Type: 425
Sequence: 1
Description: Rule 425 Communications
Filed by Lycos, Inc.
Pursuant to Rule 425 under the Securities Act of 1933
Commission File Number 0-27830
Subject Company: Terra Networks, S.A.
This announcement contains forward-looking statements within the
meaning of the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. These statements are based on management's
current expectations or beliefs and are subject to a number of factors and
uncertainties that could cause actual results to differ materially from
those described in the forward-looking statements. The forward-looking
statements contained herein address future financial and operating results
and the benefits of the merger. The following factors, among others, could
cause actual results to differ materially from those described in the
forward-looking statements: the risk that our businesses will not be
integrated successfully; costs related to the merger; increased competition
and its effects on pricing, spending, third-party relationships and
revenues; inability to obtain, or meet conditions imposed for, antitrust
approvals related to the merger; inability to further identify, develop and
achieve commercial success for new products, services and technologies;
inability to establish and maintain relationships with commerce,
advertising, marketing, technology and content providers; and failure to
obtain necessary stockholder approvals for the merger. For a detailed
discussion of these and other cautionary statements, please refer to Lycos'
and Terra's filings with the Securities and Exchange Commission.
Investors and security holders are urged to read the proxy
statement/prospectus regarding the merger when it is finalized and becomes
available, because it will contain important information. Lycos and Terra
will file the proxy statement/prospectus with the Securities and Exchange
Commission. Investors and security holders may obtain a free copy of the
final proxy statement/prospectus (when it is available) and other documents
filed by Lycos and Terra with the SEC at the SEC's web site at www.sec.gov.
The proxy statement/prospectus and these other documents may also be
obtained for free from Lycos or Terra.
