TALLINNA KÜLMHOONE AS

ANNOUNCEMENT

25.10.99

 

 

ADDITIONAL INFORMATION ABOUT THE MERGER OF TALLINNA KÜLMHOONE AS AND 

KAUNO PIENO CENTRAS

 

For the merger of Tallinna Külmhoone and Kauno Pieno Centras 

(hereinafter KPC), the two companies will incorporate an holding company, 

which is to be owned by the shareholders of Tallinna Külmhoone and KPC. 

Tallinna Külmhoone and KPC will become the subsidiaries of the holding 

company. The holding company is to be registered within six months, and 

the companies will then dewcide about the possible registration of the 

holding company at the stock exchange. The domicile of the holding company 

is to be determined; however, it is likely to be one of the Scandinavian 

countries.

 

In the first stage of the merger, the current majority shareholders of 

Tallinna Külmhoone AS will exchange their shares for shares of KPC, hence 

becoming the shareholders of KPC. KPC will own 86.6% shareholding in 

Tallinna Külmhoone AS after the first stage. The transaction parties are 

KPC, the ownership structure of which will be published after transfer of 

shares, and the majority shareholders of Tallinna Külmhoone. The parties 

have agreed to keep all other details of the transaction confidential.

 

After registration of the holding company, all shareholders of Tallinna 

Külmhoone AS and KPC will be offered an opportunity to exchange their 

shares for shares of the holding company. The respective share exchange 

ratio is currently not yet fixed. However, the companies' goal is to 

offer the minority shareholders similar conditions and to consider the 

respective rules of the Tallinn Stock Exchange. 

 

 

Evald Karu

Financial Director

+372 22 13 369