Börsiteade

Pealkiri

04.07.2014: Decision of Extraordinary General Meeting of Shareholders of Arco Vara AS

Teade

The extraordinary general meeting of shareholders of Arco Vara AS held on 4
July, 2014 adopted the decision to approve the issuance of new shares of Arco
Vara AS on the following terms and conditions: 

·         Arco Vara AS (the „Company“) will issue 3,5 million new shares with
the nominal value of 0,7 EUR increasing the share capital by 2 450 000 EUR,
therefore the new share capital of the Company will be 5 769 194,9 EUR; 

·         the Company will issue common shares;

·         all of the existing shareholders of the Company will have the
pre-emptive right to subscribe for the new shares in accordance with § 345 of
the Commercial Code. Only the shareholders who are in the list of the Company’s
shareholders on 7 August 2014 at 23:59 Estonian time will be eligible. The
pre-emptive right can be executed during the subscription period, which
commences on 8 August 2014 at 09:00 Estonian time and terminates on 29 August
2014 at 17:00 Estonian time; 

·         the shares will be offered to the existing shareholders, professional
investors and the employees of Arco Vara group in accordance with the public
offering and listing prospectus; 

·         by issuing the new shares the pre-emptive right of subscription for
the new shares derived from legislative acts will be granted to the
shareholders and in case the amount of shares owned by a shareholder does not
give the right to subscribe for a whole number of shares the amount of shares
will be rounded down; 

·         the subscription period for the shares issued by the Company will
commence on 8 August 2014 at 09:00 Estonian time and terminates on 29 August
2014 at 17:00 Estonian time; 

·         payment for the subscribed shares will be made by monetary
contribution at the time of subscription; 

·         the nominal value of the shares is 0.7 EUR per share and issuance
price of the new shares will be 1 EUR per share, therefore the amount of
premium will be 0.3 EUR per share; 

·         the issued shares shall grant the right to dividends from the
financial year the share capital was increased; 

·         in case the amount of shares subscribed for during the subscription
period will exceed the volume of the planned share capital increase, the
Management Board of the Company will have the right to cancel the
oversubscribed shares in accordance with § 3461 (2) of the Commercial Code.
During allocation the Management Board of the Company will grant the existing
shareholders their pre-emptive right for subscription derived from legislative
acts and follow the principle of equal treatment of shareholders; 

·         in case the amount of shares subscribed for during the subscription
period is under the volume of the planned share capital increase, the
Management Board of the Company will have the right to cancel the shares that
were not subscribed for during the subscription period. The Management Board
will have the right to exercise this right during 15 days after the end of the
subscription period; 

·         by issuing new shares the Company wishes to improve its
capitalization. Proceeds of the share issue will be used for investing in
residential real estate development projects. 



Manager’s comment:

In the general meeting a record-high number of shareholders took part and the
decision, that was not adopted on 5 June due to lack of the needed amount of
votes in favour of the decision, was adopted today. The Company thanks all the
shareholders who found the time to participate in the extraordinary general
meeting personally or through a representative. The next goal of the company’s
Management Board is to successfully raise the share capital. 




         Evelin Kanter
         Lawyer
         Arco Vara AS
         Tel: +372 614 4594
         [email protected]
         http://www.arcorealestate.com