Not only Nutella, with a maxi-merger Giovanni Ferrero has created a new group in Belgium

First draft: 27 May 2021, updated 5 March 2026

Illustration by Laura Cattaneo/Il Sole 24 Ore

Not only Nutella, with a maxi-merger Giovanni Ferrero creates a new group in Belgium

The Italian entrepreneur has set up a parallel structure to the company he inherited from his father in Brussels. In five years the acquisitions of Delacre, Kelsen and Ferrara Candy

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by Angelo Mincuzzi ( il Sole 24 ore of 4 February 2021)

A ‘parallel’ Ferrero has sprung up in Belgium in the last five years away from the spotlight. It has no financial point of contact with the traditional Ferrero, that of Nutella and TicTac, except for the fact that the shareholder is still him, Giovanni Ferrero, born in 1964, son of Guido, at the ‘lone’ helm of the family empire since 2011 after the tragic death of his elder brother Pietro.

The ‘parallel’ Ferrero is called CTH Invest and is headquartered at 187 Chaussée de la Hulpe, a six-storey building occupied by offices and professionals, nestled in a green area in Watermael-Boitsfort, a small commune southeast of Brussels. Giovanni Ferrero founded it in July 2016 and since then the entrepreneur has pumped €1.6 billion in financial resources into its coffers with several capital increases to finance acquisitions.

Growth has been rapid. In five years, CTH Invest has bought Delacre biscuits in Belgium, Kelsen butter biscuits in Denmark, Fox’s tea biscuits in Great Britain, Ferrara Candy gummy sweets with some of Nestlé’s assets in the United States and, finally, an industrial ice cream manufacturer in Spain. And now, a maxi-merger predicts new acquisitions in the coming months.

The maxi-holding company is born

On 31 December 2020, CTH Invest merged with and absorbed Cdm International Holding, also a wholly-owned subsidiary of Giovanni Ferrero. At the time of the transaction, CTH Invest had a share capital of over EUR 1.6 billion and net assets of EUR 2.8 billion. Cdm International Holding, on the other hand, had capital of EUR 763 million and wholly controlled the Luxembourg-based Teseo Capital Sicav-Sif, an investment company that managed assets of nearly EUR 1.9 billion of Ferrero’s in 2019.

The new CTH Invest now owns, directly and indirectly, assets of almost EUR 5 billion, spread across several countries. It is clearly stated in the merger plan that the transaction ‘will allow easier access to external financing or the easier establishment of guarantees in the context of financing transactions, whether for the refinancing of existing investments or the financing of new acquisitions’.

The two Ferrero

The more time passes, the clearer the strategy of Giovanni Ferrero, 32nd richest man in the world with a net worth of $27.4 billion according to Forbes, 38th on the list with a wealth of $33.5 billion according to Bloomberg. And it is a strategy that is rapidly moving along two lines, one complementary to the other.

FERRERO PARALLELS

The holding companies in Belgium and Luxembourg through which Giovanni Ferrero controls the confectionery group

The two Ferreros are travelling in parallel with the aim of doubling the firepower of the companies headed by Giovanni Ferrero within a few years, today the third largest confectionary industrial group in the world after Mars (famous for M&M’s) and Mondelez (which produces Toblerone).

Of the traditional Ferrero – the one inherited from his father Michele – Giovanni Ferrero controls 75% of the shares (20.1% of which are bare ownership) through Schenkenberg, a Luxembourg holding company whose existence was revealed by an investigation by ‘Fiume di denaro’ on 24 .

Schenkenberg controls 100% of Ferrero International, a holding company with 104 consolidated companies worldwide and 31 production plants. The 2020 statutory financial statements of Ferrero International closed with a profit (which includes the previous year’s dividends) of EUR 464.3 million compared to EUR 928.5 million in 2019. Also in 2019 (the 2020 figure will be available soon), the group’s consolidated turnover had reached EUR 11.4 billion.

Ferrero International is the first leg of Giovanni Ferrero’s empire. It was born in Alba in the 1940s from the skills of Giovanni’s grandparents and developed with his father, Michele Ferrero, to become a powerhouse in the production of chocolate desserts. The multinational has its head office in Luxembourg and Giovanni Ferrero is its executive chairman after having been for some years co-CEO with his brother Pietro, who died of a heart attack in South Africa in 2011. Ferrero retained the responsibility of CEO until 1 September 2017, when he handed over to Lapo Civiletti, the group’s first non-family CEO.

