INVL Baltic Real Estate
Notification on material event
Regarding amendments to incorporation documents of INVL Baltic Real Estate, formation of supervisory board, reduction of authorized capital and dividend allocation for the year 2020
Investment Committee of INVL Baltic Real Estate (hereinafter – “the Company“) acting on behalf of INVL Asset Management, the Management Company of INVL Baltic Real Estate (hereinafter- “the Management Company”), informs that during the upcoming Company‘s General Shareholders Meeting, to be held on 29 April 2021, it is proposed to the shareholders of the Company to allocate a dividend of EUR 0.12 per share for the year 2020, when voting for the profit (loss) distribution of INVL Baltic Real Estate for the year 2020 (the total amount for dividends allocation would amount to EUR 1 million).
The Company's Investment Committee also proposes the General Shareholders Meeting of the Company to approve the reduction of the authorized capital of the Company in order to cancel 5,088,586 units of ordinary registered own shares acquired by INVL Baltic Real Estate during the buy-back of shares process and to approve the formation of a supervisory board of the Company. In order to implement these changes, Investment Committee of the Company, acting on behalf of the Management Company decided to propose to the General Shareholders Meeting of the Company, to be held on 29 April 2021, to approve the amendments of the Articles of Association of the Company as well as to approve the new wording of the Articles of Association. The Articles of Association would be amended after approval of the Bank of Lithuania would be received.
Furthermore, on 29 April 2021, the General Meeting of Shareholders of the Company is proposed to approve the main terms and conditions under which the repurchase of the Company's own shares will be carried out.
The real estate investment company INVL Baltic Real Estate proposes paying dividends of EUR 1 million to shareholders for 2020, or EUR 0.12 per share. That and other decisions are proposed for adoption at a general meeting of shareholders of the company to held on 29 April 2021.
“Both thanks to last year’s successful exits and successful property transformations, we have proven once again that we are able to create significant growth in the value of assets and a long-term return for our investors. The company has accumulated free cash which enables it to pay a dividend higher than the EUR 0.09 envisaged in its dividend policy,” says Vytautas Bakšinskas, a member of the Investment Committee of INVL Baltic Real Estate.
Dividends will be paid out within a month after the decision is adopted. Those persons will have a right to receive them who are shareholders of INVL Baltic Real Estate at the end of business day on 13 May this year. Based on the share price on 7 April 2021, the dividend yield amounts to 5%.
Also proposed for approval at the meeting are procedures for the acquisition of the company’s own shares and the transfer of EUR 4.3 million from retained earnings to a reserve for the acquisition of own shares.
According to Vytautas Bakšinskas, the right to buy-back the company’s own shares will be used if the share price on the market is lower than the net asset value (NAV). That will give shareholders additional liquidity opportunities, and when INVL Baltic Real Estate acquires shares for less than the NAV, the value of the remaining shares should grow.
It is proposed that the maximum buy-back price per share be set at INVL Baltic Real Estate’s last published net asset value per share, and the minimum at EUR 1.45. On the maximum number of shares that may be acquired, it is proposed that the total own shares held by INVL Baltic Real Estate may not exceed one-tenth of the company’s share capital.
Seeking to annul 5,088,586 ordinary registered own shares acquired by INVL Baltic Real Estate in share buy-back processes, a proposal has been submitted to reduce the company’s share capital from EUR 19.1 million to EUR 11.7 million by annulling own shares which the company has acquired.
Also to be proposed for approval at the general meeting of shareholders is the formation of a supervisory board of INVL Baltic Real Estate, the proposed members of which are Raimondas Rajeckas, the CFO of Invalda INVL, Audrius Matikiūnas, the head of INVL Asset Management’s Legal and Product Management Team, and Eglė Surplienė, a wealth manager at Gerovės Valdymas with more than 25 years of experience in the Lithuanian financial market.
The members of the Supervisory Board will be able to take office when the Bank of Lithuania approves their candidacies.
INVL Baltic Real Estate had an audited consolidated net profit of EUR 5.42 million in 2020, or about half the amount in 2019. The company’s consolidated equity at the end of 2020 was EUR 28.87 million, or EUR 2.21 per share, and compared to the end of 2019 increased 12.2% (also considering dividend payments).
INVL Baltic Real Estate owns real estate in Vilnius and Riga: office buildings in the Old Town of the Lithuanian capital on Vilniaus Street and in Šiaurės Miestelis, and the Dommo Business Park manufacturing, warehouse and office complex beside the Riga bypass. The company’s properties had occupancy of between 72% and 100% as year-end.
INVL Baltic Real Estate’s property holdings currently have a total area of 26 000 sq. m. and a value of EUR 24.13 million.
Since its launch as a collective investment undertaking (on 22 December 2016), INVL Baltic Real Estate has been one of the Baltic real estate funds open to retail investors with the highest stable returns. The fund operates as a closed-end investment company. Management of the company was assumed by INVL Asset Management, one of Lithuania’s leading asset management firms. The company will operate as a closed-end investment company until 2046, with extension possible for a further 20 years.
The person authorized to provide additional information:
Real Estate Fund Manager of Management Company