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A Closer Look: NKO Partners' Djordje Nikolic on Noventiq Buyout of Saga's Minority Shareholders

A Closer Look: NKO Partners' Djordje Nikolic on Noventiq Buyout of Saga's Minority Shareholders

A Closer Look
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On February 15, 2023, CEE Legal Matters reported that NKO Partners had advised a group of Saga’s minority shareholders on Noventiq's buyout of their equity. CEELM reached out to NKO Partners Founding Partner Djordje Nikolic to learn more about the matter.

CEELM: At what stage did the NKO team become involved in the deal?

Nikolic: The NKO team (Djordje Nikolic and Srna Popovic) was involved from the word ‘go’ from the seller’s side!  We were engaged from the moment they received the letters of intent from the buyer.  

CEELM: How did you get the mandate – was this a new client or return business?

Nikolic: One of the sellers is a longer standing client of NKO's.  They reached out to us for support. The other shareholders had heard about the excellent advice that was being given. Accordingly, NKO met with all the other shareholders individually, and each one of them agreed to be represented by us.  We were able to deal with each individual's concerns separately, as well as dealing with them as a group, only when it was expedient and necessary.

CEELM: What exact aspects did NKO Partners advise on and who took the lead on each part internally?

Nikolic: NKO Partners helped negotiate the terms of the deal and then drafted, negotiated, and completed all the relevant transactional documentation including the share purchase agreement, share transfer agreement, amendments of shareholders’ agreement, pre-emptive right waivers, spouses’ consent, etc. I led the deal and was heavily involved in the initial meetings, negotiations, and drafting.  Srna Popovic, our lead Senior Associate, finalized the documents and coordinated their collection for signing and closing.

CEELM: What would you say was the most complex aspect of the deal?

Nikolic: Structuring the payment mechanism from abroad proved to be quite tricky – as was the registration of the new shareholders with the Serbian Business Registration Agency.  You have to bear in mind that the new shareholders could not be registered before all six sellers had received and confirmed receipt of the full purchase price.

CEELM: On the flip side, what do you believe went particularly smoothly and why?

Nikolic: Closing this deal, which had so many parties, actually ran very smoothly. Organizational skills were key, bearing in mind we had to coordinate six sellers, five spouses of the sellers, one buyer, and four other shareholders (that had to sign waivers). Clear communication was essential, as was the ability to help organize all parties involved. This was all made easier due to the excellent relationship that we had with the client and the opposing counsel, which was very useful and appreciated.

Serbia Knowledge Partner

Committed to redefining a law firm's role in an emerging regional market, Gecić Law is a full-service law firm that advises international and local clients from the public and private sectors in navigating the complex legal landscape of the region across multiple practice areas. Members of the Gecić Law team have graduated from leading universities in the US and Europe. They have extensive local and international experience, with a particular focus on EU regulatory frameworks and international trade and a proven track record in providing innovative and practical solutions in the most complex of matters.

Gecić Law is an exclusive member of two leading global alliances, TerraLex and TAGLaw, extending its international footprint. The firm and its lawyers have continuously been recognized in several practice areas by elite global directories, including The Legal 500, Chambers and Partners and Benchmark Litigation. Gecić Law was named Law Firm of the Year: South Eastern Europe 2021 and Law Firm of the Year: Eastern Europe and the Balkans 2020 at The Lawyer European Awards and was repeatedly nominated in other practice areas.

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