RTBF and Le Vif obtained an exchange of messages between François Fornieri and Lucien D’Onofrio. It shows that the latter was aware that Nethys was going to secretly sell, on May 22, 2019, its Win and Elicio subsidiaries to the Fornieri-Moreau duo. Lucien D’Onofrio even gives the impression of pulling the strings of the “operation”…
Tuesday, May 21, 2019, 10:28 p.m. Lucien D’Onofrio sends the following message to his friend François Fornieri, boss of the pharmaceutical company Mithra and administrator of Nethys:
– “Francesco, everything is OK for tomorrow. Be there at 7:30 am for the signatures and to finalize the CA. Biz.”
– “Yes, I got Steph! Bizz”answers François Fornieri in stride.
“Steph” is obviously Stéphane Moreau, then big boss of Nethys, the operational subsidiary of the Liège intermunicipal company Enodia (ex-Publifin).
The next day, Wednesday May 22, 2019, the Nethys Board of Directors is due to meet at 10:00 a.m. Objective: to sell its “competitive” subsidiaries Voo (cable operator), Win (IT services) and Elicio (wind energy production). These are strategic decisions taken by the parent company Enodia following the recommendations of the commission of inquiry of the Walloon Parliament responsible, in 2017, for examining dysfunctions of the Publifin group.
Offers valid 24 hours
When Lucien D’Onofrio “summons” François Fornieri by message so that he is present, the next day, in order to “finalize in CA”, the ex-boss of Standard de Liège is obviously referring to the finalization of the sale of these competitive subsidiaries during the CA of Nethys. And in particular of the Win and Elicio subsidiaries. Indeed, on Tuesday May 21, earlier in the day, François Fornieri gave the Chairman of the Board of Nethys, Pierre Meyers, two purchase offers for these two subsidiaries, valid twenty-four hours.
Via these offers, François Fornieri proposes to the board of directors of Nethys – of which he is a member just like Stéphane Moreau, let us remember – to put on the table 8 million euros to buy Win (minus the debt which is order of 800,000 euros) and 2 symbolic euros to acquire Elicio (with assumption of the debt of 261 million euros). The acquisition of Elicio would be done in partnership with the international engineering and maintenance group John Cockerill (ex-CMI).
Stéphane Moreau future shareholder
Stéphane Moreau is in the game: he is the managing director of Ardentia and Ardentia Tech, two companies in formation which will be created a few weeks later before a notary, by François Fornieri. Ardentia and Ardentia Tech aim to hold the shares of Elicio and Win respectively. It is further provided that if the two purchase offers are accepted by the CA of Nethys, Stéphane Moreau “will join Mr. Fornieri in the shareholding of Ardentia Tech” et “will join Mr. Fornieri and CMI in the shareholding of Ardentia”can we read in the minutes of the CA of Nethys of May 22, 2019. In flagrant conflict of interest, François Fornieri and Stéphane Moreau therefore do not take part “neither to the deliberation nor to the vote” on the sales of Win and then of Elicio.
Surprisingly, the two spontaneous and ephemeral offers from the Fornieri-Moreau duo are easily accepted. While the administrators of Nethys discover their very existence during the board meeting – “The Chairman informs the Board of Directors that he has received a firm offer […]”can we read in the PV at point Win as at point Elicio -, both offers are accepted “unanimously of the voting members”. Sales are therefore made very quickly, in the greatest secrecy around the Nethys Board of Directors’ table, without competition, and without even warning or advising the intermunicipal Enodia (formerly Publifin), which is the parent company of Nethys.
Heist of the century
“Operation success !“, then sends François Fornieri to Lucien D’Onofrio, on May 22 at 12:09 p.m., while the Nethys CA is probably still in progress given the number of points discussed and the 21 pages of the minutes of the meeting. Lucien D’Onofrio answers him without delay: “Top, I’ll call you around 1:30 p.m.” The former Standard strongman was therefore kept informed of one of Liège’s best-kept secrets. A secret that will only break out in the press four months later.
“The terms used, “breakage of the century”, “hold-up”, were very harsh, in particular with regard to the sale of Elicio, bought back for a symbolic 2 euros plus a debt assumption, where a series of other actors immediately said they were ready to put a higher price”remembers Xavier Counasse, head of the Investigations department at the newspaper The eveningwhich revealed these secret sales in mid-September 2019. “For Win, François Fornieri proposed a price of 8 million which was accepted. However, there were at least two other interested companies, which were not surveyed, and which were unaware of this deal made in extreme urgency. One of these companies, NRB, had even sent a letter in which it said it was ready to put a price twice as high.
Partners to reduce risk
These secret sales, at bargain prices, without competition, marred by conflicts of interest, will finally be canceled by the Walloon government on October 6, 2019. Questions: why is it Lucien D’Onofrio who summons François Fornieri to a preliminary meeting on the Board of Nethys? What were the three men – “Francesco”, Lucien and “Steph” – to sign at 7:30 am, two and a half hours before the Nethys Board of Directors ratifying the sales of the subsidiaries? A shareholders’ agreement to invest, alongside François Fornieri, in the capital of Ardentia and Ardentia Tech, which were preparing to buy Elicio and Win for two pittances?
“I think that François Fornieri needed other partners, people with strong enough shoulders, not to carry all the risk on him and him alone, analyzes Xavier Counasse. So it doesn’t seem illogical that he was looking for partners. And in this case, it is not the first time, nor the first file, where we see a connection between François Fornieri and Lucien D’Onofrio. “
Parallel exercise of power
One thing is certain: the Fornieri-Moreau duo of the Win and Elicio scandal, one of the aspects of the Nethys affair, was actually a trio. “Stéphane Moreau and François Fornieri had already hidden information and lied to the board of directors of Enodiafulminates Muriel Gerkens (Ecolo), who was at the time administrator of the parent company of Nethys. And now we realize that they not only lied to us, but that they associated a third person, which is Lucien D’Onofrio”. to their plan to buy out Win and Elicio.
“What is shocking is to realize that these same three people settle affairs or decide on the future of Liège’s economic development tools, outside of the places that are intended for that – the boards of directors , general assemblies. And that is decided around a table, or in places that are ultimately parallel places. And the parallel exercise of power is something that is undemocratic and unacceptable “she concludes.
Survey carried out with the support of the Fund for Journalism in the Wallonia-Brussels Federation and in collaboration with Le Vif.