Baltic Horizon Fund – Notice of Private Placements
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 will make one or more private placements of new Baltic Horizon Fund units in March and April of 2019. The private placements are aimed at institutional investors in select European countries.
The new units will be issued in accordance with a resolution adopted at the general meeting of Baltic Horizon Fund investors on 19 February 2019, at a price corresponding to the weighted average price of Baltic Horizon Fund units on the Nasdaq Tallinn Stock Exchange during the 90 days preceding (as applicable):
- the date of concluding a subscription agreement with an investor; or
- the first day of the subscription period; or
- the date of the subscription order.
The proceeds will be used for new investments into real estate properties. Northern Horizon Capital AS plans to list the new units on Nasdaq Tallinn and Nasdaq Stockholm.
The new units will be issued on one or on several occasions in 2019, as decided by Northern Horizon Capital AS, based on the funding needs for new acquisitions of real estate properties.
The new units will be issued by way of private placement; i.e. no public offering will be made, and no prospectus registered. The new units to be issued represent, over a period of 12 months, less than 20% of the number of Baltic Horizon Fund units already admitted to trading.
For additional information, please contact:
Baltic Horizon Fund is a registered contractual public closed-end real estate fund managed by Alternative Investment Fund Manager license holder Northern Horizon Capital AS.
Distribution: Nasdaq Tallinn, Nasdaq Stockholm, GlobeNewswire, www.baltichorizon.com
The information contained herein does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there 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.