Nova Ljubljanska Banka d.d. (LJSE:NLBR) intents to launch an all-cash voluntary public takeover offer to acquire Addiko Bank AG (WBAG:ADKO) for approximately ?390 million on May 15, 2024. As consideration, the Share Offer Price of ?20 per Addiko share on a cum dividend basis, represents a very attractive and rare liquidity event for all Addiko's shareholders to exit and sell all their Addiko shares. NLB currently holds no shares in Addiko and intends to acquire a significant majority shareholding in Addiko by launching the Offer. The completion of the Offer will be subject to obtaining a significant majority shareholding in Addiko, clearances from the relevant banking and merger control authorities as well as further customary market closing conditions. The offer memorandum with all necessary enclosures will be immediately filed with the Austrian Takeover Commission and NLB plans to publish the offer memorandum in line with the Austrian Takeover Act. In a concurrent transaction, Agri Europe Cyprus Limited launches the partial offer it has announced on March 25, 2024. In such case, all Addiko shareholders that accept the Agri PTO prior to the publication of the offer memorandum for the Offer launched by NLB can withdraw from their respective declaration of acceptance for the Agri PTO until four trading days prior to the end of the Agri PTO acceptance period and tender their Addiko shares into this Offer launched by NLB for the Share Offer Price of ?20. As of May 16, 2024, Addiko Bank AG ("Addiko") notes the announcement of NLB intention to launch a voluntary public takeover offer aimed to acquire control over Addiko, directed at all Addiko shareholders. Addiko will proceed in line with the obligations of the Austrian Takeover Code, including making a statement after publication of the offer document by NLB.


Deloitte svetovanje d.o.o. acts as financial advisors to NLB. Schönherr Rechtsanwälte GmbH is NLB's Austrian legal advisor.