Last update: 02.07.2024 20:04 (GMT+3)

Merko Ehitus: Disposal of shareholding in subsidiary E.L.L. Kinnisvara AS

18.06.1999, Merko Ehitus, TLN
AS MERKO EHITUS
ANNOUNCEMENT
18.06.99


The Board of AS Merko Ehitus makes at the Extraordinary General
Meeting on the 5th of July 1999 to the shareholders of AS Merko
Ehitus the proposal to dispossess 100% participation in the
subsidiary company E.L.L. Kinnisvara AS.
AS Merko Kinnisvara was established in August 14, 1997 as the
100% subsidiary company of AS Merko Ehitus. Since July 6, 1998
the business name of the company has been E.L.L. Kinnisvara AS.
The main fields of activity of E.L.L. Kinnisvara are the
development of the real estate projects and the management of the
real estate.

FINANCIAL DATA OF E.L.L. KINNISVARA AS

In EEK 1997 1998 1999 3 months

Net sales 0 19 348 442 2 791 285
Total revenue 0 80 576 086 15 252 760
Net profit 211 257 1 874 713 -4 046 839
Accounting value in the 10 154 179 88 842 048 84 517 855
balance sheet of AS Merko Ehitus
Owners’ equity 10 211 257 102 080 016 98 037 397
Total assets 10 285 483 141 510 958 133 771 801



THE GOAL AND THE METHODS OF DISPOSSESSION
The Board of AS Merko Ehitus regards it expedient to dispossess
the participation in E.L.L. Kinnisvara AS in order to separate
the activities of real estate development and to focus on the
main activity - construction.
According to the standpoint of the Board of AS Merko Ehitus
construction and real estate development have very different
business nature and need of capital. Arising from this investors
evaluate the mentioned activities differently. Because of that
the separation of real estate development from the construction
should have a positive impact on the efficiency and through this
to the value of both companies.
AS Merko Ehitus is aiming to work out the proposal of the
dispossession of the 100% shares of E.L.L. Kinnisvara AS in the
way that would guarantee the right to acquire the shares of
E.L.L. Kinnisvara AS on the equal basis to all the shareholders
of AS Merko Ehitus proportionally to their participation in AS
Merko Ehitus. The proposal contains the possibility to
dispossess the fore-mentioned rights to acquire the shares of
E.L.L. Kinnisvara AS, therefore the option either to participate
beside construction also in the real estate development or to
participate only in construction will be given to each
shareholder.
AS Merko Ehitus will compile a detailed Information Memorandum,
which gives a thorough overview of E.L.L. Kinnisvara AS and the
mentioned proposal of dispossession of the shares. The
Information Memorandum will be manifested on the Extraordinary
General Meeting.
The final decision on the method of the dispossession will be
made by the Council of AS Merko Ehitus after the decisions of the
Extraordinary General Meeting on the 5th of July 1999. AS Merko
Ehitus announces to the stock exchange about the method of the
dispossession and arranges the press conference latest on the 7th
of July 1999.

CONSULTANTS

AS Merko Ehitus has chosen Balti Cresco Investment Group and Law
Office Lepik & Luhaäär to be the consultants of the transaction.

Ülo Metsaots
Member of the Board, Financial Director
Tel. +372 6105 105

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