DFF - New Europe Vending/IVP Fund I loan Romania

Overview
Project Summary Document
Environmental and Social Documentation
Procurement
Complaints

Overview

IVP Fund I, through the Borrower, New Europe Vending S.a.r.l, recently acquired a majority / controlling shareholding in O'Fresh in Romania, with ambition to grow it both organically and through (potential) add-on acquisitions in the SEE region. The project will support: (i) through (a committed) Loan Tranche 1, this recent majority-acquisition by IVP Fund I of O'Fresh; and (ii) through (an initially uncommitted) Loan Tranche 2, potential add-on acquisitions and/or capital investments by the Borrower and/or O'Fresh (subject to their further assessment).

Project ID 54830

Status Disbursing

Location

Romania

Business Sector

Food and Agribusiness

Notice Type

Private

Project timeline

Exploratory
Passed Concept Review
Passed Structure Review
Passed Final Review
Board Approved
Signed
Implementing
Completed

Company Contact Information

O'Fresh Vending Solutions
contact@ofresh.ro
+40733770525
+40733770525
https://ofresh.ro/
3 Chitilei Road, Bucharest, Romania

Project ID 54830

Status Disbursing

Location

Romania

Business Sector

Food and Agribusiness

Notice Type

Private

Environmental Category

Approval Date

19 Mar 2024

Disclosure date

05 Apr 2024

As per section 1.4.2 (iii) of the Directive on Access to Information: "For Projects approved by Bank management where the Board of Directors has delegated the approval authority, the PSD shall be disclosed at the start of the relevant no-objection notification period to a member country of the Bank in accordance with Article 13 (iii) of the Agreement Establishing the EBRD."

DFF - New Europe Vending/IVP Fund I loan Romania (Romanian) (PDF, 0.21MB)

Project description

Project objectives

By supporting IVP's recent acquisition of O'Fresh, the project will enable promoting IVP's plans related to: (i) increased market outreach by O'Fresh, including in its recently new sub-segments (bottle-free water coolers / purifiers, office coffee solution, self-service bistros); (ii) improved productivity and efficiencies of scale in O'Fresh; and (iii) enhanced governance through the proper functioning of the new Board of O'Fresh. In parallel, as condition of EBRD financing, the Borrower and O'Fresh will undertake that new vending machines that will be purchased and acquired by O'Fresh will have improved EU energy label classification of C or above (which have higher energy efficiency).

Transition impact

ETI Score:60

ion Impact:

Transition impact is expected to be derived from:

- Competitive quality, related to anticipated: (i) expansion by O'Fresh, including into recently new (complementary) sub-segments; (ii) improvement in O'Fresh productivity and efficiency of scale; (iii) enhancement in O'Fresh governance.

- Green quality, related to anticipated higher energy efficiency of new vending machines undertaken to be purchased or acquired by O'Fresh with improved EU energy label classification of C or above.

Client information

NEW EUROPE VENDING SARL

- Borrower: New Europe Vending S.a.r.l incorporated in Luxembourg, which is (indirectly) fully owned by IVP Fund I and which recently majority-acquired O'Fresh.

- IVP Fund I (Investor): Evolving Europe Principal Investments I SCSp incorporated in Luxembourg, which is a private equity fund focused in the CSEE region and in which EBRD is (and alongside IFC and EIF are) limited partner investor(s).

- O'Fresh: Vending Zone SRL incorporated and operating in Romania, which is an SME that is one of the main operators of snack and (cold / hot) beverage vending machines in the country.

EBRD Finance Summary

EUR 11,000,000.00

A structurally subordinated, payment-in-kind (PiK) loan with long term tenor, comprised of:

- Loan Tranche 1 of EUR 6.0 million to be committed at signing to support (by refunding part of the "bridge funded" costs in relation to) the recent majority-acquisition by IVP Fund I of O'Fresh

- Loan Tranche 2 of up to EUR 5.0 million, which will be initially uncommitted and may be committed in the future (upon request of the client and) at the discretion and subsequent approval of the EBRD to support potential add-on acquisitions and/or capital investments.

Total project cost

EUR 19,640,000.00

Additionality

Additionality will derive from:

- Innovative financing structure, related to EBRD providing structurally subordinated, payment-in-kind (PiK) debt with long-term maturity to the Borrower as a holding company, supported by underlying creditworthiness of O'Fresh as SME, but which is a necessary financing structure in this acquisition and consolidation project profile, while not increasing the senior debt of O'Fresh so as not to impede its intended expansion and growth.

- Standard setting, related to the undertaking by the client towards installing new vending machines with only improved EU energy label classification of C or above (which have higher energy efficiency).

Environmental & Social Summary

Categorised B (ESP 2019). The installation and operation of vending machines is associated with limited environmental and social impacts. O'Fresh has adequate E&S systems in place to manage those issues including certification to the ISO management systems for quality (9001), food safety (22000) and environment (14001). It also has adequate, and dedicated, staffing in place to manage environmental, health and safety and labour issues. Human resources are managed in accordance with PR2 requirements and an appropriate grievance mechanism is in place to deal with workplace grievances. O'Fresh's transport fleet and equipment is managed with an approach to always improve efficiency and environmental impact including purchase of hybrid cars and electric cars, and purchase of new vending machines-more efficient in terms of electricity consumption. The future plan is to continue with this approach. Given all that is in place, and given the limited impacts associated with its operations, no ESAP is required for this project. The client will be required, through the legal agreements, to comply with the Bank's Performance Requirements and to provide annual E&S reporting to the Bank.

