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<S> <C>
Filed by Go2Net, Inc.
Pursuant to Rule 425 Under the Securities Act of 1933
And Deemed Filed Pursuant to Rule 14a-12 Under the
Securities Exchange Act of 1934
Subject Company: Go2Net, Inc. (Commission File No.
001-12883)
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A. JULY 26, 2000 PRESS RELEASE
INFOSPACE BECOMES THE FIRST GLOBAL INFRASTRUCTURE COMPANY TO LEAD THE
CONVERGENCE OF THE INTERNET, WIRELESS AND BROADBAND THROUGH MERGER WITH GO2NET
InfoSpace will become the leading company delivering the applications and
technology infrastructure that defines how people conduct commerce, interact
with information, communicate and manage their lives across all platforms
BELLEVUE, WA and SEATTLE, WA July 26, 2000 - InfoSpace (Nasdaq: INSP), a leading
global provider of merchant and consumer infrastructure services on wireless and
other platforms, and Go2Net, Inc. (Nasdaq: GNET), one of the Internet's leading
providers of applications and technology infrastructure for both narrowband and
broadband, today announced a strategic merger to create the industry's first
leading infrastructure services company to deliver an end-to-end integrated
platform of applications and technologies for today's rapidly converging media
platforms including narrowband and broadband PCs, TVs, PDAs, pagers, cellular
phones and other Web appliances. This transaction brings together two
infrastructure leaders whose services enable its partners to create a unified
experience for consumers to conduct commerce, access information, communicate
and manage their lives across all platforms and provides the applications and
technologies to take merchants through the entire lifecycle of commerce on any
device.
TRANSACTION HIGHLIGHTS
o Accelerates growth opportunities through product synergies. For example,
InfoSpace can now take merchants through the entire lifecycle of a commerce
transaction from building an Internet presence through driving sales by
delivering targeted electronic promotions and now through completing the
transaction using Go2Net's payment processing platform.
o With the addition of Go2Net's merchant base of 1.1 million, InfoSpace now
has a combined merchant base of almost two million merchants and enables
cross selling of enhanced feature functionality.
o Enables InfoSpace to tap into the broadband market by offering new
broadband applications such as interactive games and other entertainment
services. Go2Net's multi-player gaming platform is being used by leading
gaming companies, such as Hasbro, to deliver interactive games from leading
brands such as Milton Bradley, Parker Brothers and Atari, across all
networks, including broadband.
o Allows other entertainment services to be offered including video
integration services, or the ability for users to personalize their TV
programming with information that is relevant to them. For example, a user
watching a financial television program will be able to personalize the
stock ticker on their screen to reflect their personal portfolio of stocks.
o InfoSpace will be able to upsell an expanded platform of integrated
consumer services to its telecommunications partners such as Verizon and
SBC to enable the delivery of a unified and personalized experience across
narrowband, broadband (including DSL) and wireless. The
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new services will include new integrated search services to help consumers
easily and quickly find the information they need on any device.
o The combined company brings together a world-class management team with a
depth of experience in providing leading-edge infrastructure services.
o The company will assume the name InfoSpace, Inc., and this transaction will
be immediately accretive in all of InfoSpace's financial areas.
Under the agreement, InfoSpace will issue 1.82 shares of InfoSpace common stock
for each share of Go2Net common stock. The transaction has been approved by both
companies' Boards of Directors and is subject to approval by InfoSpace and
Go2Net shareholders. The merger is expected to close in the fourth quarter of
2000, subject to customary conditions, including obtaining necessary regulatory
approvals. Vulcan Ventures (the investment vehicle of Paul G. Allen), Russell C.
Horowitz (Chairman and CEO of Go2Net) and other Go2Net executive management,
have agreed to vote their shares, representing approximately 40% of Go2Net's
outstanding stock, in favor of the merger. Naveen Jain (Chairman of InfoSpace)
and other InfoSpace board members have agreed to vote their shares, representing
approximately 40% of InfoSpace's outstanding stock, in favor of the merger.
