PTAAT: TAKEOVER BID TO SHAREHOLDERS OF PTA GRUPP AS


The management of PTA Grupp AS is hereby mediating a release received today, on
3 May 2007, from Indrek Rahumaa. 

TAKEOVER NOTICE

Indrek Rahumaa, personal identification code 37202170284, address Tartu mnt. 2,
Tallinn, Estonia, hereby makes an offer on the basis of the Securities Market
Act § 166 (1) to acquire all shares of PTA Grupp AS (register code 10175491,
address Akadeemia tee 33 , Tallinn, Estonia, hereinafter PTA) which do not
belong to SIA Alta Capital Partner (hereinafter ACP) on the following
conditions. 

Issuer and issuer's shares

PTA has issued 37,947,198 ordinary shares with the nominal value of 10 EEK
each, which are listed on the main list of the Tallinn Stock Exchange. Every
PTA share gives the shraeholder the right to participate in the general meeting
of shareholders of PTA and the right to participate in the distribution of
profit and proceeds upon distribution, as well as other rights provided for in
the law and the articles of association of PTA. 

ACP owns 26 274 640 shares of PTA and OÜ Investeerimisvabrik owns 136 414
shares of PTA, which together amount to 66,6% of the share capital of PTA and
of all shares of PTA listed on the Tallinn Stock Exchange. ACP and OÜ
Investeerimisvabrik are companies controlled by Indrek Rahumaa. 

OÜ Investeerimisvabrik is a company registered in Estonia, register code
10823903, address Tornimäe 2, Tallinn, Estonia, whose main area of activities
is investment. OÜ Investeerimisvabrik owns 1 384 shares of ACP with the
aggregate nominal value of 1 384 LVL, which amount to 69,2% of the share
capital of ACP. Therefore OÜ Investeerimisvarik controls ACP within the meaning
of § 10 (1)(1) of the Securities Market Act. 

Indrek Rahumaa is a private individual and the sole shareholder of OÜ
Investeerimisvabrik. Indrek Rahumaa owns one share of OÜ Investeerimisvabrik
with the nominal value of 40,000 EEK, which amounts to 100% of OÜ
Investeerimisvabrik. 

	Shares subject to takeover bid

The shares subject to the takeover bid are all shares of PTA, which do not
belong to ACP or OÜ Investeerimisvabrik, that is a total of 11 536 144 shares
of PTA. 

Purchase price and payment

The price of the offer is 65,5592 EEK or €4,19 for one share of PTA. Sold
shares of PTA will be paid for in cash. The purchase price will be transferred
to each selling shareholder on 4 June 2007 in exchange for the transfer of
shares of PTA (transfer against payment). 

Terms of offer

The term for accepting the offer begins on 3 May 2007 and concludes on 30 May
2007. The transfer instructions of the shareholders of PTA willing to accept
the offer must be registered in the Estonian Central Register of Securities no
later than by 30 May 2007 (i.e. by the last day of the offer) at 17.00. 

Every shareholder of PTA who is willing to accept this offer must turn to the
administrator of its securities account, through which he has opened a
securities account in the Estonian Central Register of Securities on which
account his shares of PTA are held, or to submit a relevant instruction to the
owner of his nominee account. A transaction order for the sale of PTA shares
must be submited to the administrator of the securities account in accordance
with the offering prospectus. 

Reference to approval by the EFSA

The present offer notice, the offer prospectus and the conditions of the offer
are approved by the Estonian Financial Supervision Authority on 2 May 2007. 

Dissemenation of the prospectus

The prospectus relating to this offering is available as a hard copy from the
location of PTA at Akadeemia tee 33, Tallinn. The prospecuts is available
electronically from the website of the Estonian Financial Supervision Authority
(www.fi.ee) or from the website of PTA (www.ptafashion.com). 


Indrek Rahumaa