Bulletin from Shareholders Meeting, Information Highway AB (publ)

Bulletin from Shareholder's Meeting, Information Highway AB (publ) Information Highway AB (publ), Europe's leading stratetic internet consultant within business-to-business, today held its Ordinary General Meeting of Shareholders at 16.00 hours in Stockholm. The Shareholder's Meeting took decisions i.a. with regard to approval of annual report, granting of discharge for the managing director and the board, adoption of new Articles of Association, and issue of shares, directed to holders of shares, option rights and convertible debentures in Connecta AB. Furthermore a board was elected and auditors appointment BOARD OF DIRECTORS AND AUDITORS The Shareholders' Meeting reelected Lars Irstad, Lars Carlqvist, Fritz Staffas, Göran Wågström, Dag Forsén and Anders Jonsson as directors of the board. The Board intends to reelect Lars Irstad as chairman. Lars Träff and Björn Fernströ, both from Ernst & Young, were appointed as auditors. ISSUE OF NEW SHARES The Shareholders' Meeting decided to issue new shares as an effect of Information Highway's public offer for purchase of shares, option rights and convertible debentures in Connecta. The decision means that Information Highway shall issue up to 64.200.000 shares, each with a nominal value of 10 öre, meaning an increase of the share capital with up to SEK 6.420.000. The basic terms for the issue are the following: - Subscription for the new share can be made only by shareholders in Connecta and holders of option rights and convertible debentures issued by Connecta, with the right and obligation for the subscribers to pay for the new shares by transferring to Information Highway their shares, option rights and convertible debentures in Connecta. Hereby shall: one share of series A and/or series B in Connecta give the right to subscribe for 3,37 new shares in Information Highway, three option rights in Connecta give the right to subscribe for ten shares in Information Highway, and holders of convertible debentures in Connecta have the right, for each nominal amount of debentures of SEK 61:23, to subscribe for ten shares in Information Highway. The subscription period for the new shares is calculated to be during the time 13 April - 3 May 2000. The Board of Information Highway shall however have the right to prolong the subscription period. The new shares will give right to dividend from and including the financial year 2000. A prerequisite for the increase of capital is that the public offer from Information Highways regarding acquisition of shares option rights and convertible debentures in Connecta is accepted to such extent that Information Highway through the offer becomes the owner of shares representing more than 90 percent of all shares and more than 90 percent of the voting power for all shares in Connecta, calculate after the utilisation of all outstanding option rights and convertible debentures. The Board shall however have the right to conclude the offer also if the acceptance rate is lower. The increase of share capital is furthermore made conditional of the fact that the offer, before it is concluded, is not made impossible or is prevented as an effect of legislation, judicial proceedings, decisions by public authorities or equivalent circumstances, in Sweden or abroad, or other circumstances outside the control of Information Highways or Connecta. The reason for the deviation from the priority of the shareholders is to accomplish a merger between Information Highway and Connecta. Prospectus is calculated to be made official this week. APPROVAL OF ANNUAL REPORT AND GRANTING OF DISCHARGE The Shareholders' Meeting decided to approve the annual report and to dispose the result in accordance with the proposal from the board, i.e. that the accumulated loss in the parent company, SEK - 19 655 227 was carried forward. The Board and the Managing Director were granted discharge. DIVIDEND The Shareholders' Meeting decided that no dividend will be paid. Sundbyberg April 5, 2000 Information Highway AB (publ) For more information: Göran Wågström, CEO/President of Information Highway, tel +46 (0)8 635 1520, goran.wagstrom@infohwy.se Katarina Nyberg, CFO Information Highway, tel +46 (8) 635 15 14, +46 (0)70 666 98 97 Ulf Karnell, VP Corp. Comm., Information Highway, tel +46 (0)70 514 1739, ulf.karnell@infohwy.se About Information Highway [www.ih.com] Information Highway assists enterprises in exploiting the business opportunities presented by the new network economy. Information Highway consolidates its clients' competitiveness, making them successful in the digital arena by providing Internet-based solutions characterised by business expertise, creativity and leading-edge technology skills, essentially offering "a safe ride to The New Economy". Information Highway was founded in 1994 and currently employs 600 people in its Business, Interactive and Technology Consulting practice areas at ten locations in Sweden, and in Norway, Denmark, Finland, Germany and the UK. The share is quoted on the Stockholm Stock Exchange O-list (symbol: IHWY). Göran Wågström is Information Highway's President. Information Highway provides solutions for ABB, Ericsson, Telia, SAS, Vattenfall, Lufthansa, Codan, Telenor and Swiss Valore. The merger between Information Highway and Connecta Information Highway is planning a merger with Connecta AB, creating one of Europe's leading consulting practices oriented towards strategic Internet solutions. The new group will have a very secure platform for sustained robust international expansion. At present, the two companies have an aggregate headcount of approximately 1,200 (1,350 including berens/partner in Germany) the objective is to have at least 2,000 employees by the end of the year. ------------------------------------------------------------ Please visit http://www.bit.se for further information The following files are available for download: http://www.bit.se/bitonline/2000/04/05/20000405BIT01080/bit0001.doc http://www.bit.se/bitonline/2000/04/05/20000405BIT01080/bit0002.pdf