08.07.2005, Trigon Property Development, TLN

Viisnurk              ANNOUNCEMENT             08.07.2005



THE OPINION OF THE SUPERVISORY BOARD OF AS VIISNURK



At the supervisory board meeting of AS Viisnurk that took

place  on  July 4th 2005, with supervisory board  members

Ülo Adamson, Joakim Helenius and Gleb Ognyannikov, and  a

management board member Toivo Kuldmäe participating,  the

supervisory  board  provided  an  opinion  regarding  the

mandatory takeover bid of OÜ Trigon Wood (former name  OÜ

Trigon  RED Finance), registry code 11053100, seat  Pärnu

mnt   15,  Tallinn  (hereinafter  the  Offeror)  to   the

shareholders of AS Viisnurk, registry code 10106774, seat

Suur-Jõe 48, Pärnu (hereinafter the Target Issuer).



The opinion of the supervisory board is the following:



(1)  The  members of the management board of  the  Target

Issuer  have  no  contracts or other relations  with  the

Offeror.  The  members of the supervisory  board  of  the

Target  Issuer  have no contracts with the  Offeror.  The

member  of  the supervisory board, Joakim Helenius  is  a

member  of  the  management board  of  the  Offeror.  The

members  of  the supervisory board, Ülo Adamson  ja  Gleb

Ognyannikov are related to the Offeror through the person

acting  in  concert with the Offeror, AS Trigon  Capital,

registry  code  10179709,  seat  Pärnu  mnt  15,  Tallinn

(hereinafter Trigon Capital) by serving as the members of

the management board of Trigon Capital. Trigon Capital is

the  general  partner of the shareholder of the  Offeror,

TDI  Investments  Ky.  In addition,  Trigon  Capital  has

concluded  an  agreement of advisory  services  with  the

shareholder of the Offeror, BCB Baltic AB.



(2)  The  members of the management board of  the  Target

Issuer  have not been elected or appointed by or  at  the

proposal  of  the Offeror. The member of the  supervisory

board, Gleb Ognyannikov was elected and the powers of the

members of the supervisory board, Ülo Adamson and  Joakim

Helenius were extended at the proposal of the Offeror  in

the  general meeting of shareholders of the Target Issuer

on 16.06.2005.

  

(3)  The  member of the management board  of  the  Target

Issuer,  Andrus  Aljas or the members of the  supervisory

board  of  the Target Issuer have no direct conflicts  of

interests in relation to the takeover bid as they do  not

own any shares of the Target Issuer or act as a party  to

the transactions to be concluded within the takeover bid.

The  member  of the management board, Toivo Kuldmäe  owns

49,231  shares  of the Target Issuer. The aforesaid  does

not arise any conflicts of interests as Toivo Kuldmäe has

not participated in the preparation of the takeover bid.



(4)  In  the  estimation  of the  supervisory  board  the

takeover bid will not have any substantial effect on  the

interests   of  the  Target  Issuer  or  the   employment

relationships  of  the Target Issuer with  the  employees

thereof.  The  Offeror  as  the  59.47%  shareholder  has

control  over  the  Target  Issuer  and  possibility   to

influence   the   activities   of   the   Target   Issuer

irrespective  of  the results of the  takeover  bid.  The

Offeror has confirmed in the takeover bid prospectus that

at  the present moment it has not been envisaged to  make

strategic changes in the activities of the Target Issuer.

It  is also noted in the prospectus that the Offeror  has

no  plan to introduce any changes in the management board

of  the  Target Issuer and that there is no intention  to

make  substantial changes in the number of  employees  or

employment relations for the time being.



(5)  The  member of the management board,  Toivo  Kuldmäe

intends to refuse to accept the takeover bid.  Except for

Toivo  Kuldmäe,  the members of the management  board  or

supervisory  board of the Target Issuer do  not  own  any

shares  of the Target Issuer. Therefore, the said persons

are  not  in  the  position to  decide  on  accepting  or

refusing  to accept the takeover bid or making offers  to

the Offeror with regard to the takeover bid.



(6)  No agreements have been concluded between the Target

Issuer  and  the  members  of  the  management  board  or

supervisory  board setting forth any compensation  to  be

paid  by the Target Issuer or third person if termination

of  the corresponding contract or payment of compensation

to  a member of the supervisory board or management board

is conditional on the making of a takeover bid concerning

the securities of the Target Issuer.





Further information:

Joakim Helenius

Phone: +372 667 9200