RBI clears Addiko hurdle as NLB premium keeps bid alive
Raiffeisen Bank International has met the minimum acceptance threshold for its Addiko Bank takeover, but a higher rival offer and a looming withdrawal deadline mean the battle for the Southeast European lender is far from over.
Raiffeisen Bank International has secured the minimum acceptances needed to acquire Addiko Bank, though a rival bid offering a substantial premium ensures the takeover battle will persist until the July 29 deadline. RBI said it received acceptances for 55.5% of Addiko’s shares subject to its offer by July 20, clearing the required 55% hurdle. However, the technical victory remains highly conditional.
Investors who already committed to RBI’s €26.50 per share offer retain the right to withdraw their acceptance until July 23 and tender their shares to Slovenia’s NLB instead. As of July 20, RBI reported no withdrawals, but the financial incentive to switch is significant. NLB is offering €37 per share, less any future dividends, representing a 39.6% premium over RBI's price.
NLB has structured its campaign to capitalize on that price gap, recently lowering its minimum acceptance threshold from 75% to just over 50% to improve its chances of success. The Slovenian lender claims at least 28.9% of Addiko's share capital is already committed to its bid. "More and more international investors are expressing confidence in NLB's offer," the bank said.
This confidence is backed by several major institutional shareholders. The European Bank for Reconstruction and Development, holding an 8.4% stake, Wellington Management with 5.7%, and Brandes Investment Partners with just over 5% have all pledged support for the NLB offer. Addiko supervisory board vice-chair Johannes Proksch has also elected to tender his shares to the Slovenian bank.
The intense competition for Addiko underscores the strategic value of its Southeast European footprint. The Vienna-based lender operates consumer and SME banking subsidiaries in Croatia, Slovenia, Bosnia and Herzegovina, Serbia, and Montenegro.
For RBI, acquiring Addiko represents a pathway back into the Slovenian market. NLB views the transaction as a critical step to consolidate its regional presence and gain scale in Croatia. The final allocation of Addiko's assets will directly reshape competitive dynamics across the region, hinging entirely on whether RBI's early acceptances hold firm through Wednesday's withdrawal deadline.