"Today marks another historic milestone in the history of the rapid evolution of
InfoSpace," said Arun Sarin, CEO, InfoSpace. "InfoSpace's leadership in
technology development and assets, strength of management team and blue-chip
partner network will enable the combined company to dramatically enhance our
partners' access to the broadest selection of integrated infrastructure services
in the world and create the premier global company that delivers the services
that are fundamentally changing how people around the world communicate, access
information, conduct commerce and manage their lives across rapidly converging
media platforms such as wireless, DSL and broadband."
"I originally invested in Go2Net because they offer superior technology and
share my vision for the broadband world," said Paul G. Allen, chairman of Vulcan
Ventures Inc. "Combining these companies will create an unparalleled
cross-platform infrastructure company. We consider this to be very strategic to
our overall vision for the Wired World, and look forward to a mutually
beneficial long-term relationship."
"Now is the time to create a company that will be the leading provider of
mission-critical infrastructure technologies in the wireless, narrowband and
broadband worlds," said Russell C. Horowitz, Go2Net Chairman and CEO. "InfoSpace
saw the wireless revolution coming years ago and successfully positioned itself
to capitalize on the enormous growth in the global wireless market. Combined
with Go2Net's industry leading applications and infrastructure technologies for
both broadband and narrowband, InfoSpace and Go2Net are creating the
next-generation infrastructure company, with a differentiated strategic vision
and business model."
"The next big growth area for InfoSpace is the delivery of our platform of
services over broadband, enabling today's unified communications companies to
deliver one integrated user experience across all devices and all networks,"
said Naveen Jain, Chairman, InfoSpace. "By integrating these two companies,
InfoSpace will be uniquely positioned to speed the development of the
interactive medium from wireless to DSL to broadband- and the growth of all our
businesses. The new company will provide an important new platform for broadband
services and drive further subscriber growth across all mediums."
WIRELESS
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InfoSpace currently has access to 88% of the North American cellular subscriber
market today with relationships that include leading carriers such as Verizon,
SBC Wireless and AT&T Wireless and has partnerships in more than 11
international markets. On wireless devices, the combined company will be able to
offer InfoSpace's current offerings such as mobile commerce, electronic delivery
of promotions that can used online and offline and UPC-code based shopping and
integrate new services such as Go2Net's games offerings, payment processing
platform and other merchant services. InfoSpace's platform can be delivered on
any wireless device regardless of standards, protocols or transports, including
palm devices, smart phones, pagers, and SMS phones.
BROADBAND
The combined company will leverage Go2Net's existing relationships to achieve
future broadband distribution of PC and TV applications and services. This will
provide InfoSpace with critical broadband distribution for its existing consumer
and merchant services. The company plans to leverage its existing broadband and
wireless relationships to become a global leader in providing high-quality
services to multiple broadband providers, including DSL providers, MSOs and
satellite communications companies. In addition, InfoSpace will also be working
with new partners, such as production companies, to integrate its `anywhere
commerce' functionality that will enable viewers to find and purchase products
and services that are seen on devices, including their TV's. For example,
viewers watching a TV program could find and purchase an item that a character
may be wearing on that show.
MERCHANT SERVICES
InfoSpace has developed an extensive network of merchants through its deep
relationships with regional bell operating companies such as Qwest, BellSouth
and Verizon, leading merchant banks such as American Express and Bank of
America, and other local media networks such as Knight Ridder that enable local
product and service-based merchants to conduct commerce and reach consumers via
any device. These include unique services such as the ability to deliver
electronic promotions to consumers on mobile devices that can be used online or
offline in a physical store and the ability to offer single click purchasing.
