AmericanGreetings.com to Acquire Egreetings Network
Merger Will Establish AmericanGreetings.com as Personal
Expressions Leader
CLEVELAND and SAN FRANCISCO, Feb. 5 /PRNewswire/ -- AmericanGreetings.com,
Inc. and Egreetings Network, Inc. (Nasdaq: EGRT)
announced today that they have signed a merger agreement in which
AmericanGreetings.com will acquire all outstanding shares of Egreetings.
The acquisition will establish AmericanGreetings.com as the category
leader in electronic greetings, already
the second most-popular activity on the web, just following e-mail
in Internet activity.
Under the terms of the merger agreement, AmericanGreetings.com will
extend an all-cash tender offer for all outstanding common shares
of Egreetings for $0.85 per share. Stockholders representing approximately
27% of the outstanding shares of common stock of Egreetings have
already agreed to tender their shares and to vote in favor of the
merger agreement. Together with the shares owned by affiliates of
AmericanGreetings.com, this commits approximately 47% of the outstanding
stock in favor of the acquisition.
"The acquisition of Egreetings by AmericanGreetings.com will place
AmericanGreetings.com among the top 15 websites, with 20 million
unique monthly visitors," said Josef Mandelbaum, Chief Executive
Officer of AmericanGreetings.com. "This deal establishes us as the
clear leader in our category and broadens demographic appeal to
consumers and advertisers alike. Our expanded reach and ability
to target customers based on their interests make us even more attractive
to a larger pool of advertisers."
"We are pleased with the opportunity to leverage the synergies between
our sites," said Andrew Moley, Chief Executive Officer and President
of Egreetings. "Combining the two companies' traffic, content and
entertainment relationships will result in a stronger and more appealing
site for all of our users."
About AmericanGreetings.com
American Greetings.com, http://www.americangreetings.com/
(AOL Keyword: AG ), is the web's leading personal expression company.
Through partnerships with AOL, AIM, ICQ and Yahoo, AmericanGreetings.com
reaches 80% of all web users and
consistently ranks among the top 20 web sites attracting 12.8 million
unique monthly visitors (Nielsen/Netratings, December 2000). In
addition to providing the most free greetings on the web at its
flagship greetings hub, AmericanGreetings.com provides users with
its free eAgents newsletter service. Featuring content from the
leading brands on the Internet, eAgents is the personalized daily
newspaper the Internet always promised, but never delivered until
now. AmericanGreetings.com is a subsidiary of American Greetings
Corporation (NYSE: AM),
the world's largest publicly held creator, manufacturer and distributor
of greeting cards and social expression products.
About Egreetings Network, Inc.
Egreetings Network, Inc. (Nasdaq: EGRT)
is a rich media services company that operates an online card and
entertainment Web site. Its business offerings include a content-leveraged
Application Service Provider (ASP) platform and multi-media communications
tools for customer acquisition, retention and revenue generation.
Egreetings website, http://www.egreetings.com/
, offers thousands of online cards for all occasions and sentiments
featuring rich graphics, animations and music that can be personalized
to make messages memorable and unique. E-greetings is a registered
trademark and Egreetings is a trademark of Egreetings Network, Inc.
The statements contained in this release that are not historical
facts are forward-looking statements. Actual results may differ
materially from those projected in the forward-looking statements.
These forward-looking statements involve risks and uncertainties,
including but not limited to: a weak retail environment, Egreetings
stockholders may not approve the merger, the closing
conditions for the transactions may not be met, the transactions
may be delayed or not completed at all, the diversion of management
time and the incurrence of transaction-related expenses, the expected
synergies of the transactions may not be achieved, the ability of
AmericanGreetings.com to attract strategic partners as investors,
the viability of online advertising as a revenue generator, and
the public's acceptance of online greetings and other social expression
products. For risks relating to the business of Egreetings and American
Greetings, see their annual reports on Form 10-K for the year ended
December 31, 1999 and February 28, 2000, respectively, and any subsequently
filed Quarterly Reports on Form 10-Qs.
This release is neither an offer to purchase nor a solicitation
of an offer to sell securities of Egreetings. The tender offer will
be made solely by an offer to purchase and related letter of transmittal
to be disseminated upon the commencement of the tender offer. Stockholders
of Egreetings should read the tender offer documents, including
the Egreetings solicitation/recommendation statement when they are
available because they will contain important information. You may
obtain free copies of the tender offer documents, including the
Egreetings solicitation/recommendation statement, through the website
maintained by the Securities and Exchange
Commission at http://www.sec.gov/
. Free copies of each of the tender offer documents filed by AmericanGreetings.com
or Egreetings may also be obtained by contacting the individuals
listed above.
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