According to media reports, Cinven explained in a letter to SSH why it could not buy the state-owned telecoms incumbent without the matter concerning the regulatory approval of a merger of Telekom's Macedonian subsidiary with that of Telekom Austria being resolved first.

Saying that it had made it clear from the start its bid for Telekom Slovenije was based on the guaranteed sale of the Macedonia subsidiary One, Cinven offered to assume part of the risk by adjusting the price depending on the decision of the Macedonian regulator.

The Macedonian Competition Protection Agency has recently announced it has time until 9 July under law to issue a decision on the merger of the subsidiaries of Telekom Slovenije and Telekom Austria in the country.

The SSH supervisory board last week accepted Cinven's bid of 20 May for the acquisition of almost 75% of Telekom Slovenije but not an addendum sent on 9 June.

Cinven supplemented the bid because of what it sees as delays in the anti-trust approval of Telekom's acquisition of Debitel in Slovenia and the Macedonian operations merger as they create uncertainties in the transaction.

Unofficial information has it that none of the regulatory approvals is under question. Nevertheless, Cinven said last week that the addendum is an integral part of its offer without which it could not finalise the transaction.

Cinven's offer values the entire Telekom at roughly EUR 850m in the best case scenario, whereby a part of the proceeds is conditional on outstanding Telekom damages suits and performance.

According to business daily Finance, Cinven is offering a baseline price of EUR 110 per share, EUR 10 of which is to be the divided paid out to shareholders in July.

Additionally, up to EUR 15 per share would be paid within five years depending on the outcome of an estimated EUR 300m in damages suits.

A further EUR 2.5 would be conditional on a change in regulated prices of unbundling of fibre-optic network, and EUR 2.5 on Cinven securing a majority stake in telecoms provider T-2.

The final terms of the deal will be assessed by the SSH supervisory board, expectedly later this week.