Black Sea Property AS: Launch of conditional Private Placement

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WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE
SECURITIES DESCRIBED HEREIN.

Reference is made to earlier stock exchange announcements from Black Sea
Property AS ("BSP" or the "Company", and together with its consolidated
subsidiaries, the "Group") regarding, inter alia, EPO Aheloy OOD's (the holding
company for the Resort, "EPO Aheloy") funding need of approximately EUR 800,000.
The Company is required to contribute with 75% of the capital for this funding
need, corresponding to EUR 600,000.

On this background, the Company is therefore announcing that it is contemplating
carrying out a conditional private placement (the "Private Placement") of new
shares (the "Offer Shares") in the Company to raise gross proceeds of up to NOK
6.5 million. The price per Offer Share will be a fixed price of NOK 0.25.

Assuming subscription of all Offer Shares, the Company will issue 26,000,000
Offer Shares in connection with the Private Placement, each Offer Share with a
par value of NOK 0.25.

The net proceeds from the Private Placement will be utilized towards a mandatory
payment of incurred interest under EPO Aheloy's credit facility with Penchev
Consult, due in November 2023. Together with the Company's available liquidity,
the amount raised in the Private Placement (assuming subscription of all Offer
Shares) will be sufficient to fund the Company's portion, i.e. EUR 600,000 of
the interest payment to Penchev Consult.

If the Private Placement is completed, the Company expects to launch a
subsequent offering towards shareholders as of the date of the Private Placement
that did not subscribe for Offer Shares (the "Eligible Shareholders") (the
"Subsequent Offering"). The subscription price in the Subsequent Offering will
be equal to the subscription price in the Private Placement. Completion of the
Subsequent Offering will be subject to, amongst other things, approval by the
Company's shareholders in a general meeting.

The subscription period in the Private Placement will commence today, 26
September 2023 at 16:50 CEST and close on 29 September 2023 at 16:30 CET. The
Company may, however, at any time resolve to shorten or extend the subscription
period for any reason. If the subscription period is shortened or extended, any
other dates referred to herein may be amended accordingly. 

The Private Placement will be directed towards certain existing shareholders of
the Company and certain new investors, subject to and in compliance with
applicable exemptions from relevant prospectus, filing or registration
requirements.

Completion of the Private Placement is subject to the satisfaction of the
following conditions; (i) all corporate resolutions of the Company's Board of
Directors to proceed with the Private Placement and to allocate the Offer Shares
having been made, (ii) the shareholders of the Company having approved the issue
of the Offer Shares in a general meeting of the Company, and (iii) that the
allocated Offer Shares have been fully paid, validly issued (by way of
registration of the share capital increase pertaining to the issuance of the New
Shares in the Norwegian Register of Business Enterprises) and registration of
the Offer Shares in the VPS.

The Company's Board of Directors is of the opinion that the Private Placement
complies with the equal treatment obligations. The Board of Directors considered
alternative structures for the raising of new equity. Following careful
considerations, the Board of Directors resolved that it will be in the common
interest of the Company and its shareholders to raise equity through a private
placement setting aside the pre-emptive rights of the shareholders. By
structuring the transaction as a private placement, the Company will be in a
position to raise capital in an efficient manner and with significantly lower
risks compared to a rights issue. To ensure timely payment of interests to
Penchev Consult, the Board of Directors has also assessed that the Private
Placement is preferable compared to a rights issue. The Board of Directors also
emphasized that the Subsequent Offering is intended to be carried out following
the Private Placement and that the Subsequent Offering will allow all
shareholders to reduce their dilution from the Private Placement. 

For further information please contact:

Egil Melkevik, Chairman
Tel: [phone]
E-mail: [e-mail]

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 Sunrise River Beach Resort. Sunrise River
Beach Resort is a partially completed project and will upon completion comprise
approximately 950 apartments as well as significant commercial space. Black Sea
Property AS has indirect ownership to the project and will work to finalize
Sunrise River Beach Resort, to realize the project's added value through the
sale of residential units and hotel operations.

The information in this announcement is considered to be inside information
pursuant to the EU Market Abuse Regulation. This stock exchange announcement was
published by Egil Melkevik, Chairman, at the time and date provided.

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