iVillage Recommends Stockholders Reject Unsolicited Offer by Growth Capital Corporation
NEW YORK--(BUSINESS WIRE)--March 10, 2000--iVillage Inc. (Nasdaq: IVIL), operator of iVillage.com: The Women's Network (http://www.ivillage.com and AOL keyword: ivillage), today reported that it has become aware of an unsolicited tender offer by Growth Capital Corporation to purchase up to 1,400,000 shares of common stock from stockholders of iVillage at $22.00 per share.
iVillage has had no previous or current relationship with Growth Capital Corporation and was never formally notified by Growth Capital Corporation of the tender offer. iVillage has issued this statement within 10 business days of first becoming aware of the tender offer.
Stockholders are advised that this tender offer, commonly referred to as a "mini-tender offer," seeks to purchase less than 5% of iVillage's outstanding common stock. Unlike tender offers for 5% or more of a company's outstanding stock, mini-tenders are not subject to the filing, disclosure and procedural requirements of the federal securities laws and regulations. The U.S. Securities and Exchange Commission has issued an investor alert regarding mini-tender offers, which can be accessed at the SEC's web site at www.sec.gov/consumer/keyword/tminiten.html. Among other things, the SEC recommends that before accepting such mini-tender offers, stockholders should determine the market price, determine the tender price, consult with their broker or financial advisor and determine where to get the best price if they want to sell. The SEC warns investors not to assume that a premium over the market price is being offered for their shares.
iVillage recommends that stockholders reject the offer. Growth Capital's notice of offer to purchase states that tenders of shares made pursuant to the offer are irrevocable (i.e., there are no withdrawal rights), even if the offer is extended. Growth Capital advises that it reserves the right to extend the offer up to 30 additional days after the scheduled expiration date of March 21, 2000. Further, by amending the offer, Growth Capital could extend the offer for an indefinite period of time without tendering payment for the shares. Without withdrawal rights, stockholders may have no ability to liquidate their investment before expiration, which means that Growth Capital may purchase their shares at $22.00 per share in the future regardless of iVillage's then current stock price. Stockholders who have tendered shares in response to the offer are advised to consult with their broker and legal counsel with respect to their rights and obligations.
About iVillage.com: The Women's Network
iVillage.com: The Women's Network (http://www.ivillage.com and AOL keyword: ivillage) is the leading women's network online providing practical solutions and everyday support for women between the ages of 25 and 54. iVillage.com is organized into branded communities that focus on issues of most importance to women and provide interactive services, peer support and online access to experts through 16 content channels and several shopping areas. Content channels include allHealth, Astrology, Beauty, Book Club, Click!: Where Computers Make Sense, Diet & Fitness, Food, Garden, MoneyLife, ParentsPlace, Parent Soup, Pets, Relationships, Travel, Work from Home and Working Diva, and are complemented by stores such as iBaby and iMaternity, Shopping Central, and PlusBoutique. Established in 1995 and headquartered in New York City, iVillage Inc. (Nasdaq: IVIL) is a new media company, recognized as an industry leader in developing innovative sponsorship and commerce relationships that match the desire of marketers to reach women with the needs of iVillage.com members for relevant information and services.
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Contact:
Analysts and Investors:
iVillage Inc.
Barbara Coffey, Vice President, Finance
917/326-4193
bcoffey@mail.ivillage.com
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