Keybridge Capital faces administration after Yowie calls in $4.6m debt amid court fight

Shareholders are set to meet late on Monday to decide the fate of Keybridge Capital after Nick Bolton’s surprise move from his seat atop the Yowie chocolate business.

Nick Bolton run-Yowie has called in a $4.6m loan to Keybridge Capital.

Investors are preparing to challenge moves by colourful investor Nick Bolton to use his stake in Aussie chocolate icon Yowie to tip his own investment fund Keybridge Capital into administration, amid a looming dispute with Antony Catalano and Geoff Wilson.

In a market announcement on Monday Keybridge Capital revealed Yowie Group had called in a $4.6m loan on Thursday, demanding repayment by 5pm Friday.

Keybridge Capital said the move to call in debt had been okayed by Yowie’s “independent subcommittee”, noting in response the firm’s board had “unanimously” resolved to appoint

Lowe Lippman partner Gideon Rathner as administrator.

Yowie, an ASX-listed Aussie chocolate icon worth just $4.58m, announced Mr Bolton as its new chief executive on May 22 last year, just one day before extending its loan to Keybridge Capital.

Nick Bolton. Picture: David Geraghty

Keybridge Capital clashed with Yowie’s management in 2020, resulting in the firm’s domination of its management.

In a statement issued to investors, Keybridge Capital said it had been forced to appoint administrators amid continued disputes with Mr Wilson’s Wilson Asset Management.

Wilson Asset Management, which has built a 45 per cent stake in Keybridge Capital, has run a nearly ten-year campaign to unseat Mr Bolton.

The two sides traded blows in a November court hearing, which found Keybridge Capital was solvent after Wilson Asset management attempted to force the firm on its financial position.

In response to claims it could issue shares, Wilson Asset Management then launched a bid to block the distribution of 28.3 million shares, including 20.9 million to Mr Bolton.

Mr Wilson’s investment house recently secured a ruling from the NSW Supreme Court to block the share handout at Keybridge Capital’s February 4 shareholder meeting.

Keybridge Capital has faced a rolling series of suspensions from the ASX in recent years, with the firm failing to pay its listing fees last year.

Yowie Chocolate.

The firm’s general meeting, first scheduled for February 4, was later moved to February 18 amid a campaign from Wilson Asset Management to remove all current directors.

Mr Catalano, who made a fortune in real estate media, had been in Mr Bolton’s camp before a switch in recent weeks to back Mr Wilson amid a breakdown in the relationship between himself and Mr Bolton.

He holds almost 10.7 per cent of Keybridge Capital.

But, late on Monday shareholders were warned Keybridge Capital would hold another meeting, after appointing administrators.

Mr Wilson told The Australian he was “looking forward to shareholders having their say” at the Keybridge meeting in Melbourne.

“We have been raising our serious concerns as to the director’s actions in the NSW Supreme Court,” he said.

“As you know, Bolton and Patton are both directors of Keybridge and Yowie, which raises even more concerns on today’s announcements.”

But, Mr Wilson noted the matters were before the courts and was unable to comment.

“WAM Active is also already seeking recovery of an undocumented unsecured $4.95m payment to Bolton in July 2024 without shareholder approval for his acquisition of a villa on Lake Como,” he said.

“We are looking forward to shareholders having their say at the Keybridge general meeting this afternoon in Melbourne.”