Amendments to the Takeover Act

UniCredit Bank Slovenija d.d.
Summary: 
Amendment in the Takeover Act prescribes exemptions in case of obligatory takeover bid for persons which aquired a takeover threshold in a target company, to execute its financial restructuring, capital adequacy or long term ability to pay.
Fri, 05/07/2013

Some amendments to the Slovenia Takeover Act were published in the Official Gazette No.56 of 2 July 2013 and become valid as of 3 July 2013.

A person that has acquired a takeover threshold of 1/3 of the voting rights in the target company with the intent to execute a financial restructuring of this company and to assure its capital adequacy or its long term ability to pay, before the procedure of insolvency is started, is exempt from the obligation to make a takeover bid, in case this person acquires an approval from the SMA beforehand. The exemption from takeover bid in this case is valid for 5 years after such securities are acquired.

A person, that is exempt to make a takeover bid as described above, becomes obliged to make a takeover bid if the next acquisition of the securities of the same company occurs before a 5 years period has expired (counting from the day of the first acquisition of the securities) under the condition that such person still exceeds the takeover threshold in such a company. 

Impact on investors: Exceptions from the obligation to make a takeover bid in case a person assures capital adequacy or long term ability to pay in the target company.