AS Pro Kapital Grupp (hereinafter Pro Kapital) informed its investors on 02.04.2015 that the Supervisory Council of Pro Kapital has on 02.04.2015 decided to approve the issue of secured, callable, fixed rate bonds by the Company (hereinafter the “Bonds”). The Management Board of Pro Kapital is authorized to issue the Bonds on the following main conditions:
- Pro Kapital will raise up to EUR 50,000,000 from the issuance of the Bonds (maximum amount);
- the nominal value of the Bonds will be EUR 100,000;
- the Bonds will carry interest at a fixed rate, which shall not be higher than 8%, p.a.;
- the Bonds are expected to be issued in several tranches;
- the issue date of the first tranche of the Bonds is expected to take place in April or May of 2015;
- the final redemption date of the Bonds will occur in 5 years after the issue date of the first tranche of the Bonds (i.e. it is expected to occur in April or May of 2020 on the condition that the first tranche of the Bonds will take place in April or May of 2015);
- the obligations and liabilities of Pro Kapital arising from the Bonds and related documents will be secured by the first ranking security over the following assets:
- all shares (including rights attached thereto) in the following companies owned by Pro Kapital and its subsidiaries (including all shares issued and acquired at any time in the future): AS Pro Kapital Eesti, Pro Kapital Latvia JSC, Pro Kapital Vilnius Real Estate UAB, PRO KAPITAL Germany GmbH, Pro Kapital Germany Holdings OÜ, OÜ Ilmarise Kvartal, Pro Halduse OÜ, OÜ Hotel Management Services, AS Tondi Kvartal, OÜ Marsi Elu, PK Hotel Management Services GmbH, “Klīversala RE” SIA, “Tallina nekustamie īpašumi” SIA, "NEKUSTAMO ĪPAŠUMU SABIEDRĪBA "ZVAIGZNES CENTRS"" SIA, “Hotel Management Services” SIA; In Vitam UAB; PK Invest UAB and Pro Kapital Bonum UAB;
- three bank accounts are opened in connection with the issuance of the Bonds (escrow account, debt service account and deposit account);
- if the aggregate outstanding amount of the Bonds will exceed EUR 25,000,000, the shares in AS Tallinna Moekombinaat will have to additionally be pledged;
- the Bonds will be listed at the corporate bond list on Nasdaq Stockholm;
Pro Kapital Management Board decided on 20.04.2015 to announce the start of the subscription process of the Bonds. Pro Kapital targets raising EUR 10 000 000 – 15 000 000 with the first subscription tranche. Bonds are offered for subscription to professional investors and the offering of the Bonds is not a public offering. This notice has been published to comply with the rule 7.6. of the Requirement for Issuers of Nasdaq Tallinn Stock-Exchange.
Allan Remmelkoor
Member of the Management Board
Tel.: +372 6144 920
Email: allan.remmelkoor@prokapital.ee