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MERGERS OF TALLINNA KAUBAMAJA SUBSIDIARIES

TALLINN, 03. June 2013, www.nasdaqomxbaltic.com - With the intention of improving the structure and making the administration of Tallinna Kaubamaja group more transparent, three mergers of its subsidiaries shall take place.

With the intention of improving the structure and making the administration of Tallinna Kaubamaja group more transparent, three mergers of its subsidiaries shall take place.

Firstly, merger of car sales businesses of the group shall take place, whereof AS Viking Motors (acquiring company) shall merge into itself OÜ Ülemiste Autokeskus (company being acquired). Jüri Kuusk shall continue as the member of the management board. The supervisory board shall not be changed.

Secondly, OÜ Opti Auto (company being acquired), that currently is the shareholder of Latvian subsidiary SIA KIA Automobiles and Lithuanian subsidiary UAB KIA Auto, shall merge with TKM Auto OÜ (acquiring company). Consequently, TKM Auto OÜ shall have after the merger four subsidiaries - AS Viking Motors, KIA Auto AS, SIA KIA Automobiles and UAB KIA Auto. TKM Auto OÜ shall have 100% shareholding in all of the abovementioned subsidiaries. The sole shareholder of TKM Auto OÜ shall remain to be Tallinna Kaubamaja AS.

Thirdly, OÜ TKM Beauty (acquiring company) shall merge into itself OÜ TKM Beauty Holding (company being acquired). Currently OÜ TKM Beauty Holding is the sole shareholder of OÜ TKM Beauty. As a result of the merger, OÜ TKM Beauty shall remain and Tallinna Kaubamaja AS shall become its sole shareholder. Lea Endrikson shall continue as the member of the management board of OÜ TKM Beauty.

Today the merger agreements connected to the above mentioned mergers were concluded. The above mentioned mergers shall be registered with the Commercial Registry approximately in July 2013. Reorganizing the structure of the group has no impact on the consolidated financial results. The abovementioned restructuring does not have substantial influence on the operations of the Tallinna Kaubamaja AS group. The supervisory and management board members of Tallinna Kaubamaja AS have no personal interests in these transactions.

Raul Puusepp
Chairman of the Board