NBC Expands Commitment to XOOM.com via $25M Investment
NBC Expands Commitment to XOOM.com and NBC Internet (NBCi) Through Additional 25M Equity Investment
NEW YORK and SAN FRANCISCO, June 14 /PRNewswire/ -- NBC and XOOM.com, Inc. (Nasdaq: XMCM - news) announced today that NBC has agreed to invest an additional $25M net equity in XOOM.com shares. In addition, NBC is furthering its commitment to XOOM.com and the pending NBC Internet (NBCi) deal by accelerating a $30M cash investment from the initial announcement bringing its total investment to $55M in cash equity at an average price of $57.30/share.
NBC's cash investment and the related deal restructuring increases NBC's long-term ownership prospects in NBCi. Near-term, NBC's ownership stake and corporate governance structure remains the same. NBC will continue to own over 49 percent of NBCi upon the closing of the deal and will retain the right to name directors to six of the 13 board seats. Long-term, NBC will continue to be able to increase its ownership in NBCi through a convertible debt instrument which, if converted at a future date, could result in additional ownership of NBCi and the ability to name a majority of the board. Assuming conversion of the debt instrument, NBC would own 54 percent; CNET (Nasdaq: CNET - news) would continue to own an approximate 13 percent stake; and XOOM.com shareholders and its option holders would continue to own an approximate 33 percent stake.
Tom Rogers, President NBC Cable and Executive Vice President, NBC, said: ''NBC's $55M investment demonstrates our increased commitment to XOOM.com and NBCi. The deal restructuring enables us to have an increased long-term equity position in NBCi.''
Chris Kitze, Chairman and Co-Founder of XOOM.com, said: ''NBC's additional cash commitment to XOOM.com is a loud and clear message to our stock holders that NBC is fully behind this new venture.''
On May 10, 1999, NBC, CNET and XOOM.com announced that NBC will merge several of its key Internet assets with XOOM.com and Snap.com to form the seventh-largest Internet site and the first publicly traded Internet company integrated with a major broadcaster. The new company, to be called NBC Internet (NBCi), will be NBC's exclusive general portal/community/e-commerce Internet commitment. The new company will use Snap as its umbrella consumer brand, integrating broadcast, portal and e-commerce for its millions of users and members.
The merger transactions are expected to be completed by September/October 1999 and are subject to customary closing conditions. The cash purchase of XOOM.com stock announced today, however, is independent of the merger transactions and is subject to customary closing conditions for a cash purchase of stock, primarily the 30-day waiting period imposed by the Hart-Scott-Rodino Antitrust Improvements Act of 1976.
''XOOM,'' ''XOOM.com'' and the ''X-in-circle'' logo are trademarks of XOOM.com, which may be registered in certain jurisdictions. This press release contains statements that are forward looking. These statements are based on our expectations of our future results as of the date of this press release. Actual results may differ materially from those projected because of a number of risks and uncertainties, including those listed from time to time in XOOM.com's SEC reports including but not limited to the report on Form 10-K for the year ended December 31, 1998 and the registration statement on Form S-1. Important factors that could cause the results to differ materially from those in any such forward-looking statements include: our limited operating history; unpredictability of our quarter-to-quarter results; our unproven business model and dependence on members; risks associated with our international operations; our reliance on our network infrastructure; our dependence on vendors and suppliers; management of our growth and expansion; risks associated with brand development; our reliance on advertising revenue; intense competition with other Web communities and businesses; the risks of infringement of intellectual property rights; risks associated with acquisitions; and reliance on strategic relationships.
>Not a chance. Nets is still big big business and nothing has changed.
>Look around, it's growing like never before. Wait and see.
You can say that again...
-mike- |
