Baltic Horizon Fund

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  • #310862 Reply

    Nauris Treigys
    Keymaster

    Secondary public offering of Baltic Horizon Fund (the Fund) units ended on 30 November 2017 15:00 (CET). In total, 12,784,768 units were subscribed (the New Units) that corresponds to gross amount of 16,960,273.23 EUR.

    Northern Horizon Capital AS (the Management Company) as the management company of the Fund has decided to allocate each investor all units they subscribed for.

    As a result of the offering of the New Units, the total number of Fund units will be increased by 12,784,768 units and after the New Units have been registered with the Estonian Register of Securities, the new total number of Fund units is 77,440,638.

    Tarmo Karotam, the Fund’s manager: “We are pleased with the results of the offering and are aiming to strategically deploy the newly raised capital in the Baltic capitals shortly. This fourth capital-raising round shall allow the fund to grow its net assets and market capitalization above 100 million EUR. Investors who were not able to complete their subscriptions in November will have an opportunity to invest into Baltic Horizon in the future on Stockholm and Tallinn stock exchanges. The fund continues with its quarterly distribution policy for its investors.”

    KEY DATES

    · On or about 1 December 2017 New Units will be registered at the Estonian Register of Securities;

    · On or about 7 December 2017 the allocated units will be transferred to the securities accounts of the investors or persons acting on their behalf against payment for the number of units subscribed for by each investor;

    · On or about 7 December 2017 is the first trading day on Nasdaq Tallinn;

    · On or about 12 December 2017 is first trading day on Nasdaq Stockholm.

    Additional information:

    Tarmo Karotam
    Baltic Horizon Fund manager
    E-mail tarmo.karotam@nh-cap.com
    http://www.baltichorizon.com

    The Fund is a registered contractual public closed-end real estate fund that is managed by Alternative Investment Fund Manager license holder Northern Horizon Capital AS. Both the Fund and the Management Company are supervised by the Estonian Financial Supervision Authority.

    Distribution: Nasdaq, GlobeNewswire, http://www.baltichorizon.com

    This announcement contains information that the Management Company is obliged to disclose pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the above distributors, at 15:17 EET on 1 December 2017.

    The information contained herein is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa or such other countries or otherwise in such circumstances in which the release, publication or distribution would be unlawful.

    The information contained herein does not constitute an offer to sell or the solicitation of an offer to buy, Invitation to subscribe for Offer Units is will only be made through the prospectus and only to the persons to whom the prospectus is addressed. A prospectus contains, among other things, risk factors as well as financial statements as well as other information. This release has not been approved by any regulatory authority and is not a prospectus. Accordingly, investors should not subscribe for or purchase any securities referred to in this release except on the basis of information provided in a prospectus. There shall there not be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.

    This communication does not constitute an offer of securities for sale in the United States. The securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or under the applicable securities laws of any state of the United States and may not be offered or sold, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. persons except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act.

    This communication does not constitute an offer of securities to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the securities. Consequently, this communication is directed only at (i) persons who are outside the United Kingdom, (ii) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”), (iii) high net worth entities falling within Article 49(2) of the Order and (iv) other persons to whom it may lawfully be communicated (all such persons together being referred to as “relevant persons”). In addition, this communication is, in any event only directed at persons who are “qualified investors” pursuant to the Prospectus Directive (2003/71/EC, as amended). Any investment activity to which this communication relates will only be available to, and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

    #311569 Reply

    Nauris Treigys
    Keymaster

    Northern Horizon Capital AS as the management company of Baltic Horizon Fund (the Fund) announces the signing of an agreement with Osaühing Letona Properties (the Seller) to acquire an immovable located in the heart of Tallinn, Estonia at Narva road 1, the Postimaja Shopping Centre (Postimaja) to Fund’s portfolio.

    The key strategical considerations for the Fund making the transaction is the synergy opportunity arising from Postimaja immovable being located next to Coca-Cola Plaza immovable, already belonging to the Fund’s portfolio and the Tallinn’s Main Street project. To achieve that synergy, HG Arhitektuur OÜ with its work The „Rotermann Passage“ has been selected as the partner to work out the architectural solution. It includes a new exterior design as well as increasing the leasable area and aims to improve functionality between the two buildings and in respect to Rotermann Quarter.

