FCMC will not disrupt the completion of a mandatory AS “Olainfarm” share buy-back offer made by AS “AB City”

16.08.2021
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The Financial and Capital Market Commission (FCMC) informs AS "Olainfarm" parties involved in a mandatory share buy-back offer that the parties' requests for the application of interim protection will be considered on 24 August 2021 within the case initiated in the Administrative Regional Court based on the applications of the applicants Agris Auce and Mārcis Judzis regarding the FCMC's decision of 14 July 2021.

On 14.07.2021, the FCMC decided to allow AS “AB CITY” to make a mandatory buy-back offer for AS “Olainfarm” shares, however, the decision was appealed to the Administrative Regional Court.

Given the urgency of the situation and taking into account the issues arising regarding the impact of the application on the course of mandatory share buy-back offer, the FCMC had submitted a request to the court for the application of temporary legal protection measure, since in the FCMC’s view the full restriction on the exercise of the rights arising from the appealed FCMC’s decision would be disproportionate and inappropriate to the factual situation. The FCMC requested that the court consider this request as a matter of urgency until 17 August 2021, the deadline for the mandatory share buy-back offer.

The FCMC also informs that the offer by AS “AB CITY” was made on 16.07.2021 publishing a statement in the official gazette “Latvijas Vēstnesis” https://www.vestnesis.lv/op/2021/135.AD1, while the application to the court was made before making the mandatory share buy-back offer, on 20.07.2021.

In view of above and the possibility of interpretation of the current legal provisions a correct and fair settlement of the matter is solely within the jurisdiction of the court, which will be binding on the FCMC and other parties involved in the mandatory buy-back offer for AS “Olainfarm” shares. Having assessed the situation within the scope of its competence, the FCMC does not currently see any grounds for raising objections to the completion of the mandatory share buy-back offer with those minority shareholders of AS “Olainfarm”, who have so far responded or will choose to apply until 17.08.2021 to the mandatory share buy-back offer made by AS “AB CITY”.

Given the urgency of the situation and the questions arising regarding the impact of the application on the course of share buy-back offer, which has an indirect effect on a number of minority shareholders, offeror and third parties involved in the transaction, as well as provisions laid down in the Administrative Procedure Law providing that the court considers the request for temporary legal protection in the light of urgency of the situation, the FCMC calls on the court to examine the requests made as early as possible and adopt a decision to that effect.

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