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What does foreign acquisition of a Slovenian tech firm mean for critical infrastructure resilience?

A Bulgarian IT company is set to acquire a 70% stake in a company integral to Slovenia’s critical infrastructure

EUalive with Siol.net June 10, 2025 11:44

Bulgaria’s Telelink Business Services Group (TBSG) is set to acquire a 70% stake in Actual I.S., a Koper-based company integral to Slovenia’s critical infrastructure, including the Port of Koper. Valued at €22.5 million for 100% of the company, this deal raises pressing concerns about digital sovereignty, national security, and the resilience of Slovenia’s IT systems amid shifting foreign ownership.

Ownership as control: a strategic imperative

Uroš Svete, Director of Slovenia’s Office for Information Security, told Siol.net that “ownership is control.” Changes in ownership can reshape a company’s strategic priorities, potentially introducing technologies or protocols that disrupt access to critical support, source code, or documentation. This creates vulnerabilities in systems vital to national interests.

Founded in 1994, Actual I.S. has been a cornerstone of Slovenia’s infrastructure, supporting port operations and security. Under Italian ownership (DBA Group) since 2015, the company now faces a shift to TBSG, a Bulgarian firm with regional ambitions. This transition underscores the need for Slovenia to maintain control over its digital assets to ensure operational continuity and security.

The company Luka Koper provides port and logistics services in the port. The core business of the port comprises the handling and warehousing of a variety of goods, supplemented by arange of services on goods and other services, providing customers with comprehensive logistic support.

TBSG’s regional strategy and financial challenges

TBSG’s acquisition aligns with its expansion strategy, evidenced by prior moves like acquiring Sedam IT in Croatia and restructuring operations in Albania. However, a €1.7 million net loss in Q1 2025, attributed to delayed contract renewals and integration issues, reportedly raises questions about TBSG’s financial stability. Such challenges could impact service reliability for Slovenia’s critical infrastructure, necessitating stringent oversight, Siol.net writes.

The deal, expected to close by year-end pending antitrust approvals, includes a shareholders’ agreement outlining governance and mutual call-and-put options for the remaining 30% stake, exercisable after three years. The final purchase price will adjust based on Actual I.S.’s net financial position and working capital at closing, adding complexity to the transaction.

Svete stressed that digital sovereignty extends beyond owning systems – it requires control over their management. “Domestic technical documentation and maintenance plans are non-negotiable,” he said, to make sure countries retain authority if partnerships falter. Foreign ownership risks eroding this control, limiting strategic influence and exposing systems to external threats.

EU practices and regulatory gaps

Several EU countries, including France, Italy, and Germany, have implemented mechanisms like the “digital golden share” to safeguard critical infrastructure. This tool grants governments veto power over ownership changes in companies managing essential IT systems, even if privately owned. It allows states to block foreign acquisitions or mandate security assessments to protect national interests.

Slovenia, however, lacks such a mechanism, leaving its critical infrastructure vulnerable to external control. Uroš Svete, Director of Slovenia’s Office for Information Security, highlighted a key issue: “Non-EU ownership can exclude companies from EU cybersecurity tenders, limiting access to vital European funds.”

Svete emphasized the importance of system diversity for national resilience: “In nature, monocultures enable viruses to spread rapidly; the same applies in cyberspace. Over-reliance on a single provider heightens vulnerability to cyberattacks.”

Slovenia faces a practical challenge in this regard, as its limited pool of domestic IT providers is often overstretched. To bolster resilience, Slovenia must diversify its IT ecosystem and invest in local expertise to reduce dependence on foreign entities and mitigate systemic risks.

Caption:  First CMA CGM LNG powered Car-Carrier Calls at Port of Koper, 19 September, 2024 , Port of Koper

Updated: June 10, 2025 - 11:44

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