    The rounded total purchase price to be paid at Closing is EUR 34.4 million (+ VAT) whereas the management company has allocated EUR 30.8 million to be paid for the existing cash flow from Postimaja and EUR 3.6 million to be paid for the potential additional cash flow deriving from the possible extension.

    The expected acquisition yield for the existing cash flow is approximately 6%, the expected acquisition yield for the total purchase price is approximately 5,4%. The total current leasable area of Postimaja is 9 141 m2. The anchor tenants are Rimi, H&M, New Yorker, Estonian Post and MyFitness.

    Closing of the acquisition (the Closing) is dependent on receipt of merger clearance from the Estonian Competition Authority.

    CA i Estland AB, a company belonging to the same group with the Seller, has agreed to subscribe for Fund units for the amount of EUR 2.35 million (the Subscription Amount) as part of the transaction. The management company has undertaken to arrange issuance of new Fund units, the number of which is equal to the Subscription Amount divided by the latest net asset value per Fund unit preceding to Closing by way of private placement. The issuance and listing of new units of the Fund is expected to take place shortly after Closing.

    #312066 Reply

    Nauris Treigys
    Keymaster

    Net asset value (NAV) of Baltic Horizon Fund (the Fund) unit as of end of December 2017 amounted to 1.3777 EUR per unit. Compared to end of November, NAV increased by 3,96%, mainly due to year-end valuations and deferred tax reversal gains due to changes in Latvian taxation system. More information about the results of the valuations and deferred tax reversal gains will be provided in the next interim report of the Fund.

    The Fund also informs about a change in the Fund’s year 2018 financial calendar: distribution decision to unitholders for the Q4 2017 results will be made at week 5 (previously week 7 of 2018). The updated financial calendar is available on Fund’s webpage.

    #312354 Reply

    Nauris Treigys
    Keymaster

    Northern Horizon Capital AS as the management company of Baltic Horizon Fund (the Fund) has approved a cash distribution in the amount representing 1.81% (rounded) of the weighted average net asset value of the Fund in Q4 2017 (including year-end valuations) to its unitholders. This equals to approx. EUR 1.78 million in total and EUR 0.023 per unit based on 2017 year-end total number of units outstanding. Detailed information about the 2017 4th quarter results will be available in the Q4 2017 interim report (unaudited consolidated) to be published on week 7 this year.

    Payments will be distributed from the Fund on 19th February 2018. Unitholders entitled to receive distributions will be determined according to a unitholders list as of 15th of February 2018 end of business day in T2S settlement system (Record date).

    #312724 Reply

    Nauris Treigys
    Keymaster

    On 27th December 2017, Baltic Horizon Fund (the Fund) announced of signing an agreement to acquire the immovable located at Narva road 1, Tallinn, Estonia together with Postimaja Shopping Centre. Closing of the transaction was dependent on receipt of merger clearance from the Estonian Competition Authority which was granted on the 1st of February 2018. Today, on the 13th of February the real right agreement to transfer the ownership of the land plot was concluded.

    For more information on the transaction, please refer to the Fund stock exchange release on 27th of December 2017.

    #312792 Reply

    Nauris Treigys
    Keymaster

    The Management Company of Baltic Horizon Fond (the Fond) informs of completion of issue of new units by way of private placement to CA i Estland AB announced to the market on 27 December 2017 in relation to acquisition of Postimaja Shopping Centre. In total 1,716,456 new units were issued (the New Units) that corresponds to gross amount of 2 349 999.91 EUR received by the Fund.

    The New Units were issued in accordance with the Fund rules with the price equal to the latest net asset value per Fund unit, i.e. net asset value per Fund unit at the end of January 2018 (EUR 1,3691).

    As a result of the issue of the New Units the new total number of Fund units registered in the Estonian Register of Securities is now 79,157,094 (previously 77,440,638).

    The Management Company has applied for listing of the New Units on Nasdaq Tallinn stock exchange.

    #312793 Reply

    Nauris Treigys
    Keymaster

    On February 22, 2018, the Management Board of Nasdaq Tallinn decided to approve the additional listing application of Baltic Horizon Fund managed by Northern Horizon Capital AS and to list its 1,716,456 additional units in Baltic Fund List.

