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ANNOUNCEMENT OF INTENTION TO MAKE A VOLUNTARY TAKEOVER BID TO ACQUIRE THE SHARES OF AKTSIASELTS EKSPRESS GRUPP

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HHL Rühm Osaühing (a company registered in Estonia with registry code 10743222,
?HHL  Rühm" or "Offeror")  announces its intention  to make a voluntary takeover
bid  to all  shareholders of  Aktsiaselts Ekspress  Grupp (?Ekspress  Grupp") to
acquire all shares of Ekspress Grupp not held by the Offeror ("Bid").

The  Offeror  wishes  to  increase  its  shareholding in Ekspress Grupp to 90%.
Following  successful  Bid  the  Offeror  intends  to  apply for takeover of the
remaining shares according to § 182(1) of the Estonian Securities Market Act and
provisions  of chapter  29(1). of the  Estonian Commercial  Code and  intends to
initiate  the proceedings for terminating the admission to trading of the shares
of Ekspress Grupp in the main list of the Nasdaq Tallinn Stock Exchange.

The  Bid takes place as a voluntary takeover bid and under § 166 of the Estonian
Securities Market Act the Offeror is not obliged to conduct the Bid.

The  intended Bid  is made  for all  shares of  Ekspress Grupp  not held  by the
Offeror.  The Offeror makes the Bid with the price of 1.25 euro per one Ekspress
Grupp  share.  The  Offeror  has  determined  the price according to the average
market price of Ekspress Grupp share at Nasdaq Tallinn Stock Exchange during the
first  three quarters  of 2025 (1.1165  euros per  share) to  which a premium of
0,13 euros per share (14,91%) is added.

A  voluntary takeover bid means that the Offeror is not obliged to determine the
price  of the Bid based on the criteria for determining the just price specified
in  the takeover bid  rules. Furthermore, this  also means that the shareholders
are  not obligated to participate in the Bid. All shareholders may freely choose
whether  to accept the Bid or not.  HHL Rühm treats all shareholders equally and
the  Bid is made with  respect to all shares  of Ekspress Grupp not belonging to
the Offeror.

Member of the Management Board of HHL Rühm Hans (H.) Luik:

"The  main objective of being  listed on the stock  exchange is to raise capital
for  business  activities.  As  Ekspress  Grupp's  activities do not involve the
necessity  to raise  large amounts  of capital,  then there  is no  reason to be
admitted to trading on the stock exchange. Additionally, it should be noted that
being   admitted   to  trading  on  the  stock  exchange  involves  considerable
administrative   and  financial  costs  for  the  company.  Media  landscape  is
constantly  in difficult  state and  to preserve  and manage native-language and
-minded  media  will  be  a  huge  challenge  in  the  future.  Thus,  the whole
organization  must focus  on effectiveness  and give  up everything which hinder
it."

The  terms of the Bid and its acceptance  (including the offer price of the Bid)
shall  be determined in the takeover prospectus ("Prospectus") and Bid notice to
be  published by  the Offeror.  In accordance  with applicable  law, the Offeror
shall  submit the Prospectus and the Offer  notice to the Estonian Financial and
Supervision  Authority ("EFSA") for approval.  Following the EFSA's approval the
Prospectus  and the Bid notice  will be published on  the date determined by the
EFSA.

This  notice does  not constitute,  or form  part of,  any offer,  invitation or
solicitation   by   any  party  to  sell  or  purchase  any  securities  in  any
jurisdiction.  This notice is a  notice on the intention  to make the Bid and it
does  not constitute the Bid  notice or Prospectus. The  Bid is made only if the
EFSA  approves  the  Bid,  and  the  Bid  is  made  only  in accordance with the
Prospectus and the Bid notice approved by the EFSA.

The Bid shall be made in accordance with the laws of the Republic of Estonia and
will  not  be  subject  to  any  review  or  approval  by any foreign regulatory
authority.  The Bid will not  be made to persons  whose participation in the Bid
requires an additional offer document to be prepared, a registration effected or
that  any other measures would be taken  in addition to those required under the
laws  of the Republic of Estonia. In  the event of any inconsistency between the
contents  of the Prospectus and any other document or release, the provisions of
the Prospectus in the Estonian language shall prevail.

This  notice is not for  release or distribution, directly  or indirectly, in or
into  any  jurisdiction  where  to  do  so  would  be  unlawful or to persons or
jurisdictions  who  are  subject  to  financial  sanctions  imposed by competent
authorities.  Persons  receiving  this  document  or any other related documents
(including  custodians, nominees  and trustees)  must observe these restrictions
and  must  not  send  or  distribute  this  document  in  or  into  the relevant
jurisdictions or to relevant persons.

Neither  this document nor any other information supplied in connection with the
Bid  should be considered  as a recommendation  by either the  Offeror or by any
other  person to any recipient of this document (including any other information
supplied  in connection with  the Bid) to  sell any Ekspress  Grupp shares. Each
person  who  contemplates  selling  any  shares  should make its own independent
investigation  of the financial condition and  affairs of Ekspress Grupp and its
subsidiaries, and its own appraisal of the Bid.

Unless  otherwise specified  in this  notice, all  information contained in this
notice is presented as at the date of this notice.

Additional information:
Ülar Maapalu
[email protected] (mailto:[email protected])

AS Ekspress Grupp is the leading Baltic media group whose key activities include
web media content production, and publishing of newspapers, magazines and books.
The  Group also  operates an  electronic ticket  sales platform and ticket sales
offices  in Latvia and Estonia, offers digital outdoor screen service in Estonia
and Latvia. In addition, the Group companies organize conferences, trainings and
events  mainly  in  Estonia  and  Lithuania  but  also in Latvia. Ekspress Grupp
launched its operations in 1989 and employs about 1000 people.