The Czech investment company “Black Duck Invest” has zero fulfilled the obligations included in the share sale and purchase agreement with JSC “Olmafarm” and transferred 42.5% of the purchase fee to the bank’s current account in accordance with the terms of the agreement “Olainfarm“shares – 30 million euros, said a representative of the company Vojteh Kačena.
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In accordance with the laws and regulations of the Republic of Latvia, Black Duck Invest has sent a notice on the acquisition of a significant shareholding to the Financial Capital and Market Commission of JSC Olainfarm on October 6 this year.
This means that Black Duck Invest has acquired all the rights related to the purchased shares and the rights arising from them, including the voting rights at the shareholders’ meeting of JSC Olainfarm.
Kačen stated that although the agreement provided for the shares to be transferred first and then settled accordingly, the investment firm decided to make the transfer for a number of reasons.
“We are making this transfer right now for two reasons. First, we want to make it clear that Black Duck Invest has all the necessary financial resources to pay for the purchase agreement and then make all the necessary investments in the development of Olainfarm. Second , the actions we are seeing from both the people involved in Olmafarm and Repharm are currently showing that the other party is not waiting for a final court ruling on the validity of the contract and has taken steps to make the proceedings irreversible in the event of an unfavorable judgment, stressed Kachen.
This has also been confirmed by lawyer Mārtiņš Kvēps, noting that efforts are currently being made to change the status of Olainfarm shares, which may make the fulfillment of the agreement impossible in the future.
“The current actions on the part of Olmafarm, Olainfarm and Repharm show that they are not going to await the verdict of the Czech court. We are sure that the verdict will be in favor of Black Duck Invest, but negative for the other. “If this is done, but the court ruling is in favor of Black Duck Invest, then the terms of the agreement will no longer be enforceable,” explained Kvēps.
In connection with the change in the status of shares, Kvēps mentioned an example that JSC “Olainfarm” is considering the possibility to stop listing shares on the stock exchange, as well as the company’s management processes and quorum decision-making procedures.
“Listing shares provides transparency in transactions and decisions, as they must be reported in accordance with stock exchange regulations. However, if shares are not listed, it can be relatively easier to change owners. that the majority shareholder acts in good faith without harming the company and the interests of the minority shareholders, “said Kvēps.