Anyksciu Vynas - Notification on material event

Share Sale-Purchase Agreements for sale of the controlling block of shares in company group ALITA, AB, which is the main shareholder of the company, have been signed

Anyksciai, Lithuania, 2014-09-25 16:49 CEST (GLOBE NEWSWIRE) -- We hereby
inform that on 25 September 2014  company group ALITA, AB (hereinafter, the
Company), which is the main shareholder of AB ANYKŠČIŲ VYNAS (hereinafter,
Anykščių Vynas), has informed Anykščių Vynas that on 25 September 2014 the main
shareholders of the Company FR&R Invest IGA S.A. (hereinafter, FR&R) and
Vytautas Junevičius (hereinafter jointly with FR&R referred to as the Sellers)
have signed Share Sale-Purchase Agreements (hereinafter, the Agreements) with
UAB MINERALINIAI VANDENYS (hereinafter, the Buyer). 

In the Agreements the Sellers undertook to sell to the Buyer all 19,806,552
shares of the Company held by them, i.e. 99.03% of all the outstanding shares
of the Company (FR&R undertook to sell 16,911,188 shares and Vytautas
Junevičius - 2,895,364 shares, hereinafter jointly, the Shares). The final sale
price of the Shares of the Company will be established at the closing, taking
into account the level of the financial debt and the working capital of the
Company. Based on the interim financial information of the Company for the 6
months period, ended on 30 June 2014, the total sale price of the Shares of the
Company would be EUR 19,499,635. As mentioned above, the indicated price is
only preliminary and will be adjusted at the closing. 

According to the Agreements, the Buyer will acquire the Shares of the Company
from the Sellers and will become a shareholder of the Company only in case the
conditions precedent to the closing, as provided for in the Agreements, are
met, including the main condition precedent, which is the issue of a
concentration permit to the Buyer by the Competition Council of the Republic of
Lithuania. 

If the closing under the Agreements takes place and the Buyer acquires the
Shares, the Agreements provide for the Buyer's undertaking to submit a
mandatory tender offer to buy-up the remaining voting shares in the Company.
Also, following paragraph 2 of Article 31 of the Law of the Republic of
Lithuania on Securities, in the Agreements the Buyer also undertook to submit a
mandatory tender offer to buy-up the voting shares in the Company's subsidiary
AB Anykščių Vynas, which are not owned by the Company. 

As Anykščių Vynas has been informed, the Buyer will soon address the
Competition Council of the Republic of Lithuania for a concentration permit by
way of acquisition by the Buyer of up to 100 % of the shares of the Company. 

The Agreements were signed after assessment of strategic alternatives related
to the Company and its main shareholder FR&R, also after receipt of offers from
potential buyers of shares of the Company for conduction and performance of a
possible transaction for sale of shares of the Company. 

Anykščių Vynas will continue its day-to-day operations in the ordinary course
of business. Notifications on the further course of the transaction under the
Agreements will be given in due time, after receipt of such information from
the Company. 



For any additional information, please contact the Manager Audrius Zuzevičius,
tel. +370 381 50235.