    Proceeding from the above, 1,716,456 additional units of Baltic Horizon Fund will be listed on Friday, February 23, 2018 or on a date close to it in case of unexpected circumstances. Thus, altogether 79,157,094 units of Baltic Horizon Fund (ISIN: EE3500110244) will be traded under the trading code NHCBHFFT on or about Friday, February 23, 2018.

    #313323 Reply

    Nauris Treigys
    Keymaster

    Because of the technical issue of displaying this announcement on Nasdaq Baltic web-site Nasdaq Tallinn hereby publishes the announcement on behalf of Baltic Horizon Fund.

    Net asset value (NAV) of Baltic Horizon Fund (the Fund) unit as of end of February 2018 amounted to 1.3784 EUR per unit. Compared to previous month, NAV increased by 0.68%. The NAV was positively affected by operating performance of the properties.

    Additional information:

    Tarmo Karotam
    Baltic Horizon Fund manager
    E-mail tarmo.karotam@nh-cap.com
    http://www.baltichorizon.com

    The Fund is a registered contractual public closed-end real estate fund that is managed by Alternative Investment Fund Manager license holder Northern Horizon Capital AS. Both the Fund and the Management Company are supervised by the Estonian Financial Supervision Authority.

    Distribution: GlobeNewswire, Nasdaq Tallinn, Nasdaq Stockholm, http://www.baltichorizon.com

    #313329 Reply

    Nauris Treigys
    Keymaster

    Management Board of Northern Horizon Capital AS has approved the audited financial results of Baltic Horizon Fund (the Fund) for the year 2017. The financial results remained unchanged compared to the preliminary disclosure on 15th of February 2018.

    At the end of 2017, the GAV increased from EUR 154.9 million to EUR 215.8 million as compared to the end of 2016. The increase is mainly related to new acquisitions during the year and the increase in cash as a result of the latest secondary public offering in November. The Fund completed the acquisition of the Postimaja Shopping Centre on 13 February 2018 and thus has deployed most of the new capital raised in November 2017.

    During 2017, the Fund NAV increased from EUR 76.8 million to EUR 107 million as compared to the end of 2016. The increase is related to new equity raised and the Group’s operational performance over the year. The Fund raised EUR 25.6 million net equity during the June and November public offerings and generated EUR 9.4 million in net profit. The Fund also made a EUR 5.1 million cash distribution to its investors.

    In 2017, the net profit of the Group increased from EUR 5.8 million to EUR 9.4 million as compared to 2016. During the year, the Group recorded a EUR 3.7 million fair value gain (EUR 2.7 million during 2016).

    In 2017, the Group recorded a EUR 10.8 million net rental income (EUR 7.2 million in 2016). The increase is related to new acquisitions that were made following the capital raisings at the end of 2016 and during 2017.

    Annual Key Figures

    Euro ‘000 2017 2016 Change (%)

    Rental income 11,839 7,874 50.4%
    Service charge income 3,692 2,594 42.3%
    Cost of rental activities (4,763) (3,315) 43.7%
    Net rental income 10,768 7,153 50.5%

    Expenses related to public offerings (637) (938) (32.1)%
    Administrative expenses (2,137) (1,252) 70.7%
    Other operating income / (expenses) 14 97 (85.6)%
    Valuation gain / (loss) on investment properties 3,676 2,737 34.3%
    Operating profit 11,684 7,797 49.9%

    Financial income 47 14 235.7%
    Financial expenses (1,528) (1,253) 21.9%
    Net financing costs (1,481) (1,239) 19.5%

    Profit before tax 10,203 6,558 55.6%
    Income tax charge (759) (798) (4.9)%
    Profit for the period 9,444 5,760 64.0%
    Weighted average number of units outstanding 62,270,694 47,350,881 31.5%
    Earnings per unit (EUR) 0.08 0.02 300.0%

    Weighted average number of units outstanding 62,270,694 47,350,881 31.5%
    Earnings per unit (EUR) 0.15 0.12 25.0%
    Euro ‘000 31.12.2017 31.12.2016 Change (%)

    Investment property in use 189,317 141,740 33.6%
    Gross asset value (GAV) 215,785 154,938 39.3%

    Interest bearing loans 98,087 69,172 41.8%
    Total liabilities 108,809 78,129 39.3%

