Börsiteade

Pealkiri

Intended issue of debt securities

Teade

AS Pro Kapital Grupp (hereinafter Pro Kapital) informed its investors on
06.03.2015 that it is constantly investigating different options to finance the
future development projects. The Management Board of Pro Kapital informed that
it started pre-sounding with qualified investors with the purpose to understand
the demand and the investor’s conditions in participating in the intended issue
of secured bonds. 

Pro Kapital hereby informs 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: 



  1. Pro Kapital will raise up to EUR 50,000,000 from the issuance of the Bonds
     (maximum amount);
  2. the nominal value of the Bonds will be EUR 100,000;
  3. the Bonds will carry interest at a fixed rate, which shall not be higher
     than 8%, p.a.;
  4. the Bonds are expected to be issued in several tranches;
  5. the issue date of the first tranche of the Bonds is expected to take place
     in April or May of 2015;
  6. 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);
  7. 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:
  8. 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, “Kl?versala RE” SIA, “Tallina nekustamie ?pašumi”
     SIA, "NEKUSTAMO ?PAŠUMU SABIEDR?BA "ZVAIGZNES CENTRS"" SIA, “Hotel
     Management Services” SIA; In Vitam UAB; PK Invest UAB and Pro Kapital Bonum
     UAB;
  9. three bank accounts are opened in connection with the issuance of the Bonds
     (escrow account, debt service account and deposit account);
 10. 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;
 11. the Bonds will be listed at the corporate bond list on Nasdaq Stockholm;



No decision has been made to launch the subscription of the first tranche of
the Bonds. Pro Kapital shall inform its investors of the decision to launch the
subscription and disclose the subscription details with a separate notice after
such decision has been made by the Management Board of Pro Kapital. 




         Allan Remmelkoor
         Member of the Management Board
         Tel.: +372 6144 920
         Email: [email protected]