Merger between AS Merko Ehitus and its 100% subsidiary OÜ Rae Tehnopark


On 2 April 2009, AS Merko Ehitus and the company's 100% subsidiary OÜ Rae
Tehnopark concluded a merger agreement. 

OÜ Rae Tehnopark (registry code 11034723, address Järvevana tee 9G, 11314
Tallinn) was established in 2004. In 2005, the company acquired the Loomäe
registered immovable, located in Rae rural municipality in the Harju County. A
contemporary industrial park was built on the property. The principal activity
of OÜ Rae Tehnopark was the sale of properties in the industrial park. 

In order to ensure better transparency in the AS Merko Ehitus group, facilitate
the keeping of accounting records and reduce auditing expenses, it would be
practical to merge OÜ Rae Tehnopark with the Group's parent company. The share
capital of AS Merko Ehitus will not be increased as a result of the merger.
Since AS Merko Ehitus is the owner of the single holding in OÜ Rae Tehnopark,
no merger report will be prepared for this merger. 

OÜ Rae Tehnopark financial results of last 3 years (in kroons)
                            2006          2007           2008
Revenue               27 436 020   167 519 847      6 875 721
Net profit            10 948 529    85 636 894     17 708 086
Net profit per share  10 948 529    85 636 894     17 708 086

Since the end of the previous financial year, there have been no significant
changes in the economic activities of OÜ Rae Tehnopark. The private limited
company OÜ Rae Tehnopark does not have any loan obligations and the company is
not involved in any judicial or arbitration proceedings. 

The audited annual reports of AS Merko Ehitus for the years 2006 to 2008 are
available on the websites of NASDAQ OMX Tallinn and AS Merko Ehitus. The annual
reports of OÜ Rae Tehnopark have been attached to this announcement. 

Pursuant to the rules that NASDAQ OMX Tallinn has established for issuers, the
above-mentioned merger can be considered as a transaction with a related party.
The members of the supervisory and executive boards of AS Merko Ehitus have no
personal interest in the transaction. 

Attached documents:
Merger agreement
2008 annual report OÜ Rae Tehnopark
2007 annual report OÜ Rae Tehnopark
2006 annual report OÜ Rae Tehnopark

Alar Lagus
Member of Management Board of AS Merko Ehitus
+372 6 805 109
alar.lagus@merko.ee

Attachments

2006 annual report ou rae tehnopark.pdf 2007 annual report ou rae tehnopark.pdf 2008 annual report ou rae tehnopark.pdf merger agreement.pdf