Acquisition Finance 2025

SERBIA Trends and Developments Contributed by: Miodrag Jevtić, Gecić Law

(internal equity) and debt financing via banking loans. Both companies publicly announced that the respective acquisitions had been closed, indi- cating no deferred or contingent considerations were involved. The annual reports and financial statements of both buyers are expected to shed more light on the acquisition finance methods employed. Flutter Entertainment’s acquisition of MaxBet Flutter Entertainment, a global sports betting and gaming leader, acquired MaxBet strategi- cally to expand its presence in the regulated Ser- bian market. With its vast retail betting locations and online platform network, MaxBet is one of Serbia’s largest operators in the gambling sector. Public sources indicated that the acquisition was made for cash, on a debt and cash-free basis, with a further payment to be made if MaxBet exceeds the relevant financial thresholds. At the same time, Flutter has the option to purchase the remaining 49% shareholding in MaxBet in 2029 (thus indicating earnouts and equity rollo- vers). Flutter Entertainment did not reveal the source of funding for the acquisition. Flutter’s financial statements show the existence of debt with accrued interest, which might imply debt financ- ing. Other notable acquisitions In April 2025, it was announced that BlackPeak Capital made its first investment in Serbia by partnering with Kafeterija, the country’s largest specialty coffee chain, to support its regional expansion and ambition to become the mar- ket leader in South-Eastern Europe. Kafeterija’s growth strategy includes expanding its footprint

across Bulgaria, Romania and Hungary, aiming for 150 stores and EUR70 million in annual sales. Public data from the Serbian companies’ registry shows that BlackPeak acquired a minority share in Kafeterija, indicating that it provided finance to the target via capital increase. It is not publicly known how BlackPeak financed its acquisition. Similarly, Integral Capital Group acquired a 50% stake in Walter BBQ, Serbia’s largest indepen- dently owned fast-casual restaurant chain, with plans to drive further growth within Serbia and into other Balkan markets. As an investment company managing institutional capital from the likes of EBRD, EIF and IFC, it is likely that the acquisition was funded by investing such capital. Emergence of Corporate Bonds and the Landmark Case of Eurobond Issuance Capital markets in Serbia have traditionally not focused on raising capital, and precedence was given to banking finance. The long-term trend was marked by the exit of listed companies from the Belgrade Stock Exchange. However, recent trends showed interest in rais- ing capital through issuing corporate bonds, ie, debt capital market. This was fuelled by incen- tives and financing provided by the World Bank (for the development of the corporate bonds market), the legal framework introduced by the Serbian government, and its capital injection to the Belgrade Stock Exchange. In addition, the local companies started realising the benefits of corporate bonds and their positive influence over cash flow statements. It is publicly said there are dozens of companies prepared to embark on corporate bond issues. The likes of Raiffeis- en Bank Belgrade, Naftna Industrija Srbije (NIS) (Serbia’s only oil refinery and the leading network of retail gas stations) and Elixir (leading chemical

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