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Technology Stocks : Data Broadcasting Corp. (DBCC) -- Ignore unavailable to you. Want to Upgrade?

To: esecurities(tm) who wrote (5009)	11/22/1999 8:58:00 AM
From: 613	Respond to of 5102

esec: RULE 10B-5 VIOLATION(S) - what's this? Also: DENIAL OF NON-INSIDER SHAREHOLDER DUE PROCESS RIGHTS: there will be a vote on the merger so how do you get this? The stock has moved up from its anemic single digits so they could clearly argue that this is a good deal. Do you know of any other suitors? Why would the institutions go along with this?

To: esecurities(tm) who wrote (5009)	11/22/1999 9:20:00 AM
From: Scottoo	Read Replies (1) \| Respond to of 5102

Pre-bell trading sort of tosses this into the wastebasket, doesn't it? Announcement of today wasn't factored into this msg. What a difference a couple of days make. So much for analysts' opinions when they don't have all the facts and future proposals

To: esecurities(tm) who wrote (5009)	11/22/1999 7:39:00 PM
From: esecurities(tm)	Read Replies (2) \| Respond to of 5102

[11-22-99 07:18 PM ET] DBCC FILES 8-K TODAY...BIZARRE DILUTIVE PREVIOUSLY UNDISCLOSED 6.9M $7.65/SHARE OPTION AGREEMENT MERGER TIE...CO-CEOs IN STANDSTILL AGREEMENTS PURSUANT TO HIRSCHFIELD-TESSLER CAVE-IN TO CBS... "...On November 14, 1999, the Registrant, Data Broadcasting Corporation, a Delaware corporation ("DBC"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Interactive Data Corporation, a Delaware corporation ("Interactive Data"), Pearson Longman, Inc, a Delaware corporation and the sole shareholder of Interactive Data ("Pearson") and Detective Merger-Sub, Inc., a Delaware corporation and wholly owned subsidiary of DBC ("Merger Subsidiary"). Pursuant to the Merger Agreement and subject to the terms and conditions set forth therein, Merger Subsidiary will be merged with and into Interactive Data (the "Merger") and become a wholly owned subsidiary of DBC. At the Effective Time (as defined in the Merger Agreement) of the Merger, each issued and outstanding share of common stock of Merger Subsidiary, par value $.01 per share, will be converted into one share of common stock, par value $.01 per share, of Interactive Data and DBC shall issue 56,453,800 restricted shares, subject to adjustment, of its common stock, par value $.01 per share (the "DBC Common Stock") to Pearson. In connection with the execution of the Merger Agreement, DBC and Interactive Data entered into a Stock Option Agreement, dated as of November 14, 1999 (the "Stock Option Agreement"), pursuant to which DBC has granted to Interactive Data an option (the "Option") to purchase up to 6,889,293.63 shares of DBC Common Stock, subject to adjustment, at a price of $7.65 per share, subject to adjustment. The Option is exercisable only upon the occurrence of certain events specified in the Stock Option Agreement. In connection with the Merger, Interactive Data entered into Voting and Standstill Agreements, each dated November 14, 1999 (the "Voting Agreements"), with the Alan J. Hirschfield Living Trust and with the AFT/FGT Family Partners Ltd and the Tessler Family Limited Partnership (collectively, the "Stockholders"). The Stockholders, who own approximately 2,741,704 shares of DBC Common Stock, have granted a proxy to Interactive Data to vote their shares of DBC Common Stock in favor of the Merger and the transactions contemplated thereby at a meeting of the stockholders of DBC..."-Source: DBCC U.S. SEC 8-K filed 22 Nov 1999. freeedgar.com ¸ copyright 1996-1999 esecurities.com corporation and WallStreetRadio.com Newswires(tm). MicrocapNewswire.com(tm), SiliconNewswire.com(tm), DaytradersNewswire.com, DaytradersCafe.com(tm).