acquire T&G’s Pacific Islands export operations for approximately NZD 34.85 million combined, including NZD 27.5 million for T&G Fiji and NZD 7.35 million for the Pacific Islands export business (PIX). The UPL stake is being sold for NZD 5.6 million, while the New Zealand fresh produce business commands an effective enterprise value of NZD 32.2 million.

Following the acquisition of a 30% minority interest in T&G Fiji from director Rajnesh Sharma for NZD 10.5 million, T&G Global will sell 100% of T&G Fiji to Bidfood, ensuring a clean transfer. The sale agreements include arrangements for the continued use of the Turners & Growers brand in the Pacific Islands and supply agreements for apples, reflecting ongoing commercial ties.

The New Zealand fresh produce business sale to the Turner family, who are the original founders of T&G, includes leasing of key property assets from T&G Global at market rates. Notably, T&G Global will retain ownership of all property assets and the Australian blueberry farm and its associated marketing and trading business, which will be reintegrated into VentureFruit to accelerate growth.

Strategic Rationale and Future Focus

Chair Benedikt Mangold emphasised that the sales align with a broader strategy to prioritise the company’s premium IP-led Apples and VentureFruit platforms, which operate in a global fresh fruit category valued at US$89 billion with premium apples alone growing at an 8% CAGR to 2030. The ENVYTM apple brand, a flagship product, recently surpassed US$1 billion in global retail sales, underscoring the growth potential of these segments.

CEO Gareth Edgecombe highlighted the competitive sales process that attracted multiple bidders, resulting in transactions that deliver optimum value for shareholders. He acknowledged a projected impairment of NZD 34.4 million on the divested assets but noted that combined proceeds and retained asset values broadly align with board estimates.

Financial Impact and Debt Reduction

The net proceeds from the sales, estimated at NZD 62.15 million after acquisition costs and transaction expenses, will be fully applied to reduce T&G Global’s debt. This will lower net debt from approximately NZD 151.2 million as of 30 June 2026 to around NZD 89.1 million, improving the company’s balance sheet and financial flexibility.

Despite the divestments, T&G Fresh accounted for around NZD 461 million in revenue for the year ended 31 December 2025, with an operating profit of NZD 19.6 million. However, the Apples and VentureFruit businesses remain the dominant contributors, generating over 70% of total revenue and NZD 72.3 million in combined operating profit in the same period.

Regulatory and Shareholder Considerations

The sale of the New Zealand fresh produce business awaits clearance from the New Zealand Commerce Commission, with completion expected in the fourth quarter of 2026. The other transactions have expected completion dates ranging from 31 July to 1 September 2026, subject to customary regulatory approvals, including Fijian Reserve Bank consent for the Fiji/PIX sale.

T&G Global obtained a waiver from NZX Listing Rule 5.2.1 concerning related party transactions, as the sales involve minority shareholders who are related parties. The waiver was granted on the basis that no undue influence was exerted in the decision-making process.

While the sales mark a significant reshaping of T&G Global’s portfolio, the company will retain its core Apples and VentureFruit operations, positioning itself for growth in premium fruit categories. The divestments also preserve the Turners & Growers legacy by transferring the New Zealand fresh produce business back to the founding family.

The company plans to update the market with its interim financial results on 7 August 2026, which will likely provide further clarity on the impact of these transactions.