2015-12-22 07:55:21 CET

2015-12-22 07:55:21 CET


Engelska Litauiska
INVL Baltic Real Estate - Prospectus

Approved prospectus of share issue of INVL Baltic Real Estate AB 


NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART IN
OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION
IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE
APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THE STOCK EXCHANGE
RELEASE. 

Vilnius, Lithuania, 2015-12-22 07:54 CET (GLOBE NEWSWIRE) -- On 21 December
2015 the Bank of Lithuania approved the prospectus of issue of INVL Baltic Real
Estate AB (hereinafter, the “Company”) ordinary registered shares (hereinafter,
the “Prospectus”, please see the attached documents). 

The approved Prospectus is designated to (i) the public offering of the new
shares of the Company with the total nominal value of up to EUR 8,344,386.92
(number of shares – up to 28,773,748, nominal value of one share is EUR 0.29,
the offer price per one share is EUR 0.40) and (ii) admission of up to
28,773,748 ordinary registered shares of the Company to be newly issued to
trading on the Secondary List of AB Nasdaq Vilnius. 

The decision with regards to issue of new shares of the Company, public
offering and admission thereof to trading on a regulated market has been
adopted in the extraordinary general meeting of shareholders of the Company on
28 October 2015 and has been detailed by the decisions of the Board of the
Company. 

Following the Prospectus, the offering consists of a public offering in
Lithuania to: (i) existing shareholders of the Company as indicated in the
Prospectus, (ii) retail investors and (iii) institutional investors. The
offering to institutional investors also includes a private placement to
institutional investors in certain jurisdictions outside of Lithuania and the
United States in accordance with Regulation S under the U.S. Securities Act of
1933. 

Each of the existing shareholders of the Company (which will hold shares
thereof at the close of 31 December 2015) is entitled and is guaranteed that,
in case it will participate in the offering (and provide the subscription for
the respective number of the offer shares), such an existing shareholder will
be allocated the offer shares pro rata to the nominal value of its shareholding
in the Company as at the close of 31 December 2015 or any lesser number of
offer shares, in case it places an order for less offer shares than indicated
above. 

The Prospectus provides with the following terms of provision of orders on
acquisition of the new shares in the Company, and payment thereof: 

(i) the subscriptions from the retail investors shall be accepted from 4
January 2016 till 3 March 2016 (until 5 p.m. Vilnius time). Until the end of
this period, the retail investors shall pay the offer shares in full at the
offer price (EUR 0.40 per one new share); 

(ii) the subscriptions from the existing shareholders and the institutional
investors shall be accepted from 4 January 2016 till 4 March 2016 (until 5 p.m.
Vilnius time). Until the end of this period, the existing shareholders and
institutional investors shall pay the offer shares in full at the offer price
(EUR 0.40 per one new share). Institutional investors may pay the offer shares
following the procedure established in the Prospectus. 

Detailed conditions on provision of orders and payment thereof as well as
allotment of offer shares are indicated in the Prospectus. 

Determination and announcement of the final number of the offer shares and the
allotment between the existing shareholders and the retail and institutional
investors shall be established and announced on or about 7 March 2015. 



IMPORTANT NOTICE:

This notification is not for distribution to United States newswire services or
for dissemination in the United States, Canada, Japan or Australia or elsewhere
where such dissemination is not appropriate. 

Distribution of this announcement and other information in connection with the
public offering may be restricted by law in certain jurisdictions. Persons into
whose possession this announcement or such other information should come are
required to inform themselves about and to observe any such restrictions. 

No offer or invitation to acquire securities of the Company is being made by or
in connection with this notification. Any such offer is made solely by means of
the Prospectus and the Prospectus is the only legally binding document
containing information on the Company and on the public offering of the
Company’s shares. The Prospectus is published through GlobeNewswire, the
on-line information system of AB Nasdaq Vilnius, and on the Company’s website
www.invlbalticrealestate.lt, as well as on the website of the offering broker
INVL Finasta UAB FMĮ www.invlfinasta.com. 

Furthermore, the Prospectus has been prepared on the basis that there will be
no public offers of the Company’s shares, other than the offering to the public
in the territory of the Republic of Lithuania in accordance with the Directive
2003/71/EC of the European Parliament and of the Council of 4 November 2003 on
the prospectus to be published when securities are offered to the public or
admitted to trading and amending Directive 2001/34/EC, as implemented in
Lithuania. 

The securities referred to herein have not been and will not be registered
under the US Securities Act of 1933, as amended, and may not be offered or sold
in the United States or to US persons unless the securities are registered
under the Securities Act, or an exemption from the registration requirements of
the Securities Act is available. No public offering of the securities will be
made in the United States. 


         The person authorized to provide additional information:
         Andrius Dauksas
         Director
         E-mail:andrius@InvaldaLT.com