Imoniu grupe ALITA, AB - Notification on material event

Transaction under the Share Sale-Purchase Agreements for sale of the controlling block of shares in the company has been completed

Alytus, Lithuania, 2014-12-05 16:54 CET (GLOBE NEWSWIRE) -- Company group
ALITA, AB (hereinafter, the Company) has been informed that the transaction
under the Share Sale-Purchase Agreements (hereinafter, the Agreements)
concluded by FR&R Invest IGA S.A. (hereinafter, FR&R) and Vytautas Junevičius
(hereinafter jointly with FR&R referred to as the Sellers) with UAB
MINERALINIAI VANDENYS (hereinafter, the Buyer) on 25 September 2014 has been
completed on 5 December 2014. 

At the closing, the Sellers sold 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 sold 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 for the Buyer is EUR 21,294,887.38. 

Following the Agreements, the transaction was completed after the following
main conditions precedent to the closing were met: 

(i) On 5 December 2014 the Competition Council of the Republic of Lithuania
adopted a resolution permitting the Buyer to effect concentration by acquiring
up to 100 % of the shares of the Company. The permit was issued on the
condition that the Buyer transfers business of the Company, related to
production and trade of vodkas and bitters in Lithuania; 

(ii) On 5 December 2014 both the Supervisory Board and the Board of the Company
resigned from the office. Before the resignation of the Supervisory Board, it
elected a new Board of the Company consisting of the following members: Justas
Rameika, Vidas Lazickas, Romanas Raulynaitis and Marijus Strončikas.
Furthermore, the Board of subsidiary of the Company AB “Anykščių vynas” also
resigned; 

(iii) On 5 December 2014, the credits received by the Company from Swedbank,
AB, the amount of which is EUR 10,423,139.11, as well as received by the
subsidiary of the Company AB “Anykščių vynas” in an amount of EUR 2,152,476.11
were refinanced. After this transaction, UAB “MG BALTIC TRADE” became a new
creditor of the Company and of AB “Anykščių vynas”; all other terms of the
credits remained the same (except that repayment schedule of the credit granted
to the Company has been amended without changing the final repayment date, and
the final repayment term of the credit granted to AB “Anykščių vynas” was
prolonged until 31 August 2015). 

In the Agreements the Buyer undertook, after the completion of the transactions
under the Agreements and acquisition of the Shares by the Buyer, 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 


         For any additional information, please contact the General Manager
Vaidas Mickus, tel. +370 315 57243

Attachments:

Presentation of the new Bord members of the Company Group ALITA AB.pdf