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Intended issue of notes by AS PRFoods

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THIS NOTICE IS NOT INTENDED FOR PUBLICATION, ALLOCATION OR TRANSMISSION, IN PART
OR  WHOLLY, DIRECTLY OR INDIRECT, IN  THE UNITED STATES, AUSTRALIA, CANADA, HONG
KONG,  JAPAN, NEW ZEALAND,  SINGAPORE, SOUTH AFRICA,  OR WHERE THE DISCLOSURE OR
TRANSMISSION OF THIS INFORMATION IS NOT ALLOWED.

AS PRFoods (hereinafter "PRFoods") hereby informs about the intended issuance of
secured  notes (hereinafter the "Notes"), in the course of which PRFoods intends
to  issue up to 95,000 Notes, with  the nominal value of  EUR 100 per Note and a
maximum  total nominal value of up to  EUR 9,500,000, with a maturity of 5 years
from  the date of the  first issue of the  Notes, with an early redemption right
and with a fixed interest rate not exceeding 7% per calendar year.

PRFoods  plans to  use the  proceeds of  the Note  issue mainly to refinance the
investment  loan of AS SEB Pank and  for investments into fish farms in Finland,
Sweden and Estonia, as well as for other general corporate purposes. Compared to
the  existing  loan  repayment  schedule,  the  repayment  schedule  of Notes is
expected  to  allow  to  unlock  approx.  2 million euros in cash flows annually
during the term of validity of the Notes.

The  Notes are intended to be secured by the following pledges, which would rank
lower  than the collateral  set to secure  existing financial liabilities of the
companies belonging to PRFoods group:

 1. Mortgage on the registered immovable belonging to Osaühing Vettel (with the
    Land Registry register part number 1586334 and located in Kärsa, Suure-
    Rootsi village, Saaremaa, Estonia);
 2. Commercial pledge on movable property of Osaühing Vettel;
 3. Mortgage on the registered immovable belonging to Heimon Kala Oy (with the
    Finnish Land Register Number 109-573-14-1 and located in Kuittila, Republic
    of Finland);
 4. Pledges on 100% shares of PRFoods subsidiaries Heimon Kala Oy, Oy Trio
    Trading Ab and Överumans Fisk AB. Following the merger of Oy Trio Trading
    with Heimon Kala Oy, the pledges would remain in place only over the shares
    of Heimon Kala Oy and Överumans Fisk AB.

Upon  repayment of the investment loan and after AS SEB Pank releases the pledge
on  the shares in  JRJ & PRF  LIMITED (which represent  approximately 85% of all
shares  in JRJ  & PRF  LIMITED) of  PRFoods' subsidiary  AS Saaremere  Kala, the
respective  shares would  also be  pledged to  secure the  obligations under the
Notes.

The  Notes are intended to be issued in several tranches. The issue of the Notes
is planned to take place in the first quarter of 2020. PRFoods considers issuing
the  Notes  at  first  by  way  of  private  placement and subsequently plans an
additional  public offering  of the  Notes in  Estonia. PRFoods  also intends to
apply  for listing of all issued Notes on the Nasdaq Tallinn Stock Exchange. The
public  offering and listing of  the Notes would be  conducted on the basis of a
prospectus  to be prepared by PRFoods,  after the registration of the prospectus
with the Financial Supervision Authority.

At the moment no final decision has been made to issue the Notes and the precise
terms  and conditions of the  subscription for the Notes  and the issue price of
the Notes have not been determined. According to the terms and conditions of the
existing loan agreements, the issuance of the Notes is subject to the consent of
AS  SEB Pank and the issuance of the Notes and the final terms thereof are to be
confirmed  by the Supervisory  Board of PRFoods  based on the  proposal from the
Management  Board after  the receipt  of the  consent of  AS SEB Pank and of all
internal  approvals.  When a  decision is made  to start offering Notes, PRFoods
will  publish the precise terms  and conditions of the  subsection for the Notes
and the issue price of the Notes in a separate notice.

PRFoods  is advised by Advokaadibüroo COBALT OÜ  on legal aspects and by Redgate
Capital  AS on financial matters relating to the preparation of the contemplated
issuance of the Notes.

Important information:

This  announcement is not  to be construed  as an offer  or solicitation for the
purchase  of the Notes, nor shall  the sale or offer of  the Notes take place in
any  jurisdiction where such offer, invitation or sale would be unlawful without
the  exception  or  qualification  of  law,  prior  to  the  registration of the
prospectus.

The  information  contained  in  this  notice  is  not intended to be published,
distributed  or transmitted, in whole or in part, directly or indirectly, in the
United  States,  Australia,  Canada,  Hong  Kong, Japan, New Zealand, Singapore,
South Africa, or in any other country or circumstance where publication, sharing
or transmission would be unlawful.

Additional information:
Indrek Kasela
AS PRFoods
Member of the management board
+372 452 1470
[email protected]
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