| In accordance with the Rules of the Ljubljana Stock Exchange and the Warsaw Stock Exchange, the Management Board of Nova KBM d.d. hereby gives the following notice: On 8 June 2012, the Shareholders' Meeting of Nova KBM d.d. made a ruling requiring the relevant bodies of the Bank to immediately start undertaking capital raising activities, the aim of which is to increase the Bank's Core Tier I Capital Ratio to at least 9.00%. Within the context of these activities, an independent due diligence review of Nova KBM d.d. and its subsidiaries shall be carried out by an institution selected through an international tendering process. The due diligence review shall be conducted according to international standards no later than the end of July 2012. On the basis of the ruling made by the Shareholders' Meeting, the Management Board of Nova KBM d.d. invites all interested parties (hereafter referred to as “Interested Tenderers") to submit their tender for carrying out the due diligence review of Nova KBM d.d. and its subsidiaries (companies that are defined as subsidiaries in the 2011 Annual Report of the Nova KBM Group and Nova KBM d.d.) within seven days of the publication of this notice (i.e. until and including 21 June 2012), together with a draft agreement, to the address referred to below. The due diligence review may be carried out only by institutions that have many years of experience in due diligence reviews of financial groups, either in Slovenia or internationally, and have, in the last two years, completed at least one due diligence review of a financial group which is, in terms of size, comparable but not smaller than the Nova KBM Group, and members of which are, among other financial institutions, banks headquartered in different countries. The Interested Tenderers shall quote in the tender the costs related to the due diligence review of the Bank's subsidiaries located abroad. The tender shall include the legal due diligence, which is also to be carried out according to international standards. If the services of sub-contractors are used, the tender shall include their costs and shall be made on an 'all-in' basis (payment to the tenderer, payment to any sub-contractors, travelling and other expenses, any taxes, etc). If the Interested Tenderer intends to use the services of sub-contractors, such sub-contractors must have adequate qualifications and experience in carrying out similar due diligence reviews. We ask the Interested Tenderers to make their tender for both a physical data room and a virtual data room. Documents, deeds and other papers in the data room will be available in the Slovene, English, German, Croatian and Serbian languages, and will include information for the last three full financial years (2009, 2010 and 2011) and for the six-month period ended 30 June 2012. Nova KBM d.d. will not cover the costs of any translations, nor is it obliged to provide the translations. Please send your tender to the following address: Nova KBM d.d. Secretariat of the Bank – 'for due diligence' Ul. Vita Kraigherja 4 2505 Maribor Slovenia This announcement will be published on the Bank's website (www.nkbm.si) from 14. June 2012 onwards. | |
