Agrokor d.d. signed an agreement to acquire 53.12% stake in Poslovni sistem Mercator d.d. (LJSE:MELR) from consortium of sellers for approximately €240 million on June 14, 2013. Consortium of sellers include Nova Kreditna Banka Maribor d.d.(LJSE:KBMR), Nfd Holding Financna Druzba D.D. (LJSE:NF2R), Pivovarna Lasko DD (LJSE:PILR), Banka Celje d.d., Gorenjska banka d.d., Kranj, Hypo Alpe-adria-bank D.d.,ljubljana, UniCredit Banka Slovenija d.d., Pivovarna Union d.d., Nova Ljubljanska banka d.d., Asset Management Arm, Prvi faktor d.o.o., Beograd, Societe Generale Splitska Banka d.d., Banka Koper DD, Radenska d.d. Radenci. Under the terms of agreement, Agrokor agreed to acquire 1.97 million shares at €120 per share. Upon completion of the transaction, Agrokor will be obliged to publish a mandatory tender offer for the remaining shares of Mercator. The deal is subject to regulatory approvals, the successful refinancing of Mercator's outstanding debt and other customary conditions. The deal is expected to be completed by end of 2013. As of February 12, 2014, the deadline for implementing the sales contract expires at the end of March, 2014.

Agrokor submitted a notification of concentration to the Slovenian Competition Protection Agency in order to obtain antitrust approval for the transaction on July 12, 2013. As on November 29, 2013, The Slovenian Competition Protection Agency has approved the transaction. Serbia's anti-trust regulator granted conditional clearance to the deal as of December 26, 2013. As of February 3, 2014, Agrokor extended the deadline for debt refinancing to February 4, 2014. As of February 28, 2014, Agrokor lowers the bid price to €86 per share making the consideration to approximately €170 million. Also the deadline has been extended through June 30, 2014. As of April 14, 2014, the transaction was approved by Croatia's anti-trust regulator, AZTN on the condition of Agrokor's divesting a total of 96 stores from the combined network operated in Croatia by its retail arm, Konzum, and Mercator. As of June 18, 2014, the transaction received anti-trust clearance in Bosnia.

As of June 26, 2014, the deal is expected to complete on June 27, 2014. The deal is no longer conditional on the restructuring of Mercator's debts. Mercator signed with the required majority of its creditors and lessors at Agrokor's request an agreement on the consent to amendments of the current finance documentation relating to the retailer's recently completed financial restructuring. The agreement specifies the commercial terms and conditions of financial restructuring of the Mercator in the case of a takeover by Agrokor and will become effective subject to a number of conditions, including that Agrokor approves and transfers to Mercator a subordinated loan in the amount of €200 million which will be used for early repayment of a part of Mercator Group loans to the creditor banks.

Agrokor will transfer such subordinated loan before or no later than upon the acquisition of the majority stake in Mercator. In addition, following the completion, Agrokor is obliged to vote in favour of the conversion of the said subordinated loan into equity, which should considerably reduce the retailer's overall debt. The share purchase agreement is valid through June 30, 2014.

Hervé Hascoët and Hervé Motel of SG Corporate & Investment Banking and SKB Securities acted as financial advisors for Poslovni sistem Mercator d.d. JPMorgan Chase & Co. acted as financial advisor for Agrokor d.d. Pierre Chabrelie, Vinesh Karia, Michal Holly and Chris Pinnick of ING Groep NV acted as financial advisor for Pivovarna union d.d., NLB d.d., Pivovarna Laško d.d., Nova KBM d.d., GB d.d., Prvi faktor – Faktoring d.o.o., Radenska d.d., Banka Koper d.d., Hypo Alpe-Adria-Bank d.d., Banka Celje d.d. and NFD holding d.d. Rojs, Peljhan, Prelesnik & Partners acted as legal advisor to Agrokor.