Atnaujinta: 2024.07.03 06:09 (GMT+3)

KLV: Investors Association sheds bad light on AS Kalev

2005.10.20, Luterma, TLN
AS Kalev                 Stock Exchange Release                20.10.2005  


Investors Association sheds bad light on AS Kalev

The articles published in the Äripäev daily on 19 Oct 2005, ”Investor group wants
to press charges on Kalev deals” and ”Small shareholders must be considered,” have
cast an unjustifiably bad light on AS Kalev, harming the firm’s reputation in the
eyes of the public.

The head of AS Kalev’s legal department, Allan Viirma, says it is not clear what
the actual goal of the actions taken against AS Kalev by the Investors Association
is. ”The accusations of the Investors Association are not based on any document or
report, but are merely speculations published in a newspaper,” said Allan Viirma.
He says such irresponsible actions on the part of the association are more likely
to harm than protect the interests of shareholders. It needs to be emphasized
that AS Kalev does not act in the interests of the Investors Association, but in
those of its shareholders.

”The claim made in the article that the sale of a legal share of the real estate
located at Pärnu mnt 139 in 2003 was a transaction that hurt the business interests
of AS Kalev, is not justified. The claim that the actual value of the legal share
of the real estate and the actual value of the building is much higher than agreed in
the sales contract, has not been proven and is just empty words,“ said Allan Viirma.
On the contrary, the correctness of the price has been established by the opinion
of certified experts. The claim that the ordinary sales price is equal to 10-year
lease payments is devoid of legal meaning due to the fact alone that the objects,
objectives and terms and conditions of the transactions under comparison are
different.

Representing AS Kalev, attorney-at-law Leon Glikman said that this issue involves
disputes that have long since been settled. The sale of a legal share of the real estate
at Pärnu mnt 139 was disputed in 2003 by a minority AS Kalev shareholder, who brought
two suits in Tallinn City Court. The proceedings were ended due to the cases being
dismissed, with the court ordering that court costs be paid for AS Kalev.

The assessment provided in the same article to the sale of the registered immovables
at the Keila-Joa recreational area, allegedly for below market price, is arbitrary
and once again, based only on speculative journalism. Attorney Leon Glikman emphasizes
that the listed company was not a party to the transaction, which is why interest toward
a contract based on private autonomy is incomprehensible. The property of AS Kalev is
not being alienated in this case. The plots sold at the Keila-Joa recreational complex
all have different values, as determined by the size, location, buildings, historical
preservation requirements and so on. All of the plots were sold to the buyers for fair
prices. In retrospect it is clear that AS Kalev Real Estate Company had the most
realistic assessment of the market situation when it made its bid at auction: as of today,
the company has sold the 69 million kroons worth of registered immovables at Keila-Joa,
earning a profit of 17 million kroons.

It is also important to mention the fact that in accordance with clause 9.4 of the agreement
between shareholders concluded on 3 May 2002 between AS Kalev REC shareholders AS Kalev and
AS Skanska EMV, the parties agreed not to begin development projects whose projected rate
of return is under 14% or whose projected cash flow might be negative. This was also
a condition in the case of the Keila-Joa recreational area development project.


Ruth Roht
PR manager
+372 6 077 858


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