• SLV ATVP announced publication of decision on the documents attached to application for issue of a takeover bid license and on the more detailed content of the prospectus.

Summary

• The updated legislation updates the previous 2007 legislation of the same name and relates to the documents that the acquirer must submit to SLV ATVP for a takeover.
• The amendments allow for the inclusion of the requirements set out in EU regulation 2017/1129 on the requirements for some information to be included in a prospectus.

Requirements

• The application for a takeover bid must include the company details and details of the stockbroking company, which must have status of central depository company (CDD).
• Also the details of the target company and classes and types of securities involved.
• The details supplied must also provide a copy of the prospectus, a detailed assessment of how the takeover is to be financed along with proof of information in prospectus.

Prospectus

• The prospectus must contain detailed information on takeover bid, on basis of which holders of securities to which takeover bid relates may decide on acceptance of offer.
• If acquirer offers alternative securities, an integral prospectus for offer of alternative securities to public or for organized trading in alternative securities must be included.
• All of the items in the prospectus must be listed in the same order, under the same numbers and under the same headings as set out in the annexes to the legislation.
• If information that should have been entered under an item in the prospectus is not available, the acquirer must confirm this fact under an individual item in prospectus.
• The prospectus must be published in the manner specified and takeover bid must be published in daily newspaper published across the territory of Republic of Slovenia.

Effectiveness

• The new law will enter into force on 22 May 2021.