Studenac enters pre-insolvency proceedings: EUR 450 million of liabilities at stake

On 23 September 2026, Studenac d.o.o., one of Croatia's leading retail chains, filed a petition for the opening of pre-insolvency proceedings before the Commercial Court in Split. The court issued the opening order on 29 September 2026.

Total financial liabilities amount to approximately EUR 450 million: approximately EUR 290 million relates to bank financing under a Senior Facilities Agreement with a consortium comprising Bank Polska Kasa Opieki, EBRD, PZU FIZ BIS 1, OTP Bank Plc., OTP banka d.d. and Zagrebačka banka d.d., while trade payables due or falling due within the next 60 days amount to approximately EUR 175.9 million.

Legal framework

Pre-insolvency proceedings are governed by the Insolvency Act[1], with the Commercial Court in Split having exclusive jurisdiction over creditors’ claims against Studenac.

Importantly, this is not a liquidation process. Its primary aim is to restructure Studenac through negotiations with its creditors and adoption of a restructuring plan. Once approved by the court, the plan binds all creditors – including those who voted against it.

The court also appoints a commissioner (Cro. povjerenik) to supervise the proceedings.

For creditors, one of the most significant consequences is the automatic stay on enforcement measures, which initially lasts 120 days and may be extended up to a total of 10.5 months. Pending litigation is also suspended.

In practice, this means that creditors face a limited window to assess their position, protect their interests and actively participate in the restructuring process.

What does this mean for creditors?

Creditors cannot pursue pre-existing claims outside the pre-insolvency proceedings. All claims arising before the proceedings – including unpaid invoices, contractual penalties, interest and other amounts due – must be pursued within the proceedings.

At the same time, the law protects the continuity of Studenac’s contractual relationships. A supplier cannot terminate a contract, withhold deliveries or otherwise modify the contract to Studenac’s detriment solely because of unpaid debt or the opening of pre-insolvency proceedings. Any such action has no legal effect.

To support business continuity, the commissioner may, with the approval of the creditors’ body, assume new obligations on behalf of Studenac. These claims enjoy priority status, ranking behind only employees’ claims.

Creditors are classified according to the nature of their claims. Secured financial creditors, including the SFA consortium, have preferential status over unsecured creditors, while suppliers without security instruments will generally rank as unsecured creditors. Employee claims enjoy priority status.

For suppliers and other unsecured creditors, understanding their ranking and taking timely action in the proceedings will therefore be critical.

21 days to file – and no second chance

Creditors have only 21 days to file their claims from the date of deemed service of the decision opening the proceedings. Crucially, there is no individual notification: in pre-insolvency proceedings, service is effected exclusively through publication on the e-Court Notice Board, and is deemed completed on the eighth day following publication.

The clock is therefore already running. The opening order was issued and published on the e-Court Notice Board on 29 September 2026.

The deadline is strictly preclusive. Missing it means losing the right to participate in the proceedings and vote on the restructuring plan, with no possibility of subsequent remedy. In practice, creditors who wait for a formal notice that the law does not require risk having their interests determined by others.

What must be filed?

A valid proof of claim should be supported by, as applicable:

- current court registry extract (and, for foreign creditors, the relevant certified registration document, including historical extracts where relevant);

- duly executed power of attorney;

- precise calculation of the claim, including principal, interest and costs;

- verified open items statement;

- detailed interest calculation, including the legal or contractual basis and, for foreign creditors, the applicable law;

- documentation establishing the legal basis of the claim, such as contracts, invoices, delivery confirmations, guarantees and payment records and

- in case of an assigned claim, documentation evidencing the assignment or succession of title.

Formalities matter

The claim filing process is highly formal. A missed deadline or a formally defective filing can result in the loss of the creditor’s right to participate and recover the claim through subsequent enforcement, administrative or litigation proceedings.

A filing fee may also apply: where a claim is listed in Studenac’s petition but disputed, the creditor is required to pay FINA 2% of the claim amount, capped at EUR 25 per claim. Where the claim is not listed in the petition, the fee is borne by the debtor.

For creditors, this is not a deadline to put in the diary – it is a deadline to act.

Restructuring, not liquidation – but creditors must act

Pre-insolvency proceedings are designed to enable financial, operational and business restructuring, allowing Studenac to continue operating while creditors are satisfied on agreed terms.

The restructuring may involve debt rescheduling, principal reduction (haircut), new financing, debt-to-equity conversion, or a combination of these measures.

For creditors, the message is clear: those who organize, file their claims on time and actively participate in the proceedings have a seat at the negotiating table and an opportunity to influence the terms of the restructuring plan. Those who do not may ultimately be bound by terms negotiated by others.

As Studenac is not considered a company of systemic importance, the proceedings will follow the ordinary provisions of the Insolvency Act.

In short: the process is about restructuring – but for creditors, timing and organization may make all the difference.

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^{[1] Stečajni zakon, Official Gazette Nos. 71/2015, 104/2017, 36/2022, 27/2024 (the “Insolvency Act”).}