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Intra-group restructuring of car trade in Lithuania

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TKM  Grupp  AS  has  consolidated  its  car  trade  segment  activities into the
subsidiary  TKM Auto OÜ, in which TKM  Grupp AS holds a 100% stake. According to
the                  stock                 exchange                 announcement
(https://view.news.eu.nasdaq.com/view?id=1204776&lang=en)      published      on
03.02.2023, TKM  Auto OÜ's Lithuanian  subsidiary UAB Motus  auto became a Shkoda
dealer  in Lithuania in addition to KIAs. In order to separate the KIA and Shkoda
business  lines and increase their independence,  the division of UAB Motus auto
will  be carried out. As a result of  the division, UAB Motus auto (the dividing
company)  will bear  the previously  used business  name UAB  KIA Auto  and will
continue  with  the  resale  and  service  of  KIAs.  During the division, a new
subsidiary  will be established with the previously used business name UAB Motus
auto  (the acquiring company), which will also  be 100% owned by TKM Auto OÜ and
whose  share capital will be 1 000 euros. The share capital of UAB KIA Auto will
be  reduced in accordance  with the requirements  of Lithuanian legislation. UAB
Motus auto will take over the Shkoda resale and service business line, which will
allow  it to  focus on  activities more  efficiently and  thereby achieve better
results.  Each  Lithuanian  subsidiary  will  be  led  by a separate experienced
manager dedicated to the respective brand.

TKM  Group's strategic goal  is to continue  expanding in the  car trade sector,
which has been one of its key segments since 2007. The Group's car trade segment
includes  a company  with an  independent dealer  network importing  KIAs in the
Baltics  and companies  engaged in  car retail  and service  in two showrooms in
Tallinn,  two showrooms  in Riga  and two  showrooms in  Vilnius. In addition to
KIAs,  there are  several other  car brands  to choose  from, such as Peugeot in
Estonia and Latvia and Shkoda in Latvia and Lithuania.

The  Group's car trade segment is undergoing active development and expansion. A
temporary KIA showroom has been opened on the Bikernieku property in Riga, and a
new  full-size KIA  dealership is  planned to  be opened  in the coming years to
better serve customers in this part of Riga. In Lithuania, the construction of a
new  KIA-Shkoda multi-brand dealership in Vilnius was started in cooperation with
TKM  Lietuva UAB, which is  part of the Group.  At the beginning of January, the
Estonian  dealer  of  the  automotive  segment,  Viking Motors, opened a new KIA
flagship  dealership in Peetri on  the border of Tallinn.  It is also planned to
start  construction of a  new body shop  next to the  Peetri car dealership. The
Group's  automotive  segment's  sales  revenue  in 2024 was 200.8 million euros,
making  it the  Group's second  largest segment  in terms  of both  turnover and
profit after supermarkets.

The  approximate registration of the  above-described division in the commercial
register  will take  place in  the first  half year  of 2025. The  creation of a
subsidiary  through  a  division  will  not  have  an impact on the consolidated
financial  results of the Group. The creation  of a subsidiary is not considered
to  be the acquisition of a significant holding within the meaning of the Nasdaq
Tallinn  Stock Exchange Rules.  The structuring described  above will not have a
significant  impact on the activities of the TKM Grupp Group. The members of the
supervisory  board and management board  of TKM Grupp AS  have no other personal
interest in the transactions.

Raul Puusepp
Chairman of the Management Board
Tel 731 5000
[email protected]