This service will be augmented with Go2Net's small business assets: HyperMart's
more than one million member businesses, and Authorize.Net's more than 82,000
payment processing platform merchants. Go2Net's merchants are on pace to process
more than $1 billion in transactions through Authorize.Net in 2000. This will be
integrated and extended to InfoSpace's current merchant network of more than
600,000 merchants.
CONSUMER
InfoSpace has also established an extensive distribution of more than 3,100 Web
sites including 4 of the top 5 most trafficked sites including AOL and MSN,
reaching more than 92% of all Internet users. InfoSpace is now able to extend
its leading infrastructure services by integrating Go2Net's leading search
properties to offer its partners and end-to-end solution for users to
communicate, find and access information, collaborate, conduct commerce and
otherwise manage their lives on any device. In addition, InfoSpace will be
offering new entertainment services by integrating Go2Net's multi-player gaming
platform that is now being used by leading gaming companies, such as Hasbro, to
deliver multi-player games from leading brands such as Milton Bradley, Parker
Brothers and Atari, across all networks, including broadband.
Upon completion of the merger, Naveen Jain will serve as chairman of InfoSpace,
Arun Sarin will serve as vice-chairman and chief executive officer, and Russell
C. Horowitz, will serve as vice-chairman and president.
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Morgan Stanley acted as financial advisor to InfoSpace, and Merrill Lynch acted
as financial advisor to Go2Net on this merger.
WHERE YOU CAN FIND ADDITIONAL INFORMATION:
Investors and security holders are urged to read the joint proxy
statement/prospectus regarding the proposed merger when it becomes available
because it will contain important information about the transaction. The joint
proxy statement/prospectus will be filed with the Securities and Exchange
Commission by InfoSpace and Go2Net. Investors and security holders may obtain a
free copy of the joint proxy statement/prospectus (when it is available) and
other documents filed with the Commission at the Commission's Web site at
www.sec.gov. The joint proxy statement/prospectus and these other documents may
also be obtained for free from InfoSpace or Go2Net.
InfoSpace and its executive officers and directors may be deemed to be
participants in the solicitation of proxies from InfoSpace's stockholders with
respect to the transactions contemplated by the merger agreement. Information
regarding such officers and directors is included in InfoSpace's Proxy Statement
for its 2000 Annual Meeting of Stockholders filed with the Securities and
Exchange Commission on April 25, 2000. This document is available free of charge
at the Securities and Exchange Commission's Web site at http://www.sec.gov and
from InfoSpace.
Go2Net and its executive officers and directors may be deemed to be participants
in the solicitation of proxies from shareholders of Go2Net with respect to the
transactions contemplated by the merger agreement. Information regarding such
officers and directors is included in Go2Net's Proxy Statement for its 2000
Annual Meeting of Stockholders filed with the Securities and Exchange Commission
on January 28, 2000. This document is available free of charge at the Securities
and Exchange Commission's Web site at http://www.sec.gov and from Go2Net.
ABOUT GO2NET, INC.
Go2Net (HTTP://WWW.GO2NET.COM/) is one of the Internet's leading providers of
Internet applications and infrastructure technologies for both narrowband and
broadband devices. The Go2Net Network features many of the Internet's leading
destinations, including MetaCrawler, Silicon Investor, the HyperMart Network,
PlaySite, Dogpile and 100Hot. Go2Net's HyperMart Network offers small business
hosting and e-commerce solutions to more than one million members worldwide.
Go2Net's Authorize.Net payment processing platform enables more than 82,000
merchants to securely process transactions online. Go2Net licenses its
applications and technologies to strategic partners such as Hasbro, National
Discount Brokers, Allegiance Telecom and Digeo Broadband, a joint venture among
Go2Net, Charter Communications and Vulcan Ventures.
ABOUT INFOSPACE
InfoSpace is a leading global Internet information infrastructure services
company. InfoSpace provides commerce, information and communication
infrastructure services to wireless devices, merchants and Web sites.
