• 12.11.2014, 08:00:02
  • /
  • OTS0008 OTW0008

FACTOR BANKA d.d. announces the out-of-court public sale via public auction

Wien (OTS) - Pursuant to Articles 44 and 46 of the Law on Registered
Pledge on Movables ("Official Gazette of the Republic of Serbia", No.
57/2003, 61/2005, 64/2006 and 99/2011) the pledgee FACTOR BANKA d.d.,
a bank established in the Republic of Slovenia, with its registered
seat in Ljubljana, Tivolska cesta 48, 1000 Ljubljana, registration
number 5777011000, Tax ID No.: SI27516407 ("Factor banka d.d.")
announces

the out-of-court public sale via public auction

in the procedure of settlement of claim from the pledged asset

I. Subject-matter of the out-of-court public sale: The ownership
interest owned by NUBA, SVETOVANJE IN INVESTIRANJE d.o.o. Ljubljana,
a company established in the Republic of Slovenia, Šmartinska cesta
152, 1000 Ljubljana, registration number 2170400000, Tax ID No.:
SI36087122, in TARGO TELEKOM d.o.o. Beograd, Đorđa Stanojevića
12/III, Belgrade, a company established in the Republic of Serbia,
registration number 20525134 ("Targo Telekom d.o.o."), which
ownership interest amounts to 89.09% of Targo Telekom d.o.o.'s
capital, and which is pledged in favour of Factor banka d.d. (the
"Ownership Interest").

Except for the pledge in favour of Factor banka d.d. referred to in
the previous paragraph, there are no other encumbrances over the
Ownership Interest.

II. Public Auction: The out-of-court public sale of the Ownership
Interest will be carried out through the public auction (the
"Auction").

III. Time and place of the Auction: The Auction will be held on 24
November 2014, at 12:00 o'clock, at the premises of Wolf Theiss
d.o.o. at the address Bulevar Mihajla Pupina 6, PC Ušće, 18th floor,
Belgrade, Serbia.

IV. Estimated value of the Ownership Interest: Value of the Ownership
Interest is determined, i.e. estimated by an economic and financial
expert and it amounts to EUR 5,361,000 (in words: five million three
hundred sixty one thousand euros).

V. Opening price of the Ownership Interest: The openning price of the
Ownership Interest at the Auction amounts to 60% of the estimated
value of the Ownership Interest, which amounts to EUR 3,216,600 (in
words: three million two hundred sixteen thousand and six hundred
euros).

VI. Guarantee for participation at the Auction: The right to
participate at the Auction is granted to any natural person or legal
entity, including holders of statutory pre-emption right, which pays
the guarantee deposit in the amount of 10% of the estimated value of
the Ownership Interest, i.e. in the amount of EUR 536,100 (in words:
five hundred thirty six thousand and one hundred euros) (the
"Guarantee"). The Guarantee should be paid by 21 November 2014 at the
latest, in EUR to the bank account of Factor banka d.d. number: IBAN:
SI56 0100 0000 2700 078, SWIFT/BIC: FCTBSI2X, at Banka Slovenije, and
in case of a participant who/which is considered resident of Serbia
within the meaning of the Foreign Exchange Law (Official Gazette of
the Republic of Serbia No. 62/2006, 31/2011, and 119/2012) (the
"FEL") in Serbian dinar ("RSD") equivalent according to the official
middle exchange rate of the National Bank of Serbia ("NBS") at the
day of payment to RSD-denominated non-resident bank account of Factor
banka d.d. number: IBAN: RS35265100000013225710, SWIFT/BIC:
RZBSRSBG, at Raiffeisen banka AD Beograd. Proof of payment of the
Guarantee should be submitted along with the application for the
Auction.

