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Technology Stocks : InfoSpace (INSP): Where GNET went! -- Ignore unavailable to you. Want to Upgrade?


To: Keith Howells who wrote (5263)5/7/1999 3:34:00 PM
From: WallStreetTips  Respond to of 28311
 
GNET >>> THIS IS VERY IMPORTANT TO REMEMBER + SPLIT ANNOUNCEMENT

Go2Net to receive $300 Million Investment from Paul G. Allen; Allen also initiates cash tender offer for 5 million shares of Go2Net at $90 per share for controlling interest in the company
Allen plans to integrate and offer Go2Net portal services over cable systems

SEATTLE, March 15, 1999 - Go2Net, Inc. (Nasdaq: GNET), a network of branded, technology- and community-driven Web sites, today announced a $300 million investment by Paul G. Allen through the sale of convertible preferred stock to Vulcan Ventures Inc., Mr. Allen's investment organization. Today, Vulcan Ventures purchased approximately $165 million of convertible preferred stock, with the remainder of the preferred stock to be purchased upon shareholder approval. As part of the transaction, Vulcan Ventures entered into agreements to purchase 1.4 million shares of common stock from Go2Net's executive officers and Directors, and agreed to also commence a tender offer to purchase up to 3.6 million shares of Go2Net's outstanding common stock at $90 per share in cash. Assuming that all the shares being tendered for are purchased and the remainder of the preferred stock is purchased by Vulcan, Allen will own more than 54% of Go2Net's outstanding shares. Go2Net CEO Russell C. Horowitz and the company's existing management team will continue to manage the company and lead its strategic expansion.

"Go2Net's association with Paul Allen is significant for a number of reasons: It provides Go2Net the capital and strategic resources necessary to build the Go2Net brand, extend our acquisition strategy, and enhance our existing properties and infrastructure, while setting the stage for the Go2Net Network to become a primary platform for content delivery and value creation in the broadband world," said Russell C. Horowitz, Go2Net Chief Executive Officer. "Paul Allen's vision and commitment to the future of our industry are unmatched. We're excited about the prospect of having an opportunity to provide Go2Net's premier content and services to certain Paul Allen assets, including one of the nation's largest and fastest-growing networks of cable systems."

In addition to supporting the ongoing growth and development of the Go2Net Network, the agreement indicates that Go2Net will work with Allen's affiliated cable companies to provide those companies' subscribers with access to Go2Net's portal services. Allen's cable assets, which include Charter Communications Inc. and Marcus Cable Company, currently comprise the nation's 7th largest cable operation. He is also a significant shareholder of Denver-based High Speed Access Corporation (HSA), a leading provider of high speed Internet cable services.

"Comprehensive portal services such as Go2Net delivered directly to set top boxes will be a critical component in the future of cable," said Allen. "I look forward to working with Go2Net to develop these services for the customers of our cable systems, and to forging relationships between Go2Net and my cable holdings to further enhance the companies' existing offerings."

One of the most significant cash investments involving the Internet sector to-date, Allen's investment enables Go2Net to greatly enhance the development of the Go2Net Network, currently focused on the categories of search, finance, ecommerce and games.

Additional terms of the agreement
Paul G. Allen agrees to purchase an aggregate of $300 million worth of a new series of convertible preferred stock of Go2Net, convertible into approximately 26% of Go2Net's common stock. Approximately $165 million of convertible preferred stock was purchased today, with the remaining shares to be purchased upon shareholder approval. Pursuant to the agreement with the company, Allen also agreed that Vulcan Ventures Inc., his investment organization, would commence a tender offer to purchase up to 3.6 million shares of common stock of the company at $90 per share in cash on or before Friday, March 19, 1999. Certain members of the company's management and Board of Directors have entered into agreements under which Allen will buy an aggregate of 1.4 million shares of Go2Net's common stock at $90 per share and have agreed to vote all of their Go2Net stock in favor of the transaction. Assuming that all of the shares being tendered for are purchased and the preferred stock sale is consummated, Allen will own approximately 54% of the outstanding shares of the company, assuming conversion of the preferred stock. Broadview International LLC was the financial advisor to Go2Net for this transaction and NationsBanc Montgomery Securities represented Paul G. Allen and Vulcan Ventures Inc.