With the intention of improving the structure and making the administration of Tallinna Kaubamaja group more transparent, merger and division of its subsidiaries shall take place. AS Tartu Kaubamaja (100% owned by Tallinna Kaubamaja AS) currently includes two businesses, the shoe business and the operating of I.L.U. beauty stores, that in the future shall become directly the subsidiaries of Tallinna Kaubamaja AS.
Firstly, AS Tartu Kaubamaja plans to separate and to transfer via division the operating of I.L.U. beauty stores. The recipient company shall be OÜ TKM Beauty Holding, which shall be established in the course of division with a share capital of EUR 2,500 whereas Tallinna Kaubamaja AS shall get 100% shareholding in the company. AS Tartu Kaubamaja shall transfer the share of OÜ TKM Beauty to OÜ TKM Beauty Holding. Lea Endrikson who is leading the entire I.L.U. activity of the group shall be appointed as the management board member of OÜ TKM Beauty Holding.
Secondly, merger of shoe businesses of the group is being planned, whereof a merger shall take place and AS ABC King (acquiring company) shall merge into itself AS Tartu Kaubamaja and OÜ Suurtüki NK (companies being acquired). The business name of AS ABC King shall be changed in connection with the merger to AS TKM King, the shops shall continue operating under the same names (ABC King and SHU). Current member of the management board of AS ABC King, Enn Parel, shall continue as the member of the management board of AS TKM King. Second member of the management board, Raul Puusepp, shall be elected to the supervisory board. Jüri Käo, Andres Järving and Enn Kunila shall continue as supervisory board members. The composition of employees shall not be changed in connection to the merger.
Today the division plan of AS Tartu Kaubamaja and the merger agreement of AS Tartu Kaubamaja, AS ABC King and OÜ Suurtüki were concluded. The abovementioned division and merger shall be registered with the Commercial Registry approximately in June 2013. Establishing the subsidiary and reorganizing the structure of the group has no impact on the consolidated financial results. Establishment of the subsidiary does not constitute an acquisition of a significant holding in the meaning of the section “Requirements for Issuers” in the NASDAQ OMX Tallinn rules. The abovementioned restructuring does not have substantial influence on the operations of the Tallinna Kaubamaja AS group. The supervisory and management board members of Tallinna Kaubamaja AS have no personal interests in these transactions.
Chairman of the Board
Phone: +372 731 5000