Agreement on acquisition of the shares of AS Uniprint

On 20 February 2007, AS Kalev concluded a contract of purchase and sale of
shares (hereinafter the contract of sale), allowing AS Kalev to acquire an 80%
stake in public limited company Uniprint. Earlier, AS Kalev had purchased a
contract, allowing the company to acquire 20% of the shares of the above public
limited company (see AS Kalev press release from 22.01.2007 "Conclusion of
contract of purchase of shares"). After these transactions, AS Kalev will thus
effectively become 100% owner of the shares of AS Uniprint. 

AS Uniprint operates in the field of print services, producing various
advertisements and small publications, professional certificates and quality
newspapers. 

AS Kalev will pay a total of 54,792,500 kroons (hereinafter the purchase price)
for the 80% stake which forms the object of the contract of sale. AS Kalev paid
4 million kroons of the purchase price on the day of conclusion of the contract
of sale. The remaining purchase price must be paid in two instalments as
follows: 24,105,000 kroons by 5 April 2008 at the latest, and 26,687,500 kroons
by 5 April 2009 at the latest. If the company pays for the shares before the
term indicated in the contract of sale, the purchase price will be reduced by
deducting an annual 6% of the purchase price for the period of advance payment
of the purchase price by AS Kalev. 

The right of ownership over the shares will be transferred to AS Kalev on the
day of payment of the last instalment. Until transfer of the right of ownership
over the shares, the sellers shall encumber the AS Uniprint shares which form
the object of the contract of sale for the benefit of AS Kalev. 

With the entry into force of the contract of sale, the sellers waived from
their right of pre-emption with respect to the shares which form the object of
the contract of purchase and sale of 20% of the shares of AS Uniprint,
concluded by AS Kalev on 03.01.2007. AS Uniprint also waived from the right of
pre-emption over 50% of the shares of AS Unipress (see AS Kalev press release
from 22.01.2007 "Conclusion of contract of purchase of shares"). 

As of the date of conclusion of the contract of sale, the shareholders of AS
Uniprint included Andrus Reinsoo (35%), Sirje Reinsoo (45%) and public limited
company A&G (20%). 

AS Uniprint currently has no pending court cases or court of arbitration cases
which would materially affect its economic activities. Similarly, no
significant changes have occurred in the economic activities of AS Uniprint
after the end of last financial year. There were no valid contracts between AS
Kalev and AS Uniprint as of the date of conclusion of the contract of sale. 

The managing director of AS Uniprint is Sirje Reinsoo. The members of the
Supervisory Board are Heiti Allmäe, Merilin Lee, Vadim Nesvizhskiy and Andrus
Reinsoo. 

As an annex to the contract of sale, an agreement was concluded between the
shareholders of AS Uniprint, with the shareholders obliging to increase the
share capital of AS Uniprint by 1 million kroons. The shares issued by way of
increasing the share capital will be acquired by AS Kalev against 50% of the
shares of AS Unipress. Once the share capital has been increased in the above
method, AS Unipress will become 100% subsidiary of AS Uniprint. 

Conclusion of the above contract is not considered a related party transaction
in the meaning of the stock exchange rules. 

AS Uniprint's turnover amounted to 73,056,000 kroons and profit to 1,176,000
kroons in 2004, 70,771,000 kroons and 4,920,000 kroons in 2005 and 75,242,000
kroons and 2,322,000 kroons in 2006. Long-term lease agreements concluded with
financial institutions amounted to 10.3 million kroons (as of 31.12.2006).
Long-term loans from owners totalled 0.92 million kroons (as of 31.12.2006). 

Comparison of the financial statements of AS Uniprint for the last two audited
financial years: 


Allan Viirma
Lawyer
607 7831