Pursuant to Articles 517 and 531 of the Companies Act, Croatian Telecom (Reuters: HT.ZA; Bloomberg: HT CZ), Croatia’s leading telecommunications provider, within the merger procedure of the company HT Produkcija LLC (hereinafter: HTP LLC or the merged company), to the company Croatian Telecom Inc. (hereinafter: HT Inc. or the acquiring company), announces as follows:
HT Inc. is the sole shareholder of the company HTP LLC and in this merger procedure, provisions of Article 531 of the Companies Act are being applied, regulating merger in special cases (“simple” merger).
HT Inc. and HTP LLC concluded the Merger Agreement. By the said Agreement, contracting parties agreed that HTP LLC shall be merged into HT Inc. as the acquiring company, by transfer of all its assets and obligations to the acquiring company, without conducting the liquidation procedure of the merged company. With the day the merger is entered into the Court Register of the acquiring company, the merged company shall seize to exist. The acquiring company shall become the universal legal successor of the merged company, thus entering into all legal relationships of the merged company.
The Merger Agreement referred to under previous paragraph hereof was submitted to the Court Register of the Commercial Court in Zagreb on 31 March 2022.
The Merger Agreement shall enter into force when approved by the Assembly of the merged company and given that this procedure constitutes the afore stated “simple” merger, the approval of the General Assembly of the acquiring company (HT Inc.) is not required for the Merger Agreement to become valid, unless shareholders of the said company holding together 1/20 of the share capital request that the General Assembly of HT Inc. is convened to decide on granting approval for the merger. Such request can be submitted to HT Inc. within the deadline of one month as of the day the Merger Agreement has been submitted to the Court Register of the Commercial Court in Zagreb.
Shareholders of HT Inc. are hereby notified that all documents listed in Article 517, Paragraph 2, of the Companies Act are available for insight in the company headquarters at the address Radnička cesta 21, Zagreb, during working hours in the time from 10:00 until 14:00 hours.
HTP LLC, provider of digital EVOtv service, is a company 100% owned by HT, since the year 2019. HTP business activities consist of development, maintenance and provision of communication services. At the end of 2021, the company realized total sales revenues in the amount of HRK 78 million, with 11 employees. Following the merger, there will be no changes of existing EVOtv services. HT will continue to provide EVOtv customers with the best content selection adjusted to market trends and customer needs.