Market announcement

Title

Notice of public offering of shares

Message

We hereby announce that the public offering (the “Offering”) of the shares of
AS Baltika (registry code 10144415) (the “Company”) in Estonia commences
tomorrow, on 19 July 2011. 



1.             Offer Shares

Up to 4,300,000 new shares (“Offer Shares”) issued by the Company will be
offered to investors. Upon full completion of the Offering, the Company's share
capital will be EUR 25,056,395 which is divided into 35,794,850 ordinary shares
with the nominal value of EUR 0.70 per share. In such case, the Offer Shares
will represent approximately 12.0 percent of the Company's share capital
following the Offering. 

The Offering is made to the Company's shareholders, to the public in Estonian
and to institutional investors in and outside Estonia. In order to ensure the
Company's shareholders' pre-emptive right to subscribe for new shares in
proportion to the sum of the nominal value of the shares in shareholders'
possession, 1 (one) subscription right (the “Subscription Right”) was granted
to the Company's shareholders who were fixed in the Company's shareholders list
kept by the Estonian Central Registry of Securities on 11 July 2011 at 11:59
p.m. per each share possessed at such time. A total of 31,494,850 Subscription
Rights were issued to the Company's shareholders. 

In course of the allocation of the Offer Shares, investors who submit a
subscription undertaking for the Offer Shares at the terms and conditions
specified in the offering and listing prospectus (the “Prospectus”) during the
Offer Period (see below), and on 2 August 2011 at 11:59 p.m. hold Subscription
Rights on their securities accounts will be allocated the Offer Shares in
priority at the rate pursuant to which 7.32 (seven point thirty two)
Subscription Rights shall grant the right to be allocated 1 (one) Offer Share.
In case all Subscription Rights are used to subscribe for the Offer Shares, the
Offering will be performed in full. 

The Company has submitted an application to list the Offer Shares on the Main
List of the NASDAQ OMX Tallinn Stock Exchange and to list the Subscription
Rights on the NASDAQ OMX Tallinn Stock Exchange. Trading in the Subscription
Rights takes place under the same terms and conditions as trading in any other
shares on the NASDAQ OMX Tallinn Stock Exchange. Trading in the Subscription
Rights starts on 19 July 2011, and will end on 28 July 2011. Trading in the
Offer Shares is expected to commence on 19 August 2011. 

The Offering is not guaranteed by any person in the meaning of the Securities
Market Act. However, KJK Fund Sicav-SIF has signed the obligation to subscribe
for 2,142,857 Offer Shares, E.Miroglio S.A. has signed the obligation to
subscribe for 2,157,143 Offer Shares and East Capital Baltikum Fund has signed
the obligation to subscribe for 330,000 Offer Shares. In fulfilling the above
obligations they would submit the Subscription Undertakings to these amounts of
Offer Shares and would participate in the Offering as all other Preferred
Allocation Investors as defined in the Prospectus. OÜ BMIG has informed that it
will not participate in the Offering. 



2.             Term and procedure for submission of subscription undertakings

During the Offer Period (see below), all natural and legal persons residing or
located in Estonia and qualified investors in and outside Estonia may submit
subscription undertakings for the Offer Shares, regardless of whether or not
such persons hold Subscription Rights. The Company has the right to prolong the
Offer Period within 15 days after the end of the Offer Period, by making such
notice through the NASDAQ OMX Tallinn Stock Exchange and the same newspaper in
which this notice was printed. 

In order to submit a subscription undertaking, an investor must have a
securities account with the Estonian Central Registry of Securities. As at the
moment of this notice, securities accounts may be opened at the following
custodians: AS Citadele banka, AS Eesti Krediidipank, Swedbank AS, AS LHV Pank,
Nordea Bank Finland Plc Eesti filiaal, Danske Bank A/S Eesti filiaal, Marfin
Pank Eesti AS, AS SEB Pank, Svenska Handelsbanken AB (publ), Branch Operations
in Finland, Tallinna Äripanga AS. 

In order to submit a subscription undertaking, an investor must register with
his custodian a subscription undertaking that complies with the terms and
conditions specified in the Prospectus in the manner accepted by the custodian
(e.g. at a branch or through the Internet) during the Offer Period. 



3.             Offer Price

The offer price is EUR 0.70 per Offer Share.



4.             Schedule for Offering

The following are key dates connected with the Offering:

27 June 2011                                        - the Council decides the
issuance of new ordinary shares up to 4,300,000 shares 

11 July 2011 at 11:59 pm                      - the list of shareholders is
fixed for the use of pre-emptive right to subscribe for the Offer Shares 

18 July 2011                                         - starting of the time
period when the Subscription Rights are transferred to the securities accounts
of the shareholders entitled to subscribe for the Offer Shares 

18 July 2011 at 11:59 pm (Estonian time)          - the time period ends when
the Subscription Rights are transferred to the securities accounts of the
shareholders entitled to subscribe for the Offer Shares 

19 July 2011                                         - Offer Period commences
for the investors with Subscription Rights and for the investors without the
Subscription Rights 

28 July 2011                                        - the time period ends for
the trading with Subscription Rights 

2 August 2011                                      - Offer Period ends

3 August 2011                                      - publication of the results
of the Offering 

3 August 2011                                      - settlement of payment

19 august 2011                                     - trading in Offer Shares
commences on NASDAQ OMX Tallinn 



5.             Prospectus

Before participating in the Offering, we recommend investors carefully examine
the Prospectus prepared for the Offering. The Prospectus contains detailed
information concerning the Company and the Offering. 

The Prospectus and its summary in Estonian are available in an electronic form
on the website of the Financial Supervision Authority (http://www.fi.ee) and on
the website of the Company (http://www.baltikagroup.com). A paper copy of the
Prospectus and its summary in Estonian are available in the office of financial
advisor of the Company LHV Pank AS at Tartu mnt 2, Tallinn, 1st floor (on
business days from 10:00 a.m. to 6:00 p.m.) until the end of the Offer Period. 

An investor may request that a Prospectus be sent free of charge to an address
given by it, by calling (+372) 6 800 400. The same number also offers investors
additional information concerning the submission of subscription undertakings
and the performance of transfers. The line does not advise investors in
financial, legal or taxation matters, offer opinions concerning the Offering or
the Company, or make recommendations whether or not to make the decision to
invest. If you wish to obtain advice in financial, legal or taxation matters
related to the Offering, we recommend investors to consult with professional
advisers. 

THE OFFER SHARES AND RIGHTS NOR THEIR DISTRIBUTION HAS BEEN AND WILL NOT BE
REGISTERED UNDER THE U.S. SECURITIES ACT OR WITH ANY SECURITIES AUTHORITY OF
THE UNITED STATES OR ANY STATE OF THE UNITED STATES, AND THE OFFER SHARES AND
THE RIGHTS MAY NOT BE RE-OFFERED OR RE-SOLD WITHIN THE UNITED STATES OR FOR THE
ACCOUNT OF U.S. PERSONS EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT
OR PURSUANT TO AN EXEMPTION FROM REGISTRATION. 

The lead manager of the Offering is LHV Pank AS.

Additional information:

Maigi Pärnik

Member of the Board

e-mail: [email protected]