Market announcement

Title

Draft resolutions additionally submitted to the Annual General Meeting of AS Ekspress Grupp to be held on 2 May 2022

Message

On 8 April 2022, AS Ekspress Grupp released a notice on convening an Annual
General Meeting of Shareholders
(https://view.news.eu.nasdaq.com/view?id=bc9099564cd76065cc1a4320c16e2ef9f&lang=
en) and on 18 April, information on the amendment of the agenda
(https://view.news.eu.nasdaq.com/view?id=b16c2a09f7bd8e175b7aead956b33569f&lang=
en).

On  28 April  2022, the  shareholders  Hans  Luik  and  OÜ  HHL  Rühm  submitted
additional draft resolutions on item 2 and 3 of the agenda of the Annual General
Meeting to be held on 2 May 2022 pursuant to § 293(1) (4) of the Commercial Code
as follows:

2. The approval of the proposal for distribution of profits

To approve the Profit Distribution Proposal for 2021. To distribute total EUR
2.24 million as follows:

  * to increase statutory reserve by EUR 0.11 million;
  * to pay dividends 8 (eight) euro cents per share in total amount of EUR 2.42
    million, of which EUR 2.13 million is distributed from the 2021 profit and
    EUR 0.29 million distributed from the retained earnings.

Shareholders,  entered into  the share  register of  AS Ekspress Grupp on 16 May
2022, at the close of the business of the settlement system, will be entitled to
dividends. The day of change of the rights related to the shares (ex-date) is on
13 May  2022; from this date  onwards, the person  acquiring the shares will not
have  the right to receive dividends. Dividends will be paid to the shareholders
on  20 May  2022 to  the  shareholder's  bank  account,  which  is linked to the
securities account.

3. Determining the acquisition of AS Ekspress Grupp's own shares and laying down
the terms of the share buyback program

3.1. Approve  the share buyback program of  AS Ekspress Grupp's own shares under
the following terms:

  * AS Ekspress Grupp shall have the right to buy back a maximum of 2 500 000
    own shares whereby the total amount of the nominal value of the treasury
    shares owned by the company may not exceed 1/10 of its share capital.
  * AS Ekspress Grupp shall have the right to buy back its own shares in one or
    multiple transactions via buyback offer(s) targeted at all shareholders
    within 12 months from the date of adoption of this decision.
  * The minimum amount to be paid for its own shares shall be EUR 0.60 per share
    and the maximum amount per share shall be the closing price on the Nasdaq
    Tallinn Stock Exchange plus 20% but not more than EUR 1.90 per share at the
    trading day preceding the announcement of each respective buyback. The total
    amount payable for the shares to be bought back pursuant to this decision
    shall be up to EUR 1 million at most. The acquisition of the shares may not
    lead to a reduction in net assets below the total amount of share capital
    and reserves, the payment of which to the shareholders is not be permitted
    under law or the articles of association.
  * The purpose of the share buyback is to use the attractive market conditions
    in order to create value for the shareholders. The shares bought back will
    thereafter be cancelled or used for other purposes (e.g. sale or use of
    shares for the option program).

3.2. In  accordance with this decision and  applicable legal acts, authorise the
Management  Board to decide and carry out the share buyback, determine the share
buyback  price,  procedure  and  other  conditions  as well as perform all other
necessary procedures.

According  to the submitted  draft resolution item  2 of the agenda the dividend
per  share has been  increased from 5 euro  cents to 8 euro  cents and the total
amounts from 1.52 million euros to 2.42 million euros respectively.

Agenda  item 3 draft resolution  is decreasing the  total amount payable for the
shares to be bought back from 2 million EUR to 1 million EUR at most.

Consequently,  the two draft resolutions will be  put to the vote in the General
Meeting  on agenda items two and three. The supplemented voting ballot and draft
resolutions  are attached to  this announcement. We  kindly ask shareholders who
have  already  voted  electronically  to  resubmit  their votes using the voting
ballot,  updated on 28 April  2022. Only the most  recently sent ballot shall be
considered valid.

All  documents concerning the  Annual General Meeting  of the Shareholders of AS
Ekspress  Grupp,  including  draft  resolutions,  are  available on the homepage
(https://www.egrupp.ee/en/about-group/management/general-meeting-of-
shareholders/) of AS Ekspress Grupp.

Mari-Liis Rüütsalu
AS Ekspress Grupp
Chairman of the Management Board
+372 512 2591
[email protected] (mailto:[email protected])

AS Ekspress Grupp is the leading Baltic media group whose key activities include
web media content production, publishing of newspapers, magazines and books. The
Group also operates an electronic ticket sales platform and ticket sales sites
in Estonia and Latvia. Ekspress Grupp that launched its operations in 1989
employs more than 1400 people, owns leading web media portals in the Baltic
States and publishes the most popular daily and weekly newspapers as well as the
majority of the most popular magazines in Estonia.