US food and beverage group Whole Earth Brands has removed its interim CEO Michael Franklin while it considers a takeover bid from his father.
In a move intended to avoid a conflict of interest, the company’s board has placed Franklin on a leave of absence as he is a partner in Mariposa Capital, a family investment firm. Michael’s father, Sir Martin Franklin, is the founder and CEO of Mariposa and he is using an affiliate, Sababa, as the vehicle for his bid to take over Whole Earth.
Whole Earth has appointed two executives as interim CEOs: Rajnish Ohri, the president and COO of the company’s international branded CPG business; and Jeffrey Robinson, the president of flavours and ingredients arm Mafco.
In a statement, Chicago-based Whole Earth, which owns brands including Wholesome honey and Candarel sweetener, said the move was necessary to “adequately discharge its fiduciary duties in connection with the evaluation of {Sababa’s] non-binding proposal”, which was submitted on 25 June.
British-born entrepreneur Sir Martin Franklin, Nasdaq-listed Whole Earth’s largest investor with a stake of more than 21%, announced his proposal to take full control of the business in a Securities and Exchange Commission (SEC) filing.
His bid of $4 a share would value Whole Earth Brands at about $169m, or roughly $593m including debt, data compiled by Bloomberg at the time the offer was announced.
In his proposal, Sir Martin Franklin, who set up the now-listed frozen-foods business Nomad Foods in 2014, said he wants to combine Whole Earth Brands with another consumer company he controls, charcoal seller Royal Oak Enterprises.
Whole Earth, which went public in 2020, named Michael Franklin as its interim CEO at the end of last year after the incumbent Albert Manzone stepped down from the role.
In April, it shuffled its executive pack further. Among the new arrivals was Bernardo Fiaux, former CFO of the meals, condiments and foodservice division of Kraft Heinz in North America, who became Whole Earth Brands’ new finance chief, replacing Duane Portwood.
The company also announced Nigel Willerton, the founder of Wholesome Sweeteners, as president and COO of branded CPG in North America.
At the time, the company also reaffirmed its outlook for full-year 2023. It is predicting revenues of $550m to $565m and adjusted EBITDA of $76m to $78m.
