Kido to Return Merino and Celano Brands to Nutifood, Delays Dividend Payment

Kido Group Joint Stock Company (stock code: KDC, HoSE) has recently released a shareholder consultation document, outlining several critical proposals.

The shareholder list was finalized on November 21, 2025. Shareholders are required to submit their opinions to the company by 5 PM on December 11, 2025.

Among the proposals, Kido seeks shareholder approval to transfer the remaining 49% equity stake in Kido Frozen Food Joint Stock Company (KDF).

According to the proposal, Kido plans to transfer over 36.3 million KDF shares to Nutifood Nutrition Food Joint Stock Company (Nutifood) or its designated partners. The estimated value of this transaction is VND 2.5 trillion.

If completed, Kido will fully divest from KDF. Previously, Kido sold a 24.03% stake in KDF to Nutifood in 2023, but the deal was not approved at the 2024 Extraordinary Shareholders’ Meeting. To align with the strategy of fully divesting from KDF, Kido’s Board of Directors is resubmitting the transaction for shareholder approval.

Notably, the transfer of equity in KDF involves the intellectual property rights of renowned brands such as Merino and Celano.

Kido’s Board of Directors is proposing to terminate Contract No. 02/2022/KDF-KIDO/HĐCN dated June 30, 2022, regarding the transfer of 34 trademarks (including Merino, Celano, Wel Yo, etc.) and Contract No. 01/2022/KDF-KIDO/HĐCN dated June 30, 2022, concerning the transfer of 7 trademark applications.

Concurrently, Kido will undertake the necessary procedures to re-establish KDF’s ownership of these trademarks.

Disputes over the ownership of these brands were a significant hurdle in the transaction. Returning the brands to KDF suggests that Nutifood is likely to acquire both the production facilities and the lucrative brands.

In July 2022, KDF underwent an initial public offering, increasing its charter capital from VND 541.6 billion to VND 741.6 billion. Post-conversion, Kido’s ownership in KDF decreased from 100% to 73.03%, equivalent to 54.16 million shares.

Subsequently, Kido transferred a 24.03% stake in KDF to Nutifood, reducing its ownership to the current 49%.

Meanwhile, Nutifood acquired additional shares from other shareholders, securing a 51% stake in KDF by September 2024, thereby becoming KDF’s parent company.

KDF originally managed Kido’s brands, including Celano and Merino. However, Kido stated that before reducing its stake in KDF, the group had transferred key brands like Celano and Merino to its own portfolio.

The Extraordinary Shareholders’ Meeting in January 2025 did not approve the sale of a 24.03% stake in KDF, nor did it agree to the transfer of the Celano, Merino, or Kido brands.

Additionally, Kido is seeking shareholder approval to postpone the payment of the 2024 cash dividend.

The management explained that the economic outlook for 2025 remains challenging, with businesses facing cost pressures and intense competition. Therefore, the company needs to prioritize cash flow for production and operations in Q4/2025 and Q1/2026. Dividend payment is expected to be rescheduled for Q1/2026.

Furthermore, Kido is proposing to add and adjust its business lines to align with its development strategy, including real estate, restaurants and mobile food services, entertainment activities, and wholesale trade.