    Net asset value (NAV) 106,976 76,809 39.3%

    Number of units outstanding 77,440,638 57,264,743 35.2%
    Net asset value (NAV) per unit (EUR) 1.3814 1.3413 3.0%
    Loan-to-Value ratio (LTV) 51.8% 48.8%
    Average effective interest rate 1.7% 1.8%

    Attachments:
    BHF annual report 2017.PDF

    #313891 Reply

    Nauris Treigys
    Keymaster

    NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE, SOUTH AFRICA OR SUCH OTHER COUNTRIES OR OTHERWISE IN SUCH CIRCUMSTANCES IN WHICH THE PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

    Northern Horizon Capital AS (the Management Company) informs of the plan to organize an issue of unsecured bonds of Baltic Horizon Fund (the Fund) in the aggregate nominal value of up to EUR 30 million. Pricing and other material conditions of the issue are expected to be agreed upon during April and May. The private placement is intended to be aimed at institutional investors in selected European countries with minimum investment of EUR 100,000. The net proceeds from the issuance of the bonds are expected to be used mainly for refinancing a portion of existing bank loans in order to minimize bank loan amortization payments but also for investment activities within the Fund.

    After successful closing of the private placement, the Management Company intends to apply for listing of the bonds on Nasdaq Tallinn and for that purpose apply for the registering of a listing prospectus with the Estonian Financial Supervisory Authority.

    Important note:

    This announcement does not constitute an offer to sell or the solicitation of an offer to buy the bond, nor shall there be any offer or sale of the bonds in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such state or other jurisdiction. Any offers of the bonds will be made only by means of a private placement.

    The information contained herein is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa or such other countries or otherwise in such circumstances in which the release, publication or distribution would be unlawful.

    The information contained herein does not constitute an offer of securities for sale in the United States. The securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or under the applicable securities laws of any state of the United States and may not be offered or sold, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. persons except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act.

    The information contained herein does not constitute an offer of securities to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the securities. Consequently, this communication is directed only at (i) persons who are outside the United Kingdom, (ii) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”), (iii) high net worth entities falling within Article 49(2) of the Order and (iv) other persons to whom it may lawfully be communicated (all such persons together being referred to as “relevant persons”). In addition, this communication is, in any event only directed at persons who are “qualified investors” pursuant to the Prospectus Directive (2003/71/EC, as amended). Any investment activity to which this communication relates will only be available to, and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
    Additional information:

    Tarmo Karotam
    Baltic Horizon Fund manager
    E-mail tarmo.karotam@nh-cap.com
    http://www.baltichorizon.com

    The Fund is a registered contractual public closed-end real estate fund that is managed by Alternative Investment Fund Manager license holder Northern Horizon Capital AS.

    Distribution: Nasdaq, GlobeNewswire, http://www.baltichorizon.com

    This announcement contains information that the Management Company is obliged to disclose pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the above distributors, at 6:26 EET on 5th of April 2018.

    #314021 Reply

    Nauris Treigys
    Keymaster

    On the 9th of April 2018, Baltic Horizon held an investor webinar where fund manager Tarmo Karotam introduced the results of 2017 annual report.

    Baltic Horizon Fund would like to thank all participants. Webinar recording is available here. Presentation is available here.

    #314206 Reply

    Nauris Treigys
    Keymaster

    Net asset value (NAV) of Baltic Horizon Fund (the Fund) unit as of end of March 2018 amounted to EUR 1.3765 per unit. Compared to previous month, NAV decreased by -0.14%, due to movement in derivatives hedge reserve and one-off tax charge in Latvia related to the Vainodes I investment property transaction structuring. More information will be provided in the Q1 2018 quarterly report.

    #314304 Reply

    Nauris Treigys
    Keymaster

    NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE, SOUTH AFRICA OR SUCH OTHER COUNTRIES OR OTHERWISE IN SUCH CIRCUMSTANCES IN WHICH THE PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

    The Management Company of Baltic Horizon Fund, listed on Nasdaq Tallinn and Nasdaq Stockholm, has mandated AB SEB bankas to arrange a series of investor meetings / calls in the Baltics and Nordics commencing on April 25th 2018. A EUR 30 million fixed rate unsecured bond issuance by way of private placement as announced to the market on 5 April 2018, is intended to follow, subject to market conditions. The bonds are expected to be rated by Standard & Poor´s.