VII. Registration of participants at the Auction: Registration of
participants at the Auction shall start half an hour before beginning
of the Auction, at the address indicated above. Only legal persons
and/or individuals (including holders of the statutory pre-emption
right) who submitted proper applications for the Auction in a timely
manner in accordance with points XIII and XIV below, presented
original documents enumerated in point XIII below for inspection at
the registration, and paid the Guarantee in accordance with the point
VI above will be registered as participants at the Auction. The
Auction will be held even in the event that it is attended by only
one bidder, unless the pledgee Factor banka d.d. decides that the
Auction should be postponed.

VIII. Publication of results of the Auction: The results of the
Auction should be disclosed verbally to all the attendees,
immediately after the Auction.

IX. Entering into sale and purchase agreement and payment of purchase
price for the Ownership Interest: A bidder offering the highest
purchase price for the Ownership Interest at the Auction (the "Best
Bidder") must enter into the sale and purchase agreement as the buyer
with Factor banka d.d. as the seller, which agreement must be signed
by both parties and notarised before the public notary or court in
accordance with the law within 3 (three) business days from the date
of the Auction. The Best Bidder must pay the remaining amount of the
purchase price (i.e. difference between the offered price and the
paid Guarantee) in EUR to the bank account of Factor banka d.d. No.:
IBAN: SI56 0100 0000 2700 078, SWIFT/BIC: FCTBSI2X, at Banka
Slovenije, or, in case the Best Bidder is a resident of Serbia within
the meaning of the FEL, in RSD equivalent in accordance with the
official middle exchange rate of the NBS on the date of payment to
the RSD-denominated non-resident bank account of Factor banka d.d.
No.: IBAN: RS35265100000013225710, SWIFT/BIC: RZBSRSBG, at
Raiffeisen banka AD Beograd, within 3 (three) business days from the
day of signing and notarisation of the sale and purchase agreement.
In case that the Best Bidder does not pay the purchase price for the
Ownership Interest within the given term, the sale and purchase
agreement with the Best Bidder shall be without legal effect, and the
second-best bidder who made the second-highest offer for purchase of
the Ownership Interest will be declared the buyer and Factor banka
d.d. will call upon such second-best bidder (by letter sent by the
registered mail to the address of such second-best bidder stated in
the application for the Auction pursuant to point XIII below) to
enter, as the buyer, into the sale and purchase agreement with Factor
banka d.d. as the seller within 3 (three) business days from the date
of receipt of the letter. In such case, the buyer will pay the
offered purchase price within 3 (three) business days from the date
of signing and notarisation of the sale and purchase agreement. The
same procedure as stated above shall be repeated with respect to the
third-best bidder who/which made the third-highest offer in case the
second-best bidder fails to pay the offered purchase price. The
Guarantees paid by the Best Bidder, the second-best bidder and the
third-best bidder shall be temporarily retained by Factor banka d.d.
and shall not be returned to any of them unless and until any of them
pays the purchase price (in which case the Guarantee paid by other
two will be returned to them).

X. Returning of the Guarantee: The Guarantee will be returned to the
bidders whose offer for purchase of the Ownership Interest is not
accepted (except for the Best Bidder, the second-best and third-best
bidder in case of an unsuccessful auction described below in point
XI), within 8 (eight) business days from the date of the Auction. The
Guarantees paid by the Best Bidder, the second-best bidder and the
third-best bidder will be returned in the following way: if one of
them paid the purchase price in accordance with point IX above, the
Guarantee deposits will be returned to the other two of them within 8
(eight) business days from the payment date.

XI. Unsuccessful Auction: In the event that none of the bidders
(including holders of the statutory pre-emption right) with suitable
offer for purchase of the Ownership Interest pays the purchase price
for the Ownership Interest within the term provided for payment in
accordance with the point IX above, it will be concluded that the
Auction did not succeed and a new public auction for sale of the
Ownership Interest will be scheduled. The Guarantee paid by the Best
Bidder and by the second-best and third-best bidder will be used to
cover costs of a new public auction for sale of the Ownership
Interest and to compensate any possible difference between the
purchase price achieved at the Auction and the subsequent public
auction for sale of the Ownership Interest. Any remaining portion of
the Guarantee will be returned to the respective bidders in
accordance with the point X above.

