Merrimac Adopts Shareholder Rights Plan

WEST CALDWELL, NJ (March 9, 1999) - Merrimac Industries, Inc. (the "Company")(Amex: MRM) announced today that its Board of Directors adopted a Shareholder Rights Plan designed to enhance the Board’s ability to protect shareholders against, among other things, unsolicited attempts to acquire control of the Company that do not offer an adequate price to all shareholders or are otherwise not in the best interests of the Company and its shareholders.

Chairman and CEO Mason N. Carter commented: "The adoption of the Rights Plan is intended as a means to guard against abusive takeover tactics and enable all the Merrimac shareholders to realize the long-term value of their investment in the Company. While the Board is not aware of any specific effort to acquire control of Merrimac Industries, we believe the Rights Plan is appropriate given the current takeover environment. The Shareholder Rights Plan should encourage anyone seeking to acquire Merrimac Industries to negotiate with the Board prior to attempting a takeover."

Under the Rights Plan, each common shareholder at the close of business on March 19, 1999 will receive a dividend of one right for each share held of Common Stock, par value $.50 per share ("Common Stock"), of the Company. Each right entitles the holder to purchase from the Company one share of Common Stock of the Company at an initial purchase price of $25.00.

Initially the rights will be represented by the Company’s Common Stock certificates and will not be exercisable. The rights will become exercisable after any person has become the beneficial owner of 10% or more of the Company’s Common Stock or has commenced a tender or exchange offer which, if consummated, would result in any person becoming the beneficial owner of 10% or more of the Common Stock of the Company.

If any person becomes the beneficial owner of 10% or more of the Company’s Common Stock, each right will entitle the holder, other than the acquiring person, to purchase for the purchase price Company Common Stock having a value of twice the purchase price.

If, following an acquisition of 10% or more of the Company’s Common Stock, the Company is involved in certain mergers or other business combinations or sells or transfers more than 50% of its assets or earning power, each right will entitle the holder to purchase for the purchase price common stock of the other party to such transaction having a value of twice the purchase price.

At any time after a person has acquired 10% or more (but before any person has acquired more than 50%) of the Company’s Common Stock, the Company may exchange all or part of the rights for shares of Common Stock at an exchange ratio of one share of Common Stock per right.

The Company may redeem the rights at a price of $.01 per right at any time prior to the time that any person has become the beneficial owner of 10% or more of the Common Stock of the Company. The rights will expire on March 9, 2009 unless earlier exchanged or redeemed.

About Merrimac

Merrimac Industries, Inc. is a leader in the design and manufacture of RF Microwave components, assemblies and Micro-Multifunction (MMFM®) Modules serving the wireless telecommunications industry worldwide with enabling technologies for commercial applications. Merrimac is focused on providing Total Integrated Packaging Solutions^TM with Multi-Mix® Microtechnology, a leading edge competency providing value to our customers through miniaturization and integration. The Multi-Mix® process for microwave, multilayer integrated MMFM® circuits is a patented method developed at Merrimac Industries based on fluoropolymer composite substrates. The fusion bonding of multilayer structures provides a homogeneous dielectric medium for superior electrical performance at microwave frequencies. The bonded layers may incorporate embedded semiconductor devices, MMICs, etched resistors, passive circuit elements and plated-through via holes to form a three-dimensional subsystem enclosure that requires no further packaging. Merrimac Industries, Inc. is ISO 9001 certified.

Merrimac Industries, Inc. and its subsidiary Filtran Microcircuits Inc., with locations in West Caldwell, NJ, San Jose, Costa Rica and Ottawa, Ontario, Canada, have approximately 260 co-workers dedicated to the design and manufacture of signal processing components, gold plating of high frequency microstrip, bonded stripline and thick metal-backed Teflon (PTFE) micro-circuitry and subsystems providing Total Integrated Packaging Solutions^TM wireless applications. Merrimac (MRM) is listed on the American Stock Exchange. For more information about Merrimac Industries, visit its home page at www.merrimacind.com.

This press release contains statements relating to future results of Merrimac (including certain projections and business trends) that are "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those projected as a result of certain risks and uncertainties. These risks and uncertainties include, but are not limited to: general economic and industry conditions; slower than anticipated penetration into the satellite communications, defense and wireless markets; the risk that the benefits expected from the acquisition of Filtran Microcircuits Inc. are not realized; the ability to protect proprietary information and technology; competitive products and pricing pressures; risks relating to governmental regulatory actions in communications and defense programs; and inventory risks due to technological innovation, as well as other risks and uncertainties, including but not limited to those detailed from time to time in Merrimac's Securities and Exchange Commission filings. These forward-looking statements are made only as of the date hereof, and Merrimac undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.

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Contacts

Mason N. Carter, Chairman and CEO,
Tel: 973.575.1300, Ext. 1202; Fax: 973.882.5989
E-mail: mnc@merrimacind.com