The Schenkenberg-Ferrero group has grown predominantly through internal lines in a highly profitable segment, such as chocolate products, following the strategy of patriarch Michele Ferrero, who favoured internal innovation and had renounced major acquisitions in order not to distort the quality of the group’s products.

But Nutella, Kinder and Ferrero Rocher are seasonal products. They sell mainly in winter. And although the Ferrero group’s balance sheets have been growing steadily for years and show a history of undoubted entrepreneurial success, seasonality objectively represents a risk. A largely manageable risk, but a risk nonetheless.

The choice of Belgium

So, between 2016 and 2017 (when Civiletti took over the operational leadership of the Luxembourg-based group), Guido Ferrero invented his second leg: the ‘parallel’ Ferrero. And he began his campaign of acquisitions in segments other than chocolate but with lower margins than those of the traditional Ferrero brands. And it was perhaps in order to prevent the large profits of traditional Ferrero from being eroded that Giovanni Ferrero placed Delacre biscuits, Kelsen’s, Fox’s and Ferrara Candy gummy sweets in his private group.

The ‘parallel’ Ferrero developed in Belgium, where Giovanni Ferrero has lived since he was a teenager. In the years of lead, when many Italian industrialists feared kidnappings by the Mafia or the Red Brigades, Michele Ferrero decided to move his family to Belgium. Here, the Ferreros chose as their base a villa in Rhode-Saint-Genèse, a small town in Flanders between Brussels and Waterloo, and their sons Pietro and Giovanni attended a boarding school in the Belgian capital.

In 1958, Ferrero opened its first foreign sales office in Belgium to allow visitors to the Brussels Expo at Heysel to taste Mon Chéri, the chocolate-covered liqueur cherry. And in 1965 Nutella was launched here, followed by TicTac candies in 1970. Brussels was the springboard for Ferrero’s international growth, although the headquarters were later located in Luxembourg.

Giovanni Ferrero, after his university studies abroad and some international experience in the group, decided to stay in Brussels, which is only 200 kilometres from Luxembourg. And here he has remained permanently. Indeed, since 2016 he has centralised in the building on Chaussée de la Hulpe all the companies he has founded since then: from CTH Invest to the numerous real estate companies that manage the entrepreneur’s personal assets.

The ‘American’ holding company

At the top of the ‘parallel’ Ferrero is CTH Invest. It is the leading holding company and controls four companies. The first is also the most important. Called FFH Holding, it was established in October 2017 and controls Pontiac Holdco Inc., a Delaware (US) company through which the US acquisitions of Ferrara Candy and the confectionery part of Nestlé USA’s business were realised.

Based in Oakbrook Terrace, Illinois, Ferrara Candy is the third largest manufacturer of non-chocolate confectionery in the US. Its best known brands are Brachs, Trolli, and the organic fruit-based gummy candy Black Forest Organics. Ferrara is the result of the merger in 2012 between Farley’s & Sathers Candy Company and Ferrara Pan Candy Co. FFH bought the company in October 2017 from the L Catteron fund, investing approximately €476 million. Ferrara generates about $1 billion (€850 million) in sales per year.

In 2019 FFH owned financial assets of €2.85bn and ended the year with a loss of €240m. In 2019 alone, Ferrero increased the company’s capital by EUR 1.3bn to EUR 2.28bn.

Also in CTH Invest’s portfolio is the Danish company Kelsen, famous for its butter shortbread under the Royal Dansk brand, which was taken over in July 2019 for around USD 300 million. In 2019, Kelsen Danemark made a profit of EUR 54.5 million while Kelsen Us (another CTH Invest subsidiary) ended the year with a profit of EUR 1.5 million.

Delacre biscuits

The latest subsidiary of the Belgian holding company is Biscuits Delacre, which was acquired in 2016 for around EUR 191 million. The Belgian biscuit factory is considered the ‘sleeping beauty’ among the acquired companies. In 2019, it lost EUR 25.5 million and requires some investments to be relaunched. Delacre’s accounts were reflected in the balance sheet of CTH Invest, which closed 2019 with a loss of EUR 21.9 million, which, added to the EUR 12 million lost in previous years, brought the company’s total losses to EUR 34 million.

In short, for the time being, the ‘parallel’ Ferrero does not have the record-breaking positive accounts of the Luxembourg-based Ferrero (apart from 2020, the year of covid-19), partly due to the lower profitability of the biscuit business compared to chocolate. But Giovanni Ferrero has all the firepower to get the company back on track.

