Supreme Court orders A$4.75 million compensation to Keybridge
Yowie Group (ASX: YOW) noted on 6 November 2026 the Judgment of the Supreme Court of New South Wales, delivered on 4 November 2026 in the matter of Keybridge Capital Limited [2026] NSWSC 1377. The Court ordered compensation of A$4.75 million in favour of Keybridge Capital Ltd (Keybridge), Yowie’s majority shareholder, for payments benefitting former director Nicholas Bolton.
The Court found that a $4.75 million fee, and the advance of those funds for Mr Bolton’s benefit in July 2024, was not in Keybridge’s interests. It also found that Keybridge received nothing of commercial value in return.
Yowie describes the Judgment as “…a significant outcome for Keybridge, moving it one step closer to recovering funds from Mr Bolton.”
The key order terms are:
- Compensation for Keybridge of $4.75 million
- Pre-judgment interest from 2 July 2024
- Orders as to costs
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How the funds moved: the background to the case
Yowie transferred approximately A$6 million during calendar years 2023-2024 to its majority shareholder Keybridge, under various arrangements put in place by Yowie’s former directors.
In July 2024, Keybridge transferred more than A$4.75M (including cash that had been transferred from Yowie) to an Italian entity. The transfer was for the benefit of Mr Nicholas Bolton, who was then Yowie’s CEO and Keybridge’s Managing Director.
Since replacing the previous board, Yowie’s current directors have been working closely with Keybridge and its major shareholder Wilson Asset Management. They are seeking the return of the funds utilised by Mr Bolton to acquire a residence on Lake Como.
Key events since the July 2024 transfer were:
- 6 February 2025: Yowie requested the immediate repayment of its loan facility with Keybridge.
- 9 February 2025: Keybridge appointed a voluntary administrator.
- 8 May 2025: Keybridge exited administration, and Yowie issued a statutory demand, which Keybridge subsequently applied to set aside.
- 18 June 2025: Nicholas Bolton and John Patton resigned as directors of Yowie.
- 27 June 2025: The previous board was replaced by Geoff Wilson, Jesse Hamilton, Martyn McCathie, Antony Catalano (on leave of absence since 16 March 2026) and Sulieman Ravell.
- 18 July 2025: Yowie announced it was reviewing intra-group loan arrangements implemented by the prior board.
What the Judgment means for Yowie shareholders
The Judgment follows a change of board at Yowie in June 2025. Since then, the current directors have worked with Keybridge and Wilson Asset Management in seeking the return of the funds utilised by Mr Bolton.
The Court has now found in Keybridge’s favour, and Yowie says this moves Keybridge one step closer to recovering funds from Mr Bolton. Keybridge is Yowie’s majority shareholder.
For context, Yowie is an Australian-based chocolate and confectionery company that has owned and operated Ernest Hillier since late 2023.
On the operating side, a three-year seasonal confectionery licence covering Violet Crumble, Polly Waffle and FruChocs products has been targeting $6.5 million in cumulative sales through the Ernest Hillier facility.
| Item | Detail |
|---|---|
| Court finding | The $4.75 million fee and advance of funds in July 2024 was not in Keybridge’s interests, and Keybridge received nothing of commercial value in return |
| Compensation ordered | $4.75 million for Keybridge |
| Interest | Pre-judgment interest from 2 July 2024 |
| Costs | Orders as to costs |
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