Telepizza finally puts black on white why Marcos de Quinto resigned as adviser to society shortly after signing an alliance with Pizza Hutt. Although initially the company referred to "personal reasons", now recognizes that these were the rejection of this agreement and its disagreement with the rest of the board members. The matter is kept under the inspection of the CNMV.
"Don Marcos de Quinto sent a letter to all the directors announcing his resignation for personal reasons, specifically for not being the best person to manage an operation with respect to which he had expressed doubts and found himself in an uncomfortable situation. the council for its discrepancy with the rest of the directors ", Telepizza now assures in the 2018 corporate governance report. Legal sources point out that this explanation is a contradiction in itself: no personal reasons can be adduced and at the same time point to the "discrepancy" regarding the corporate operation with Pizza Hutt.
The former executive vice president of Coca-Cola and now number two on the list of Citizens to Congress in Madrid was appointed independent director of Telepizza at the June 2017 meeting of shareholders, after having left the beverage multinational. However, he barely lasted a year in office. As published Five days, citing sources close to the company, De Quinto left the company after disagreeing with the executives and other advisors of the group on the commercial alliance initialed with Pizza Hut.
The company sent a brief statement to the CNMV in which it attributed its resignation to "personal reasons". Telepizza sources indicate that, in accordance with the regulations, the reasons were communicated at the time of the resignation. And they were detailed later in the corporate governance report.
But the truth is that the regulator was not satisfied with these explanations. In October, it announced the opening of a disciplinary proceeding, which is still open, for a very serious infringement for hiding "relevant information with inaccurate or untruthful data, misleading or omitting aspects or relevant data" in relation to the relevant event in the that communicated the march of De Quinto.
The sources consulted indicate that the additional explanations provided by Telepizza in this report charge the regulator with reasons to fine the food chain and confirm their suspicions. According to the Securities Market Law, Telepizza can face a fine of a maximum of 34 million, 10% of the 340 invoiced in 2018, although the amount is usually lower.
The CNMV, in recent years, has declared war on waivers justified only by "personal reasons". In fact, after opening the file to Telepizza, the regulator of the markets published a technical guide in which it asked listed companies to act "in a transparent manner with respect to the process and its causes, and to explain, in a appropriate, the circumstances of the cessation. "
Almost a year after the announcement of the alliance between Telepizza and Pizza Hut, the company is in the middle of the tender process, presented by KKR (together with Artá Capital, Torreal and J Safra Group). However, the agreement with the US giant established certain conditions in the event of a change of control. Yum Foods, the parent company of Pizza Hut, authorized the operation. Without his approval, he could have broken the alliance. That is not an obstacle for Telepizza to compensate Pizza Hut with 2.5 million euros should the KKR takeover bid, as established in the terms of the alliance that gave the green light to the shareholders' meeting.