To: MR. PANAMA (I am a PLAYER) who wrote (18224 ) 9/24/1998 8:58:00 PM From: Glenn D. Rudolph Respond to of 164684
barnesandnoble.com inc. Files Registration Statement With the Securities and Exchange Commission for Initial Public Offering NEW YORK--(BUSINESS WIRE)--Sept. 24, 1998--barnesandnoble.com inc., a wholly owned subsidiary of Barnes & Noble, Inc., today filed a registration statement with the Securities and Exchange Commission for an initial public offering of Class A Common Stock. When publicly traded, the stock will be listed on the Nasdaq National Market under the symbol "Book." The underwriters are Goldman, Sachs & Co. and Salomon Smith Barney. Shareholders of Class A Common Stock will generally have rights identical to the Class B Common Stock, which will be retained by Barnes & Noble, Inc. Each share of Class A Common Stock will be entitled to one vote, and each share of Class B Common Stock will be entitled to ten votes, on all matters to be voted on by the shareholders. Upon completion of the offering, Barnes & Noble, Inc. is expected to own approximately 80 percent of the outstanding common stock, constituting approximately 98 percent by vote of the outstanding common stock. In its prospectus filed today, barnesandnoble.com inc. disclosed that outstanding indebtedness owed to Barnes & Noble, Inc. at the time of the offering will be converted to equity. Net proceeds from the offering will be used exclusively to fund barnesandnoble.com's ongoing operations, including working capital, capital expenditures, and strategic acquisitions and investments. Although the registration statement has been filed, it has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of any such state. About barnesandnoble.com inc. barnesandnoble.com inc. offers the largest selection of in-stock titles of any bookseller online, with over 650,000 titles in Barnes & Noble, Inc.'s distribution center and access to over 2.5 million more from more than 27,000 publisher imprints. It was the first online bookseller to offer deep discounts, including up to 40 percent off hardcover books and up to 90 percent on its selection of thousands of bargain books. barnesandnoble.com inc. is the exclusive bookseller to America Online's approximately 13 million subscribers (Keyword: bn) and has strategic partnerships with ten of the top twenty web sites, including ZDNet, CNN and Lycos. Through its affiliate network, barnesandnoble.com has established "remote storefronts," paying the highest commissions with the best reporting tools of any similar bookseller program in e-commerce. About Barnes & Noble, Inc. Barnes & Noble, Inc. (NYSE: BKS) operates 500 Barnes & Noble bookstores and 508 B. Dalton bookstores. Barnes & Noble stores stock an authoritative selection of more than 175,000 titles and offer books from more than 27,000 publisher imprints with an emphasis on small, independent publishers and university presses. Barnes & Noble is the world's largest bookseller on the World Wide Web (http://www.barnesandnoble.com), and the exclusive bookseller on America Online (Keyword: bn). The company also publishes books under the Barnes & Noble imprint for exclusive sale through its retail stores, mail- order catalogs, and Web site. General financial information on Barnes & Noble, Inc. can be obtained via the Internet by visiting the company's investor relations Web site:shareholder.com . --30--jc/ny* CONTACT: Investor Contact: Marie Toulantis Executive Vice President, Finance Barnes & Noble, Inc. (212) 633-3451 Contact: Mary Ellen Keating Senior Vice President, Corporate Communications Barnes & Noble, Inc. (212) 633-3323 To edit your profile, go to keyword <A HREF="aol://1722:NewsProfiles"> NewsProfiles</A>. For all of today's news, go to keyword <A HREF="aol://1722:News">News</A>.