The new sub-holding

Proof of the importance of the Belgian holding company for the Italian entrepreneur is the fact that CTH Invest’s activities never seem to stop. On 10 April 2020, CTH Invest created a new sub-holding, the Fine Biscuits Company, to which it contributed the Delacre and Kelsen holdings a month later through a capital increase of EUR 514 million. The transaction made it possible to understand at what price the two companies are now valued. 100% of Delacre was valued at EUR 219.5 million and 100% of Kelsen at EUR 294.4 million.

On 24 December 2020, the capital of Fine Biscuits Company was then increased by a further EUR 3.7 million through the contribution of a new company, The Fine Lab, which specialises in laboratory activities related to the biscuit, chocolate and confectionery sectors, as well as research and development in these fields. The company was endowed with a capital of EUR 3.7 million.

The Ferrero coffers

To understand the meaning of the merger that took place on the last day of 2020, however, one has to go back to Cdm International Holding, the company that was absorbed by CTH Invest. Cdm was transferred to Belgium on 30 June 2020 and was administered by Paola Rossi Ferrero, Antonio Fassinotti and Christian Chéruy. It came from Luxembourg, where it had arrived in 2016 from the British Virgin Islands, where it had originally been founded. In Luxembourg, also in 2016, it had been capitalised with €885 million.

The company controls 100 per cent of Teseo Capital Sicav-Sif, the fund (also created in 2016) that invests Giovanni Ferrero’s million-dollar dividends from the Schenkenberg holding company (which owns Ferrero International). Teseo Capital recorded a total net asset value of more than €1.8bn in 2019 (last available balance sheet) and is divided into three sub-funds: Capital preservation (with a Nav of €1.13bn), Long term growth (€645m) and Strategic opportunities (€97m).

Following the merger of CTH Invest with Cdm International Holding, these resources are now part of the Belgian super-holding administered by Paola Rossi Ferrero.

In short, Giovanni Ferrero, an atypical entrepreneur on the world scene for his creative sensibility that has led him to write several novels, seems to have a very precise strategy in mind. If in the traditional Ferrero (which he controls 75% and in which the rest of the family owns 25%) he continues to follow the teachings of his father Michele by keeping his course firmly planted on chocolate products, in the ‘parallel’ Ferrero he follows his own orientation with more freedom, broadening the spectrum of investments towards sectors new to the group, such as shortbread and gummy candies.

A strategy that aims at healthy diversification but also very rapid growth. And the merger that went through on New Year’s Day 2020 will most likely result in an acceleration of the entrepreneur-intellectual’s business plan.

Ferrero Corriere Economia 27 Luglio 2021

Above is an article from Corriere Economia, 26 July 2021, explaining Giovanni Ferrero’s strategy of a ‘green budget’.

In time, we hope that Ferrero ‘s programme will include all its workers, direct and indirect (*), in the world.

Whoever thinks of Ferrero, besides hazelnuts, also considers cocoa, palm oil, etc. And immediately think of what Nestlé is doing to abolish child labour in cocoa.

The Swiss multinational has ‘taken the bull by the horns’ and decided to donate over 8 years 1.4 billion to farmers to stop child labour.

Ferrero is not short of money (and this can be seen above and in Ferrero International: profits of 677 million).

But to set up such a plan, which would affect millions of children, and especially to implement it, would take years.

Read about it: Ferrero publishes its 13th sustainability report where, for example, it claims significant progress in the labour practices of 134,000 farmers in Ghana and Côte d’Ivoire.

Hard to understand, really, what is happening in those faraway lands.

The fact remains that Ferrero is also contested here, in Italy(Ferrero: hazelnut policy in Piedmont is not sustainable for farmers and does not enhance the Italian product). And it is perhaps from us that it should give the first concrete answers. Indeed,Ferrero declared that it would become ‘sustainable’ in 2023 on the hazelnut front

(*) also of the suppliers, who are stakeholders, which according to the Treccani are: ‘ Allsubjects, individuals or organisations, actively involved in an economic initiative (project, company), whose interest is negatively or positively influenced by the result of the execution, or the course, of the initiative and whose action or reaction in turn influences the phases or the completion of a project or the destiny of an organisation’.Below: the chain of control.

Generic paternalism is no longer enough.