Commencement of Compulsory acquisition, SOL-Share to be delisted, and Extraordinary general meeting

Commencement of Compulsory acquisition, SOL-Share to be delisted, and
Extraordinary general meeting

Eniro AB (publ) ("Eniro") has commenced compulsory acquisition of the
remaining shares in Scandinavia Online AB (publ) ("SOL") (OMSE:SCOL;
OSE:SCO). The Board of Directors have applied for delisting of the SOL-
share from Stockholmsbörsen with January 15, 2002 as the last day of
trading and decided to convey an Extraordinary General Meeting ("EGM")
on January 17, 2002 at 5.00 p.m. in the company's premises at Kungsgatan
28 in Stockholm. The EGM is proposed to decide upon the election of new
members of the Board of Directors and delisting of the company's shares
from Oslo Børs.

Compulsory acquisition

Eniro has notified the Board of Directors of SOL that Eniro owns more
than 90 per cent of the shares and 90 per cent of the voting rights for
all the shares in SOL. Eniro has therefore pursuant to the Swedish
Companies Act submitted a written request to the Board of Directors of
SOL that the dispute concerning the shares in SOL not owned by Eniro is
referred to arbitration (compulsory acquisition).

Delisting

In light of the acquisition of Eniro of approximately 90 per cent of the
shares and voting rights in SOL by way of a public offer and Eniro's
commencement of compulsory acquisition, the Board of Directors of SOL
have applied for delisting of the company's shares from Stockholmsbörsen
with January 15, 2002, as the last day of trading. SOL's shares are also
listed on Oslo Børs and the shares will be delisted as soon as possible
after the decision on the EGM, see below. The trading of the SOL-share
at OSE could be halted before the delisting take place.

EGM

The EGM on January 17, 2002, is proposed to elect Lars Guldstrand,
President and Chief Executive Officer of Eniro, Lennart Bernard, Chief
Financial Officer of Eniro and Mats Eklund, Senior Vice President of
Market and Business Development as new members of the Board of
Directors. The current board members Daniel Johannesson, Sverre Munck,
Ingemar Olsson, Hannu Bergholm, Bjørn Brenna, Franco Fedeli and Lars
Jonsson and Trond Beger (deputy member) will resign from the Board of
Directors at the same time. The EGM is also asked, in the light of what
has been stated above, to decide upon the de-listing of the company's
shares from Oslo Børs.

In order to participate on the EGM, the shareholder must be registered
with the Swedish Securities Registration Center (VPC) as of Monday,
January 7, 2002 and notify the Company the intention to participate at
the EGM no later than Thursday, January 10, 2002 at 16.00. The
notification of participation and of any assistant should be submitted
to the Company at the address Box 1388, 111 93 STOCKHOLM, or by
telephone +46 8 58 78 10 00 or by fax +46 8 58 78 10 40. In the
notification of participation, please state name, social security
number/company registration number, address, telephone number and
registered holding. Documentation of eligibility, such as powers of
attorney, company certificates, etc, should be enclosed to the
notification of participation. Shareholders that hold their shares
through a custodian must have their shares re-registered in their own
name in the Swedish Securities Registration Center (VPC) in order to
have the right to participate at the EGM. Such re-registration must be
completed Monday, January 17, 2002, and accordingly, the custodian must
be promptly notified.

Shareholders that have their shares in the company registered with
Verdipapirsentralen (VPS) in Norway are not registered as shareholders
with the Swedish Securities Registration Center (VPC). Such shareholders
must contact Den norske Bank, Grethe Nes, telephone +47 22 94 94 93,
facsimile +47 22 94 90 20, at latest on Friday, January 4, 2002, at.
12.00 a.m, to have their shares re-registered in their own name in the
Swedish Securities Registration Center (VPC) in order to have the right
to participate at the EGM.

A notice convening the EGM will be made in accordance with the Articles
of Association on January 3, 2002.

For more information, please contact:
Birger Steen (CEO), +46 709 35 28 18,  

This press announcement is a translation from the Swedish language. In
the event of any discrepancy between the Swedish version and the English
version, the Swedish version shall prevail.

Scandinavia Online is the leading Internet media company in the Nordic
region. The online network has more than 8 million monthly unique users
and consists of the portals passagen.se, sol.no, sol.dk and suomi24.fi
and the search engines Evreka.com, Evreka.fi, kvasir.no and kvasir.dk.
For the financial year 2000, total revenues amounted to SEK 221 million
and as of September 30, 2001, the group had 188 employees. Scandinavia
Online's shares are listed on the OM Stockholm Exchange (SCOL) and on
the Oslo Stock Exchange (SCO).

Scandinavia Online AB (publ)
Box 1388
111 93 Stockholm
Sweden
Tel: +46 8 587 810 00
Fax: +46 8 587 810 40
www.scandinaviaonline.com

Related documents

 
 
 
 
Social Media Pitch:
Commencement of Compulsory acquisition, SOL-Share to be delisted, and Extraordinary general meeting