CANCELLATION OF PUBLIC INVITATION FOR COLLECTION OF OFFERS FOR THE PURCHASE OF A OWNERSHIP SHARE IN SHAREHOLDERS EQUITY
Based on the decision of the Board of directors of 3. MAJ Brodogradilište d. d., PIN 86167814130, Rijeka, Liburnijska 3 from August 20, 2024, with the consent of the Supervisory Board of the company from August 20, 2024, the public invitation for offer submission for the purchase of a 100.00 % ownership share in shareholders equity of the company 3. MAJ Rijeka 1905 d. o. o. for shipbuilding with headquarters in Rijeka, Liburnijska 3 has been cancelled.
Interested Bidders can send all inquiries for possible clarification via the following e-mail address: gmanageroffice@3maj.hr.
PUBLIC INVITATION FOR COLLECTION OF OFFERS FOR THE PURCHASE OF A OWNERSHIP SHARE IN SHAREHOLDERS EQUITY
Based on the decision of the Board of directors of 3. MAJ Brodogradilište d. d., PIN 86167814130, Rijeka, Liburnijska 3 from August 02, 2024, with the consent of the Supervisory Board of the company from August 2, 2024, the director of 3. MAJ Brodogradilište d. d. announces:
PUBLIC INVITATION
for collection of offers for the purchase of a
100.00 % ownership share in shareholders equity of the company
3. MAJ Rijeka 1905 d. o. o. for shipbuilding with headquarters in Rijeka, Liburnijska 3
| No. | Company | Number of share packages | Total nominal value of offered shareholders equity in EUR | % in issued shareholders equity |
| 1 | 3. MAJ Rijeka 1905 d. o. o. | 3 | EUR 10.313.220,00 | 100,00 % |
The seller, as a shareholder of the company 3. MAJ Rijeka 1905 d. o. o. for shipbuilding with headquarters in Rijeka, Liburnijska 3, PIN: 25387929862 (hereinafter: “Company“), made a decision on the sale of 100.00 % of ownership share in shareholders equity of the Company.
By decision of the Board of directors of 3. MAJ Brodogradilište d. d., PIN 86167814130, Rijeka, Liburnijska 3 from August 2, 2024, with the consent of the Supervisory Board of the company from August 2, 2024, the Seller determined the manner and conditions of the sale of the ownership share in shareholders equity of the Company. The decision in question stipulates that the procedure for the sale of the ownership share in shareholders equity of the Company will be carried out through the procedure of public collection of bids from interested persons.
In order to determine the existence of an interest in participating in the process of the sale of the ownership share in shareholders equity of the Company, the Seller hereby publishes a public invitation to all interested persons to submit their binding offers in accordance with the Public Offer Rules and the conditions of this Invitation.
Basic Company information:
| Company name: | 3. MAJ Rijeka 1905 d.o.o. for shipbuilding; |
| Headquarters: | Rijeka, Liburnijska 3; |
| PIN: | 25387929862; |
| Type of business: | Building of ships and floating structures; |
| Share capital: | 10.313.220,00 EUR |
| Shareholders: | 3.MAJ Brodogradilište d.d., PIN: 86167814130, sole shareholder |
Subject of sale:
100.00% ownership share in shareholders equity of the company that amounts to 10.313.220,00 EUR.
Minimum tender conditions:
The minimum conditions that an individual Bidder must meet in order to participate in the Public Offer, from which there are no deviations, or with respect to which there is no possibility of negotiation, are as follows:
- retention of the Company’s existing activity as a core activity;
- retention of the established number of employees within 4 years from the date of conclusion of the contract on the sale of shares in the Company;
- undertaking all necessary actions to maintain the existing Collective Agreement in full force during its duration, including the period of extended application in accordance with the applicable legislation of the Republic of Croatia;
- preparation of appropriate means of insurance for the execution of assumed obligations;
- preparation of the Company’s “Business Plan” for the next 5 (five) years, including the investment plan for the next 5 (five) years;
- the Bidder must be a legal entity that has been validly established and has been operating for at least 3 years prior to the date of sending the offer;
- no liquidation proceedings, bankruptcy proceedings, pre-bankruptcy settlement proceedings or any other forced administration proceedings and/or proceedings which may lead to the termination of a legal entity or the sale of assets have been completed, initiated or opened against the Bidder in the last 2 (two) years from the date of sending the offer nor is the execution of the plan or obligations undertaken in that procedure underway;
- absence of obligations based on taxes, mandatory contributions and/or other public benefits.
Offers that do not meet the aforementioned minimum conditions, which cannot be subject to negotiation, will be excluded due to formal deficiencies without entering into a review and evaluation of the fulfillment of all other conditions, that is, they will not be taken into further consideration, of which the Bidder will be informed in writing.
Offers that meet the aforementioned conditions, which may be the subject of negotiations, will be taken into consideration and evaluated if they meet all other conditions of formal validity.
Documentation required for making an offer:
Documentation required for making offers, consists of:
- Public offer rules;
- Non-disclosure agreement;
- Offer form.
are publicly available for download on the Seller’s website.
Participation fee and company visit:
The interested person is obliged to pay a non-refundable fee for participation in the amount of EUR 1,500.00 in accordance with point 8.1. of Public offer rules. In the case of an interested person’s wish to visit the Company, the interested person is obliged to pay a non-refundable participation fee and submit proof of payment together with the Non-disclosure agreement.
Minimum offer content:
The offer must contain documentation and data that identify the Bidder and prove his ability, all as defined by the Public Offer Rules.
The offer must meet the minimum requirements of the Public offer from article 14.1. of the Public Offer Rules, as they were previously defined in this Public Invitation.
Inside the Offer, interested persons are invited to provide the key elements of the offer, as well as all other information they consider relevant.
Delivery method and deadline:
The offer is delivered by registered mail or in person, in a closed and sealed envelope, to the address 3.MAJ Brodogradilište d.d., Liburnijska 3, Rijeka. The envelope must be marked “Offer for the purchase of ownership share in shareholders equity of 3. MAJ Rijeka 1905 d.o.o. za brodogradnju – CONFIDENTIAL – BOARD OF DIRECTORS”, and the name, contact address and e-mail of the Bidder.
The offer can be submitted no later than August 21, 2024 at 3 p.m. CET.
Offers which arrived later than the specified deadline, will not be considered, regardless of the time when they were sent.
Final provisions
Documentation issued by state bodies, state services, legal entities with public authority, other public bodies and/or legal entities, which prove the ability of the interested party and/or the fulfillment of the conditions from the Public Offer must not be older than 30 (thirty) days on the day of receipt of the offer by the Seller (documentation submitted in the process of collecting letters of interest is accepted as timely submitted in the process of submitting offers).
The Public Offer Rules apply to everything that is not explicitly regulated by this Invitation, as well as to the Public Offer procedure itself and its implementation.
Interested Bidders can send all inquiries for possible clarification of this invitation via the following e-mail address: gmanageroffice@3maj.hr.