Black Sea Property AS

AGM Information • Apr 18, 2018

BLACK SEA PROPERTY AS - LAUNCH OF NOK 13.5 MILLION EQUITY OFFERING - CALL FOR EXTRAORDINARY GENERAL MEETING

BLACK SEA PROPERTY AS - LAUNCH OF NOK 13.5 MILLION EQUITY OFFERING - CALL FOR EXTRAORDINARY GENERAL MEETING

Reference is made to earlier stock exchange announcements from Black Sea Property AS ("BSP" or the "Company") regarding the Company's financing activities. Reference is specifically made to the previously announced requirement from UniCredit Bulbank to contribute an equity self-participation amount of EUR 1.5 million prior as part of the conditions precedent for raising a EUR 3 million construction loan to EPO Aheloy OOD (the development company for the Aheloy Beach Resort, the "Resort").

On this background, the board of directors propose to carry out an equity offering with gross proceeds of up to NOK 13.5 million, to be carried out through two separate share capital increases. The Company's board members have already committed to subscribe for shares for a total minimum amount of NOK 5 million.

The first share capital increase will have a subscription amount of up to NOK 11.5 million and will be directed towards the Company's 40 largest shareholders (the "Private Placement"). The second share capital increase will have a subscription amount of up to NOK 2 million and be directed towards the other shareholders of the Company (the "Repair Issue").

The subscription price in each share capital increase will be NOK 0.40 per share. The subscription price has been determined after discussions with selected larger shareholders, and in order to secure that the Company is actually able to raise a sufficient amount to participate with its share of the self-participation amount. The Company's contribution to EPO Aheloy's self-participation amount will be a decisive factor in raising debt financing for the Resort, and thereby opening of the Resort for the summer season of 2018. The Board has considered this to be crucial when determining the subscription price.

The allocation of subscription amount in the Private Placement and the Repair Issue reflects the ownership of the Company, where the 40 largest shareholders of the Company own approximately 85 % of the total number of outstanding shares. The shareholders of the Company will consequently be able to maintain their pro rata share of the Company's share capital, irrespective of if the shareholder is given the opportunity to subscribe for shares in the Private Placement or in the Repair Issue.

Further information regarding the Private Placement

The Private Placement will consist of an offering up to 28,750,000 new shares in the Company to the 40 largest shareholders of the Company, each at a subscription price of NOK 0.40. The 40 largest shareholders of the Company as of 23 April 2018, as registered in the VPS as of 25 April 2018 (the "Record Date"), will be granted 1.8204 non-tradable subscription rights per share in the Company registered held as of the Record Date. The subscription rights will be granted free of charge. Each subscription right will give the holder a right to subscribe for and be allocated one (1) share in the Private Placement.

Each eligible shareholder will receive documentation for subscription in the Private Placement, provided that it is resolved by the general meeting.

Further information regarding the Repair Issue

The Repair Issue will consist of an offering up to 5,000,000 new shares in the Company to the other shareholders of the Company, each at a subscription price of NOK 0.40. Existing shareholders of the Company as of 23 April 2018, as registered in the VPS as of 25 April 2018, who were not invited to participate in the Private Placement will be granted 1.8364 non-tradable subscription rights per share in the Company registered held as of the Record Date. The subscription rights will be granted free of charge. Each subscription right will give the holder a right to subscribe for and be allocated one (1) share in the Repair Issue.

A prospectus, that will contain further information regarding the Company and the terms of the Repair Issue, will be published prior to the start of the subscription period in the Repair Issue.

* * *

In order to resolve the Private Placement and the Repair Issue, the Board has decided to call for an extraordinary general meeting (the "EGM") to be held on 25 April 2018. The notice of the EGM is attached to this stock exchange notice and will also be distributed directly to the shareholders. Completion of the Private Placement and the Repair Issue is subject to shareholders' approval at the EGM.

As a consequence of the grant of subscription rights to existing shareholders, the shares in the Company will trade exclusive of the right to receive subscription from and including 24 April 2018 for trades subject to ordinary T+2 settlement in the VPS.

Below is an indicative time table for the Private Placement and the Repair Issue:

23 April 2018: Last day of trading in the Company's shares inclusive of the right to participate in the Private Placement or the Repair Issue.

24 April 2018: First day of trading in the Company's shares exclusive of the right to participate in the Private Placement or the Repair Issue

25 April 2018: Record Date for determining the right to receive subscription rights, at which the VPS shareholders register for trades with ordinary settlement in the VPS (T+2) will show shareholders of the Company as per the end of trading on 25 April 2018.

25 April 2018: EGM to resolve the Private Placement and the Repair Issue

27 April 2018: First day of the subscription period in the Private Placement.

8 May 2018: Last day of the subscription period in the Private Placement.

On or about 9 May 2018: Allocation of subscribed shares in the Private Placement.

On or about 15 May 2018: Payment date for shares allocated in the Private Placement.

On or about 21 May 2018: Registration of the share capital increase pertaining to the Private Placement in the Norwegian Register of Business Enterprises.

On or about 23 May 2018: Delivery of shares to subscribers in the Private Placement.

On or about 23 May 2018: Listing of the shares issued in the Private Placement on Merkur Market.

14 May 2018: First day of the subscription period in the Repair Issue.

28 May 2018: Last day of the subscription period in the Repair Issue.

On or about 29 May 2018: Allocation of subscribed shares in the Repair Issue.

On or about 4 June 2018: Payment date for shares allocated in the Repair Issue.

On or about 7 June 2018: Registration of the share capital increase pertaining to the Repair Issue in the Norwegian Register of Business Enterprises.

On or about 11 June 2018: Delivery of shares to subscribers in the Repair Issue.

On or about 11 June 2018: Listing of the shares issued in the Repair Issue on Merkur Market.

For further information, please contact:

Egil Melkevik, Chairman

Tel: +47 90 77 09 76

E-mail: egil.melkevik@imenco.com

About Black Sea Property AS:

Black Sea Property AS is a real estate company with holdings in a real estate project on the Black Sea

coast called Aheloy Beach Resort. Aheloy Beach Resort is a partially-completed project and will upon

completion comprise over 1,000 apartments as well as significant commercial space. Black Sea Property AS owns indirectly 75% of the project. Black Sea Property AS will work to finalize Aheloy Beach Resort, to realize the project's added value through the sale of residential units and hotel operations.