Kernel to acquire Enselco agroholding for $348 mln from its majority shareholder
Kernel, one of Ukraine’s largest agribusiness holdings and the largest taxpayer in the country’s agricultural sector, has signed a share purchase agreement to acquire a 100% stake in Enselco Holding Limited—an agroholding with a land bank of 190,000 hectares controlled by Kernel’s Board Chairman and majority shareholder Andriy Verevsky.
"The total consideration for the transaction is $348 million, reflecting a 5% discount ($18 million) to the independent fair market equity valuation of $366 million prepared by a reputable international valuation expert at the company’s request and under the oversight of its independent Directors," Kernel said in a statement to the Warsaw Stock Exchange.
The purchase price was determined by directors without a conflict of interest and accepted by the seller, Verevsky, while the discount was applied to ensure the transaction delivers clear economic benefits to the company relative to the independently assessed fair value.
"The acquisition of Enselco is Kernel’s response to the new reality of the agricultural market, namely, a stable export corridor through the Black Sea, which is restoring our confidence to expand agricultural assets right now," commented Kernel CEO Yevhen Osypov.
He said that land has become a more scarce resource, and companies that combine agricultural production, technology, processing, and logistics have stronger market positions.
"The agricultural enterprises of Enselco and Kernel have a long history of close and efficient operational cooperation. Consolidating these assets into a single structure is a logical strategic decision that allows us to achieve maximum economies of scale in managing agricultural production," Osypov said.
According to the statement, Enselco currently operates a consolidated agricultural business comprising 190,000 hectares of leasehold agricultural land, a proprietary network of grain silos, agricultural machinery and equipment, and a fleet of grain railcars, among other assets. The transaction perimeter includes the farming assets previously divested by the company in 2022–2023 for $210 million, as well as additional assets acquired and integrated by Enselco since that time comprising 56,000 hectares of leasehold land, a network of grain silos, grain railcars, agricultural machinery and equipment, and respective working capital.
The payment will be made in two tranches: $300 million will be paid immediately after signing the share purchase agreement, with the remaining amount due by June 30, 2026.
"The transaction will secure the Company’s primary production supply chain and support the group’s grain export and oilseed processing value chains. Mr. Andriy Verevsky abstained from voting on the Board resolutions approving the transaction," the statement said.
Kernel is the world’s largest producer and exporter of sunflower oil, the largest grain exporter from Ukraine, an operator of an extensive logistics asset network, and a leading producer of grains and oilseeds in Ukraine. It is also one of the largest producers and sellers of bottled oil in Ukraine, engaged in agricultural production and trading.
In the first half of fiscal year 2026 (July–December 2025), Kernel reduced its net profit by 33% year-on-year to $119 million. Consolidated revenue amounted to $1.924 billion, down 1% compared to the first half of FY2025, while EBITDA decreased by 14% to $247 million.