XII. Statutory pre-emption right of the Ownership Interest:
TERMOPLASTI-PLAMA DOO, a company established in the Republic of
Slovenia, registration number 5042399000, and PLASTA DOO, a company
established in the Republic of Slovenia, registration number
5343127000, as the shareholders of Targo Telekom d.o.o., holding
ownership interests representing respectively 5.45% and 5.46% of
Targo Telekom d.o.o.'s capital will be able, each of them to use its
statutory pre-emption right to buy the Ownership Interest under the
same conditions as the Best Bidder if it applies for participation at
the Auction in accordance with points XIII and XIV below and pay the
Guarantee in accordance with point VI above, and immediately after
the publication of the results of the Auction, declares that it will
buy the Ownership Interest under the same conditions as the Best
Bidder. In such case the obligation to enter into the sale and
purchase agreement and pay the purchase price from point IX above
applies to such holder of the pre-emption right.

XIII. Content of an application for the Auction: An application for
the Auction must be in writing in English, Serbian or Slovenian
language, signed by an authorised representative of an applicant (in
case an applicant is a legal person) or signed by an applicant who is
an individual. The application for the Auction must contain the
following data: (i) in case an applicant is a legal person: full
name, registration number, name of the registry, registered address,
country of incorporation and details of the contact person (name,
telephone, facsimile, email); (ii) in case an applicant is an
individual: first name, middle name, surname, date of birth,
nationality, national personal ID card number, and in case of a
Serbian national, the unique citizens' number (JMBG), and contact
details (residence address, telephone, facsimile, email); (iii) first
name and surname, date of birth, nationality, national personal ID
card number, and in case of a Serbian national, the unique citizen's
number (JMBG) of a person authorized to represent an applicant at the
Auction and proof of authorization for such a representation
(original excerpt from the relevant registry in which the applicant
is registered, which excerpt may not be older than one month before
the Auction date, showing details of such representative and
limitations on his/her powers to represent, or a special power of
attorney issued by the applicant to such representative for
representing it at the Auction); (iv) proof of payment of the
Guarantee; (v) clear and unconditional statement that the applicant
accepts that in case it is proclaimed the Best Bidder, or the
second-best or third-best bidder at the Auction and fails to pay the
purchase price in due time in accordance with point IX above, that
his/her/its Guarantee will not be returned to him/her/it and may be
retained by Factor banka d.d. and used for covering the costs of the
repeated auction and compensation of possible difference between the
price achieved at the Auction and the subsequent repeated auction in
accordance with point XI above; and (vi) full details of the bank
account to which the amount of the Guarantee should be returned to an
applicant.

XIV. Submission of an application for the Auction: A proper
application for the Auction (PDF scan) should be received by 21
November 2014 by 16:00 o'clock at the email
address:masa.grohar@factorb.si. All originals must be presented for
inspection at the registration of participants in accordance with
point VII above.

XV. Time and place of review of the business documentation related to
the Ownership Interest: Persons interested in purchase of the
Ownership Interest may schedule an appointment to inspect available
documentation concernig the Ownership Interest, which consist mainly
of publicly available information on Targo Telekom d.o.o. in Serbian
language and the Valuation Report dated 20 October 2014 in Serbian
and English language, every business day from 12. November 2014 to 21
November 2014, at the premises of Factor banka d.d., at the address
Tivolska cesta 48, 1000 Ljubljana, Slovenia, and at the premises of
WM Equity Partners d.o.o. Belgrade at the address Bulevar Mihajla
Pupina 10a, 11070 Belgrade, Serbia, during working hours. Each
appointment must be scheduled one business day in advance by
contacting the contact person from point XVI below.

OTS-ORIGINALTEXT PRESSEAUSSENDUNG UNTER AUSSCHLIESSLICHER INHALTLICHER VERANTWORTUNG DES AUSSENDERS - WWW.OTS.AT | NEF

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