IPIX and bamboo.com Announce Definitive Merger Agreement - New Company to be Leading Provider of Interactive Visual Content for the Internet -
OAK RIDGE, Tenn. and PALO ALTO, Calif., Oct. 26 /PRNewswire/ -- Interactive Pictures (Nasdaq: IPIX - news), a world leader in immersive imaging for the Internet and bamboo.com (Nasdaq: BAMB - news), a leading global full service provider of 360-degree virtual home tours, today announced they have signed a definitive agreement to merge in a stock-for-stock merger of equals transaction. The new company will be the premier provider of interactive visual content for the Internet, serving the real estate, travel and hospitality, e-commerce, electronic publishing, government, education and entertainment markets.
Key benefits of the merger include:
Accelerating the awareness and market adoption of immersive photography and establishing a industry standard for virtual tours
Expanding the new company's market position significantly as a result of the combined distribution channels and salesforce
Creating a leading industry provider through the complementary technologies and organizations of two market leaders
Providing opportunities for significant revenue acceleration that will enhance shareholder returns
Under the terms of the agreement, which has been approved by both Boards of Directors, holders of IPIX common stock will receive a fixed ratio of 1.3690 shares of common stock of BAMB for each share of IPIX held. As a result, BAMB and IPIX shareholders will each own approximately 50% of the combined company. As of Monday's close, the total market cap of the combined company is approximately $850 million. Following the completion of the merger, Jim Phillips, Chairman and CEO of IPIX, will be the Chairman and CEO of the new company. The new company's principal headquarters will be Oak Ridge, Tennessee with co-headquarters in Palo Alto, California. The transaction will be accounted for as a pooling of interests and be treated as a tax-free exchange subject to SEC approval. Closing of the transaction is anticipated in the first quarter of 2000, subject to shareholder approval of both companies, appropriate government approval and other customary conditions.
Jim Phillips, Chairman and CEO of IPIX stated, ''We are very excited about the combination of our companies as it brings together the two leaders in Internet imaging, enabling us to dramatically accelerate the adoption of IPIX technology for business and consumer applications. The addition of bamboo.com's distribution capabilities, seasoned salesforce and strategic relationships in the real estate industry enhances our collective position in the marketplace. In addition, we believe bamboo.com's full service production model, back-end processing systems, viewer capabilities and customer/technical service, combined with IPIX's patented technology will strengthen our presence in other key vertical markets including e-commerce, travel and hospitality, education and entertainment. By joining the complementary capabilities of both companies, we are creating a strong foundation to capitalize on the explosive growth of imaging on the Internet.''
Kevin B. McCurdy, founder of bamboo.com, commented, ''bamboo.com has established itself as a leader in the virtual tour industry. With the combined resources and shared vision of bamboo.com and IPIX, the new company will be an industry leader in many key vertical markets. We believe this merger will substantially enhance our growth and create a powerful force in an emerging industry. As both companies have demonstrated an ability to successfully penetrate the markets we serve, together we will have the systems, technology and human resources to remain at the forefront of the industry.''
JP Morgan acted as financial advisor for IPIX and Robertson Stephens and Prudential Securities acted as financial advisor for bamboo.com. |
