On 30.12.2009, AS Ekspress Grupp (acquiring company) and AS Maaleht (company
being acquired) concluded a merger agreement and upon completion of merger
proceedings, AS Maaleht will be deemed liquidated. As a result of the merger,
the share capital of AS Ekspress Grupp will neither be increased nor exchanged.
The acquiring company will continue its operations under the business name of
AS Ekspress Grupp. Upon the merger, the company being acquired will transfer
all of its assets to the acquiring company.
The goal of the merger of AS Ekspress Grupp with its wholly-owned subsidiary is
to facilitate the administrative management of the merging parties as well as
to minimise the related costs and increase efficiency. The merger will have no
economic effect on the other subsidiaries and associates of the Group.
The main activity of AS Maaleht was the publishing of Maaleht, a weekly
newspaper with one of the largest and most stable readerships in Estonia, until
the transfer of the company to Eesti Ajalehed AS on 01.10.2009 (see stock
exchange notice of 02.09.2009).
In conjunction with the merger, no fringe benefits will be granted to the
members of the management and supervisory boards of the companies participating
in the merger. The members of the supervisory and management boards of AS
Ekspress Grupp have no personal interests in the transaction.
The parties to the merger agreement are considered as related parties under the
rules and regulations of the Tallinn Stock Exchange.
The audited annual reports of AS Ekspress Grupp for 2006 - 2008 are available
on the websites of NASDAQ OMX Tallinn and AS Ekspress Grupp. The annual reports
of AS Maaleht have been appended to this notice.
Additional information:
Gunnar Kobin
Chairman of the Management Board
GSM: +372 5188111
e-mail: gunnar@egrupp.ee
