Company "Tri O" is closely monitoring the situation regarding the forced foreclosure of the Gulliver shopping and office complex in favor of the state banks – JSC Oschadbank and JSC Ukreximbank.
We see a number of challenges in this process that, in our opinion, may have a significant impact both on the rights of the parties and on the interests of the state as a whole.
In recent years, the company has faced a series of challenges that have greatly influenced the current state of affairs. In particular, the company was forced to rebuild its business models due to Russian aggression against Ukraine, to finance the restoration of a logistics complex destroyed by Russian strikes, and to defend itself against legally questionable criminal proceedings and the transfer of property into the management of ARMA.
As a result, this affected the servicing of the loans from JSC Oschadbank and JSC Ukreximbank. Since 2023, LLC "Tri O" has been in active dialogue with the creditor banks regarding debt restructuring. In 2024, after LLC "Tri O" accepted all conditions imposed by the state banks (including the transfer of the Gulliver complex into bank ownership), and with the banks’ approval, a financial restructuring procedure was launched. However, it was unexpectedly terminated early upon the statement of JSC Oschadbank. On March 3, 2025, we initiated in the Commercial Court of Kyiv the newly introduced preventive restructuring procedure in Ukraine for LLC "Tri O," the management company of the Gulliver complex. We proposed a transparent restructuring plan with the possibility of refining it to meet creditors’ wishes and requirements.
As part of this preventive restructuring procedure, and in order to reach an agreement with the creditors, we initiated an alternative and progressive model of preventive restructuring – a financial leasing arrangement. This envisaged the transfer of the asset into the ownership of the banks with phased repayment of the entire debt amount by the company. In our view, this option allowed to:
- guarantee 100% repayment to the creditors;
- fully secure the interests of the state banks regarding loan repayment – with the Gulliver complex remaining under bank ownership until full repayment;
- preserve a stable source of tax revenues;
- ensure the operation of one of the key infrastructure facilities of the capital with all jobs and active lease agreements maintained.
Despite active negotiations over our proposed solution to the debt issue, the banks foreclosed on the collateral – the Gulliver complex. At the same time, we declare that we remain open to constructive dialogue on implementing our proposal through the financial leasing mechanism in a lawful and mutually beneficial manner.
It is important to emphasize that the debt of LLC "Tri O" did not arise from bad faith or deliberate evasion of obligations but from objective losses caused by Russia’s full-scale aggression. Some of the company’s assets, including unique logistics hubs and warehouse complexes, were destroyed as a result of massive Russian missile attacks.
However, on the night of July 26, 2025, events took place that caused us, at the very least, bewilderment. In an extremely short time frame, the ownership structure was changed – the ultimate beneficial owner of the company was removed from the business register, and the Gulliver complex itself was re-registered as the property of the state banks. These registry changes were carried out under circumstances that require a separate legal assessment.
Given this, we are compelled to state that the foreclosure process raises a number of questions, including:
- the absence of attempts to use mechanisms for full and guaranteed debt repayment;
- the parallel existence of an asset seizure within a criminal proceeding;
- contradictory actions in the state register on the eve of the foreclosure.
In our opinion, this course of events does not serve the interests of the state. There were real settlement mechanisms that could have ensured financial, social, and economic benefits without conflict, through cooperation. Most importantly, they would have avoided risks and losses for the state banks, since, unlike the foreclosure of LLC "Tri O’s" assets – where the banks received only partial satisfaction of their claims – our proposal guaranteed 100% fulfillment of obligations with the Gulliver complex remaining in bank ownership.
We are particularly concerned that in the foreclosure procedure by the state banks, the interests of other creditors, including the state represented by tax authorities, were not taken into account.
Currently, the process of transferring management of the asset from LLC "Tri O" to the state banks is ongoing. For our part, we assure that in this technical process we do not intend to create any obstacles. Our main priority is the preservation of jobs and the professional team that created and developed this facility. Their effective work is evident – the Gulliver complex remains a benchmark for the entire industry.
At the same time, we declare that while LLC "Tri O" remains open to dialogue with creditors, it will continue to take all legal measures to restore its rights to the asset. We are also compelled to note that, as a result of recent events, the preventive restructuring procedure can no longer be effectively implemented.