Technical Cooperation and Grant Financing

None

Company Contact Information

O'Fresh Vending Solutions
contact@ofresh.ro
+40733770525
+40733770525
https://ofresh.ro/
3 Chitilei Road, Bucharest, Romania

Implementation summary

PSD last updated

05 Apr 2024

Understanding transition

Further information regarding the EBRD’s approach to measuring transition impact is available here.

Business opportunities

For business opportunities or procurement, contact the client company.

For business opportunities with the EBRD (not related to procurement) contact:

Tel: +44 20 7338 7168
Email: projectenquiries@ebrd.com

For state-sector projects, visit EBRD Procurement:

Tel: +44 20 7338 6794
Email: procurement@ebrd.com

General enquiries

Specific enquiries can be made using the EBRD Enquiries form.

Environmental and Social Policy (ESP)

The ESP and its associated Environmental and Social Requirements (ESRs) set out the ways in which the EBRD implements its commitment to promoting “environmentally sound and sustainable development”. The ESP and the ESRs include specific provisions for clients to comply with the applicable requirements of national laws on public information and consultation, and to establish a grievance mechanism to receive and facilitate resolution of stakeholders’ concerns and grievances, in particular, about the environmental and social (E&S) performance of the client and the project. Proportionate to the nature and scale of a project’s environmental and social risks and impacts, the EBRD also requires its clients to disclose information, as appropriate, about the risks and impacts of projects or to undertake meaningful consultation with stakeholders and consider and respond to their feedback.

More information on the EBRD’s practices in this regard is set out in the ESP.

Integrity and compliance

The EBRD's Office of the Chief Compliance Officer (OCCO) promotes good governance and ensures that the highest standards of integrity are applied to all of the Bank's activities in accordance with international best practice. Integrity due diligence is conducted on all Bank clients to ensure that projects do not present unacceptable integrity or reputational risks to the Bank. The EBRD believes that identifying and resolving issues in the project assessment and approval stages is the most effective means of ensuring the integrity of Bank transactions. OCCO plays a key role in these protective efforts andhelps to monitor integrity risks in projects post-investment.

OCCO is further responsible for investigating allegations of fraud, corruption and misconduct in EBRD-financed projects. Anyone, either within or outside the Bank, who suspects fraud or corruption should submit a written report to the Chief Compliance Officer by email to compliance@ebrd.com. OCCO will follow-up all matters reported. It will review all matters reported. Reports can be made in any language of the Bank or of the Bank's countries of operation. The information provided must be made in good faith.

Access to Information Policy (AIP)

The AIP, which entered into force on 1 January 2025, sets out how the EBRD discloses information and consults with its stakeholders to promote better awareness and understanding of its strategies, policies and operations. Please visit the Access to Information Policy page to find out what information is available from the EBRD website.

Specific requests for information can be made using the EBRD enquiries form.

Independent Project Accountability Mechanism (IPAM)

If efforts to address environmental, social or public disclosure concerns with the Client or the Bank are unsuccessful (for example, through the client’s project-level grievance mechanism or through direct engagement with Bank management), individuals and organisations may seek to address their concerns through the EBRD’s Independent Project Accountability Mechanism (IPAM).

IPAM independently reviews project issues that are believed to have caused (or to be likely to cause) harm. The purpose of the mechanism is: to support dialogue between project stakeholders to resolve environmental, social and public disclosure issues; to determine whether the Bank has complied with its Environmental and Social Policy or the project-specific provisions of its Access to Information Policy; and where applicable, to address any existing non-compliance with these policies, while preventing future non-compliance by the Bank.

Please visit the Independent Project Accountability Mechanism webpage to find out more about IPAM and its mandate and how to submit a Request for review. Alternatively, contact IPAM by email at ipam@ebrd.com for guidance and more information on IPAM and how to submit a request.

Environmental and Social Documentation is not available for this project.

Selected procurement notices related to this project may be shown below. Further procurement opportunities related to this and other projects, if available, maybe be viewed in the EBRD Procurement Portal.

The EBRD's Environmental and Social Policy (ESP), Access to Information policy (AIP) and Project Accountability Policy (PAP) enable sound and sustainable development in its projects. The Independent Project Accountability Mechanism (IPAM) deals with complaints about environmental, social and disclosure matters related to the Bank’s investments.

No complaints about this project have been made so far.

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DFF - New Europe Vending/IVP Fund I loan Romania

Overview

Project timeline

Company Contact Information

Project description

Project objectives

Transition impact

Client information

EBRD Finance Summary

Total project cost

Additionality

Environmental & Social Summary

Technical Cooperation and Grant Financing

Company Contact Information

Implementation summary

PSD last updated

Understanding transition

Business opportunities

General enquiries

Environmental and Social Policy (ESP)

Integrity and compliance

Access to Information Policy (AIP)

Independent Project Accountability Mechanism (IPAM)