    MiFID II professionals/ECPs-only – Manufacturer target market (MiFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) has been prepared as the non-public offering is not available to retail in EEA.

    Important note:

    This announcement does not constitute an offer to sell or the solicitation of an offer to buy the bond, nor shall there be any offer or sale of the bonds in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such state or other jurisdiction. Any offers of the bonds will be made only by means of a private placement.

    The information contained herein is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa or such other countries or otherwise in such circumstances in which the release, publication or distribution would be unlawful.

    The information contained herein does not constitute an offer of securities for sale in the United States. The securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or under the applicable securities laws of any state of the United States and may not be offered or sold, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. persons except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act.

    The information contained herein does not constitute an offer of securities to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the securities. Consequently, this communication is directed only at (i) persons who are outside the United Kingdom, (ii) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”), (iii) high net worth entities falling within Article 49(2) of the Order and (iv) other persons to whom it may lawfully be communicated (all such persons together being referred to as “relevant persons”). In addition, this communication is, in any event only directed at persons who are “qualified investors” pursuant to the Prospectus Directive (2003/71/EC, as amended). Any investment activity to which this communication relates will only be available to, and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

    #314330 Reply

    Nauris Treigys
    Keymaster

    Notice to convene general meeting of unitholders of Baltic Horizon Fund
    Northern Horizon Capital AS (the Management Company) invites the unitholders of Baltic Horizon Fund (the Fund) to attend the annual general meeting of unitholders of the Fund (the AGM) to be held on 15th May 2018 at 15:00 (CEST) Wallingatan 34, 111 24, Stockholm, Sweden. Registration for the meeting will start at 14:00 (CEST) i.e local Swedish time.

    The general meeting of the unit-holders of the Fund is assembled on the basis of sections 10.4, 10.6 and 8.12 of the rules of the Fund and section 47-1 of the Estonian Investment Funds Act.

    The total number of units and votes in the Fund amounts to 79,157,094.

    Agenda for the AGM

    The agenda of the general meeting of the unitholders of the Fund is the following:

    Presentation on the FY2017 annual report together with auditor’s report of the Fund and interim report of 2018 Q1;
    Presentation of the interpretation of Section 15.4.1(r) of the Fund Rules;
    Resolution on establishment of Fund units buy-back program.
    All unitholders are welcomed to send any questions and comments regarding the agenda to the fund manager’s e-mail address Tarmo.Karotam@nh-cap.com by 8th May 2018. The Management Company will answer to the questions during the meeting.

    Requirements for the right to participate at the AGM and notification of participation

    Unitholders who are entered in the unitholders registry of the Fund maintained by Nasdaq CSD SE at ten days before the date of the general meeting, i.e. on 04th May 2018 at the end of business day of Nasdaq CSD SE, are entitled to participate at the AGM.

    Unitholders whose units are registered in the unitholders’ own name in the unitholders registry maintained by Nasdaq CSD SE are invited, in order to facilitate smooth registration process at the meeting, to notify of their wish to attend the meeting by 8th May 2018 to the Management Company’s e-mail address bhfmeeting@nh-cap.com.

    Notification of participation shall include the name, personal identification number (or the registration number of the legal person), address, amount of units represented and, if applicable attendance of any representatives together with their name and personal identification number. We note that the participation of a representative does not deprive the unitholder of the right to participate at the AGM of the Fund.

    Instructions to holders of Fund units registered with Euroclear Sweden AB in Sweden

    Notification of participation in the AGM shall be made at the latest on 8th May 2018 preferably before 16 pm CEST to Management Company’s e-mail address bhfmeeting@nh-cap.com.

    Notification of participation shall include the name, personal identification number (or the registration number of the legal person), address, amount of units represented and, if applicable attendance of any representatives together with their name and personal identification number. We note that the participation of a representative does not deprive the unitholder of the right to participate at the AGM of the Fund.

    Representation under a power of attorney

    Unitholders who are represented under a power of attorney are requested to prepare a written power of attorney for the representative in Estonian or English language (please see Annex 1 that includes templates).

