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Signing of Contract of Mandate with Financial Advisor for Sale of 100% Shareholding in NOVA KBM d. d.

On 14 January 2014, Slovenska odškodninska družba, d.d., signed a Contract of Mandate with financial Advisor Lazard Frères for the sale of shares of Nova KBM, d.d., held by the Republic of Slovenia.

 

On 18 December 2013, following extraordinary measures by the Bank of Slovenia, the Republic of Slovenia (RS) became the sole 100% shareholder of Nova KBM, d.d., Slovenska odškodninska družba, d.d. ( "SOD"), which on behalf of the Republic of Slovenia, managed the process of selecting the financial advisor for the sale of shares issued by Nova KBM, d.d., on 20 November 2013 sent Requests for Proposals to render financial advisory services to 10 financial advisors (international financial institutions). The deadline for the submission of proposals expired on 2 December 2013. SOD received 4 proposals.

 

After assessing the improved proposals, Lazard Frères was selected as the best bidder. Negotiations took place to conclude the Contract of Mandate and a final improvement of the Proposal was advised.

 

Lazard's references in regard to financial advisory services rendered to financial institutions are extensive and of quality. They include: Hungarian Bank restructuring, purchase of MKB Unionbank, recapitalisation of BAWAG PSK, restructuring of BTA Bank, financial advisory services rendered to Sberbank during the acquisition of Troika Dialog.

 

By signing the Contract of Mandate, Lazard, with the due diligence of a prudent professional, has assumed the task to render financial advisory services in the sale of shares of Nova KBM, d.d. The obligations of the financial advisor are mainly as follows: to propose the most suitable method and time to implement the sale, to propose and organise the buyer selection process, to prepare a detailed time plan for the sale process, to propose and invite all potential buyers, to prepare various documents needed in the sale process, to propose a narrow circle of buyers, to coordinate due diligence, to coordinate and together with sellers to implement negotiations with potential buyers, to submit a proposal for the selection of a buyer, to propose actions needed for the conclusion and implementation of the sale transaction, etc.

 

By signing the Contract of Mandate with the financial advisor, Lazard, SOD has carried on the process of the sale of Nova KBM, d.d, in accordance with the Decision of the National Assembly of 21 June 2013.

 

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