An extraordinary meeting with the shareholders of Scandic Hotels AB was held today, 19 May 2000

An extraordinary meeting with the shareholders of Scandic Hotels AB was held today, 19 May 2000 New issue of shares (non-cash issue) As a result of Scandic Hotels' public offer to acquire all shares in Provobis Hotel & Restauranger AB (publ) ("Provobis") the shareholders of Scandic Hotels decided unanimously at the general meeting to carry out a directed non-cash issue to the shareholders of Provobis. The decision was in accordance with the board's proposal and is subject to Scandic Hotels electing to finalise a public offer. The shareholders of Provobis have been offered compensation in cash for their shares or a right to subscribe for three new shares in Scandic Hotels for each ten shares in Provobis. If all shareholders of Provobis choose the alternative to subscribe for new shares, the share capital of Scandic Hotels will be increased by maximum 11,772,000 kronor, by an issue of maximum 5,886,000 shares with a nominal value of two kronor. The new shares in Scandic Hotels must be subscribed for not later than 30 June 2000, with a right for the board of Scandic Hotels to extend the subscription period. The new shares in Scandic Hotels will result in a right to receive dividend from the financial year 2000. Option program The shareholders of Scandic Hotels resolved unanimously at the general meeting, as proposed by the board, to issue debentures with a nominal value of maximum 100,000 SEK, combined with maximum of 3,200,000 immediately detachable warrants to subscribe for shares. Debentures with warrants will be issued at a price equivalent to the nominal amount of the debentures with an addition of the market value of the warrants. Debentures with warrants must be subscribed for not later than 6 June 2000, with a right for the board to extend the subscription period. Each warrant will result in a right for holders to subscribe for one new share in Scandic Hotels during the period 2 June 2003 - 29 October 2003. The subscription price will be 130 kronor, equivalent to 140 per cent of the average most recent price listed in the official report of the OM Stockholm Stock Exchange for shares in Scandic Hotels during the period 5 May 2000 - 18 May 2000. The increase of the share capital of Scandic Hotels as a result of the subscription for new shares will be maximum 6,400,000 SEK, corresponding to a dilution by approximately five per cent of the share capital and the number of votes. The grounds for the option program is (i) to create a joint interest among the shareholders and employees of Scandic Hotels as regards the trend of the Scandic shares and the company, (ii) to increase the commitment and motivation of the employees, (iii) to make Scandic Hotels more attractive as an employer, and (iv) to offer Scandic Hotels' employees an opportunity to enjoy a positive trend in the value of the Company. All permanently employed employees in the Scandic Group and its subsidiaries will be entitled to acquire warrants. The following categories will be entitled to receive warrants: the managing director (35,000 warrants), the group management and country managers in Sweden, Finland, Denmark, Norway and Germany (20,000 warrants), the group head office, national management groups and hotel managers (4,000 warrants), management groups for hotels and national head offices (1,000 warrants) and other employees (100 warrants). Scandic Hotels AB is the largest hotel company in the Nordic countries with 135 hotels in 10 countries. Scandic's strategy is to be a pure hotel operator. The business mission is to offer many people the highest value for money when staying in its hotel during work and leisure. For further information please contact: Roland Nilsson, President & CEO, +46 8-517 352 00 Fredrik Sandelin, Executive Vice President & CFO +46 8-517 351 21 Gunnar Brandberg, Vice President, Marketing & Investor Relations, +46 8-517 352 12 or +46 8 709-735212 Scandic Hotels AB (publ) Box 6197, S-102 33 Stockholm Tel: +46 8-517 350 00, Fax: +46 8-517 352 70 E-mail: info@scandic-hotels.com, Internet: www.scandic-hotels.com Org. no.: 556299-1009 ------------------------------------------------------------ Please visit http://www.bit.se for further information The following files are available for download: http://www.bit.se/bitonline/2000/05/19/20000519BIT00930/bit0001.doc http://www.bit.se/bitonline/2000/05/19/20000519BIT00930/bit0002.pdf