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From Our CEO

Michael McGarry

Dear Tikkurila Shareholder,

PPG has launched a cash tender offer for all of the issued and outstanding stock of Tikkurila that is not held by Tikkurila or any of its subsidiaries.  The offer price of €34.00 per share represents a premium of 126.1% compared to the closing price of Tikkurila’s shares on 17 December 2020, the last trading day prior to announcement of the tender offer. PPG is pleased Tikkurila’s Board of Directors has recommended that the shareholders of Tikkurila accept this tender offer.  

In connection with the tender offer, certain major shareholders i.e. Kaleva Mutual Insurance Company, Varma Mutual Pension Insurance Company and Mandatum Life Insurance Company Limited, who collectively held approximately 9.32% of all the shares in Tikkurila, have sold their shares to PPG at the offer price of €34.00 per share.  Tikkurila’s largest shareholder, Oras Invest Oy,  which holds approximately 20.01% of the shares in Tikkurila, has unconditionally agreed to sell to PPG all of its shares in Tikkurila at the offer price of €34.00 per share, following receipt of the necessary regulatory approvals, and has also given an unconditional irrevocable undertaking in support of the tender offer.

The combination of Tikkurila and PPG is extremely complementary, both geographically and from a decorative product perspective.  We have long admired Tikkurila’s rich history of establishing strong product offerings in several northern and eastern European countries where PPG has minimal decorative presence.  We plan to provide customers with even more paint and coatings options by bringing together Tikkurila’s high-quality and environmentally friendly decorative products and distribution capabilities in these countries with PPG’s well-respected industrial and protective coatings.  We expect to be able to extend the reach of Tikkurila’s product portfolio, and to introduce a wide variety of PPG’s products into Tikkurila’s well-established distribution network across the Nordic countries.  In addition to these new cross-selling opportunities and an expanded set of sustainable product solutions, the combination will provide growth opportunities for employees and new opportunities to make a positive difference in our communities to the benefit of all stakeholders.

By accepting this tender offer, subject to its terms and conditions, you would receive cash consideration of €34.00 per share at closing for each share of Tikkurila stock you own.  The offer price will be adjusted for certain corporate actions, if any, undertaken by Tikkurila that impact share value or number of shares, such as dividend distributions or stock splits.  The transaction is expected to close in the second quarter of 2021, subject to customary closing conditions.

We kindly encourage you to read the tender offer document carefully, including all of the terms and conditions of the tender offer, in making your decision.  We hope that you consider the tender offer attractive and will support Tikkurila and PPG starting our journey together as one company.

Michael H. McGarry
Michael H. McGarry
Chairman and CEO
PPG

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