Public joint-stock company INVL Baltic Real Estate received the announcement from public joint-stock company Invalda INVL about the intention to submit a voluntary tender offer for INVL Baltic Real Estate, AB shares. Text of the announcement is provided below:
The General Shareholders Meeting of INVL Baltic Real Estate, AB (code 152105644, address Gynėjų g. 14, Vilnius) that was held on 28 October 2015, adopted a decision to reorganize the activity of the INVL Baltic Real Estate, AB so it would operate as the closed-end investment company under the Law of the Republic of Lithuania on Collective Investment Undertakings, and authorized the Board of INVL Baltic Real Estate, AB to the actions below:
1. To apply to the Bank of Lithuania for obtaining the license of the closed-end investment company by INVL Baltic Real Estate, AB.
2. To prepare the draft of the Articles of Association of the closed-end investment company INVL Baltic Real Estate and the other required documents in order to obtain the license of the closed-end investment company.
3. To prepare the draft of the Management Agreement with INVL Asset Management, UAB (company code 126263073) for transfer of management of the closed-end investment company INVL Baltic Real Estate.
4. To negotiate with the potential custodians (depositories) of the closed-end investment company INVL Baltic Real Estate and prepare the draft of the contract with the depository. The key condition of the agreement is that the expenses for custody should not exceed 0.1 per cent of the annual net asset value of the closed-end investment company INVL Baltic Real Estate.
5. To perform other mandatory actions to obtain the closed-end investment company license for the INVL Baltic Real Estate, AB.
Seeking to ensure the right of INVL Baltic Real Estate, AB shareholders, who did not vote or voted “against” the aforementioned decision to sell their shares, shareholders, who voted “for” the decision to reorganize the activity of the INVL Baltic Real Estate, AB so it would operate as the closed-end investment company under the Law of the Republic of Lithuania on Collective Investment Undertakings at the General Shareholders Meeting held on 28 October, 2015, within one month from the General Shareholders Meeting will have to announce a voluntary tender offer to purchase the rest of the ordinary registered shares of the INVL Baltic Real Estate.
Taking into consideration the above stated and according to the Articles 31 paragraph 7 of the Law on Securities of the Republic of Lithuania, INVL Baltic Real Estate, AB shareholders, who voted “for” the decision to reorganize the activity of the INVL Baltic Real Estate, AB so it would operate as the closed-end investment company under the Law of the Republic of Lithuania on Collective Investment Undertakings (there shareholders hold 39,717,176 ordinary registered shares of the INVL Baltic Real Estate, AB, that consist 91,88 % of all issued shares and voting rights), announce about the intention to submit a voluntary tender offer to purchase
3,509,076 ordinary registered shares with EUR 0.29 value each of the INVL Baltic Real Estate, AB (code 152105644, address Gynėjų str. 14, Vilnius), which ISIN code is LT0000127151, and that consist 8.12 % of all INVL Baltic Real Estate, AB issued shares and grants 8.12 % of all voting rights.
For the shares will be paid in cash paying 0.35 EUR per each share.
According to the Agreement of 5 of November, 2015, Invalda INVL, AB (code 121304349, address Gynėjų str. 14, Vilnius, tel. +370 5 279 0601, e-mail info@invaldalt.com) represents the shareholders, who submit a voluntary tender offer, during submission and implementation of the voluntary tender offer (including representation in submission of information regarding voluntary tender offer).
The person authorized to provide additional information:
Director Andrius Daukšas
Email andrius@invaldalt.com
