On January 18, CEE Legal Matters reported that Fatur Menard had advised the Svetlik family on the sale of their 42% stake in Hidria owner H&R to Spanish corporation Gonvarri. CEE In-House Matters spoke with Gasper Svetlik, Co-Founder and CEO at Svetlik Family Office, to learn more about the matter.
CEEIHM: To start, tell us a bit about Hidria and its operations.
Svetlik: Hidria is a privately-owned company with its headquarters in Idrija, Slovenia. Its major development to become one of Europe's leading pre-development manufacturers in the automotive industry was spearheaded by Edvard Svetlik who joined it in 1980. Today, it employs more than 2,000 people in Slovenia, Hungary, Germany, and China. Slovenia remains a key location for R&D and more complex manufacturing.
CEEIHM: What was the rationale behind the sale?
Svetlik: The Svetlik Family Office owned 42% of shares in Hidria but there was no possibility to agree on a new shareholders agreement with the other shareholders who carried out a hostile takeover in 2020 and eliminated the Svetlik Family Office from both operational (executive) and non-executive roles, despite being the largest single shareholder. We were looking for a strong strategic investor who would be able to further develop the company and agree on a new shareholder agreement with the existing shareholders.
CEEIHM: What was the most complex aspect of the deal from a legal perspective?
Svetlik: The buyer is a large multinational from Spain that always holds 100% shares in the companies it acquires. Reps and warranties, specific indemnities, and making sure both parties felt comfortable with the outcome would be what I'd highlight. The buyers had to make sure they would also agree on a deal with the remaining shareholders. Due to uncertain times (Ukraine, interest rate hikes, potential recession, etc.) MAC clauses would also play an important part in the agreement.
CEEIHM: Between signing and closing, approvals from the EC and the Slovenian FDI Authority were required. How did that process run from your perspective?
Svetlik: On our side, everything was done as agreed and within the agreed framework. All applications were done on the side of the buyer. They were late in submitting the form with the EC and completing it once additional information was required. It still took less than four months to get the EC clearance.
CEEIHM: And why did you pick Fatur Menard as your counsel on this transaction?
Svetlik: We have worked with OP Fatur Menard on various, very complex projects before and have had really good experiences. The level of professionalism, experience, and proactiveness was extremely high. We got 24/7 access to their key personnel. They were pragmatic in bringing external consultants to complement their expertise (i.e., tax issues) and showed a great deal of commitment in bringing the deal to a closing. We continue to work with them on new projects.