    The copy of the executed power of attorney should be presented to the Management Company at the above-mentioned e-mail address together with the notification for participation prior to the AGM. In case the power of attorney is issued by a legal person, a certified copy of the registration certificate or an equivalent certificate of authority shall be also submitted, together with, if applicable, the documents certifying the authorisation rights of the representative in case the power of attorney is signed by a person under a power of attorney.

    Since the Fund is registered in Estonia, please note that the powers of attorney issued in a foreign state and a certified copy of the registration certificate of a legal person should be notarised and also accompanied with an apostille, if applicable (apostille requirement applies, for example, for powers of attorney issued and notarised in Sweden and in Finland).

    Instructions for the AGM day

    We kindly ask that you bring a personal identification document to the meeting and in the case of representation also present the original written power of attorney in English or Estonian language. In case the unitholder is a legal person, documentation in Estonian or English language certifying the representation right of the unitholder’s representative or the signatory of the power of attorney shall be also requested.

    The data collected by the Management Company from powers of attorney, the unitholders registry maintained by Nasdaq CSD SE and the list of holders of units registered in the Euroclear Sweden AB, Sweden system will be used by the Management Company for registration and preparation of the voting list for the AGM.

    The Management Company’s proposals on the AGM items

    2. Interpretation of Section 15.4.1(r) of the Fund Rules

    Section 15.4.1(r) of the Fund rules provides that all other operational and financial expenses attributable to investments of the Fund, including but not limited to capital expenditures are payable on account of the Fund for the functioning of the Fund. For the avoidance of doubt, the Management Company hereby informs and clarifies for all stakeholders that the accounting costs of the Fund are considered operational expenses attributable to investments of the Fund and are to be borne on account of the Fund.

    3. Resolution on units buy-back program.

    The Management Company proposes that the AGM resolves to establish a buy-back program of Fund and authorises the Management Company (or person acting under its mandate) to acquire the Fund’s own units, under the following conditions:

    The re-purchases of units are executed either on Nasdaq Tallinn and/or Nasdaq Stockholm in accordance with the rules of Nasdaq Tallinn and/or Nasdaq Stockholm applicable and strictly in line with applicable legislation;
    The purpose of the re-purchase program is to strengthen the capital structure of the Fund by purchasing units at the price lower than the NAV of the Fund unit at the time;
    Re-purchases are made at the price level lower than NAV of the Fund unit at the time;
    Maximum of 5,000,000 units may be repurchased during the period of 12 months starting from 15th May 2018 for the maximum amount of EUR 5,000,000;
    The aggregate number of units purchased and held by the Fund shall not exceed 10% of the total number of Fund units at any time;
    Payment for the units shall be made in cash;
    The Units held by the Fund shall not grant any unitholder rights to the Fund or to the Management Company;
    the Management Company shall cancel the Units within 3 months after the re-purchase.
    The Management Company has received confirmation from the Estonian Financial Supervision Authority and the Swedish Financial Supervisory Authority that the buy-back program of the Fund on the above terms falls under the safe harbours of the Market Abuse Regulation No 596/2014/EU.
    The Fund currently does not own any own units.

    Annex 1:

    Form of power of attorney to appoint a representative for the general meeting (in Estonian)
    Form of power of attorney to appoint a representative for the general meeting (in English)

    Additional information:

    Tarmo Karotam
    Baltic Horizon Fund manager
    E-mail tarmo.karotam@nh-cap.com
    http://www.baltichorizon.com

    The Fund is a registered contractual public closed-end real estate fund that is managed by Alternative Investment Fund Manager license holder Northern Horizon Capital AS.

    Distribution: GlobeNewswire, Nasdaq Tallinn, Nasdaq Stockholm, http://www.baltichorizon.com

    Attachments:
    Annex 1- poa – Investors General Meeting – 2018-04-23 ENG.DOCX
    Annex 1- poa – General Meeting of Unitholders – 2018-04-23 EST.DOC

    #314479 Reply

    Nauris Treigys
    Keymaster

    Baltic Horizon Fund (the Fund) completed acquisition of 0,87 hectares of land next to Domus Pro complex in Vilnius, Lithuania, currently owned by the Fund. Total purchase price for three land plots, located at Ukmerges 310/316, all falling under one detail plan, was approx. EUR 1,7 million. The land plots were acquired with the goal to further expand Domus Pro complex.

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