InfoSpace's affiliates include a network of wireless and other non-PC devices
including PCs, cellular phones, pagers, screen telephones, television set-top
boxes, online kiosks, and personal digital assistants. These include
relationships with AT&T Wireless, Intel, Ericsson, Nokia, Mitsui and Acer
America. InfoSpace's affiliate network also consists of more 3,000 Web sites
that include AOL, Microsoft, Disney's GO Network, NBC's Snap, Lycos, Go2Net
Inc., DoubleClick, Dow Jones (The Wall Street Journal Interactive Edition) and
ABC LocalNet, among others.
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This announcement contains forward-looking statements that involve risks and
uncertainties, including those relating to the company's ability to grow its
user and customer base. Actual results may differ materially from the results
predicted and reported results should not be considered as an indication of
future performance. The potential risks and uncertainties include, among others,
the company's limited operating history, the competitive environment in which
the company competes, the early stage of the Web as an advertising and
electronic commerce medium, the company's dependence on advertising,
sponsorship, licensing and commerce revenues, the company's dependence on
strategic relationships to drive traffic to its Web sites, consumer acceptance
of the company's new products and services, the company's ability to develop and
integrate new technologies and services into its existing services and into new
platforms, such as broadband, and the increased use of the Web for commerce.
More information about the potential factors that could affect the company's
business and financial results is included in the company's Annual Report on
Form 10-K for the year ended September 30, 1999, and Quarterly Report on Form
10-Q for the quarters ended December 31, 1999 and March 31, 2000, which are on
file with the Securities and Exchange Commission. The following factors, among
others, could cause actual results to differ materially from those described in
the forward-looking statements: the risk that the businesses will not be
integrated successfully; costs related to the merger; failure of the Go2Net
stockholders to approve the merger; and the inability to obtain, or meet
conditions imposed for, governmental approvals for the merger.
This release contains forward-looking statements relating to the development of
InfoSpace's products and services and future operating results that are subject
to certain risks and uncertainties that could cause actual results to differ
materially from those projected. The words "believe," "expect," "intend,"
"anticipate," variations of such words, and similar expressions identify
forward-looking statements, but their absence does not mean that the statement
is not forward-looking. These statements are not guarantees of future
performance and are subject to certain risks, uncertainties and assumptions that
are difficult to predict. These risks include but are not limited to those
associated with the difficulties in successfully integrating InfoSpace's and
Go2Net's businesses and technologies; costs related to the merger; failure to
obtain required stockholder or regulatory approvals of the merger; failure of
the combined company to retain and hire key executives, technical personnel and
other employees and difficulty of managing a larger organization. Factors that
could affect InfoSpace's actual results include the progress and costs of the
development of our products and services and the timing of market acceptance of
those products and services. A more detailed description of certain factors that
could affect actual results include, but are not limited to, those discussed in
InfoSpace's Annual Report on Form 10-K, in the section entitled "Factors
Affecting InfoSpace's Operating Results, Business Prospects and Market Price of
Stock." Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this release.
InfoSpace undertakes no obligation to update publicly any forward-looking
statements to reflect new information, events or circumstances after the date of
this release or to reflect the occurrence of unanticipated events.
B. INFOSPACE, INC. SECOND QUARTER 2000 EARNINGS RELEASE
INFOSPACE REPORTS RECORD SECOND QUARTER RESULTS AND ANNOUNCES PLANS TO ACQUIRE
LEADING BROADBAND INFRASTRUCTURE COMPANY GO2NET
BELLEVUE, WASH. - JULY 26, 2000 - InfoSpace, Inc. (NASDAQ:INSP), a leading
global provider of infrastructure services for wireless devices, merchants and
Web sites, today announced second quarter results.
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FINANCIAL HIGHLIGHTS:
o REVENUES GROW THREE-FOLD TO $24.6 MILLION
o COMMITTED REVENUE BACKLOG INCREASES TO $98 MILLION FOR THE NEXT FOUR
QUARTERS
o TRANSACTION, SUBSCRIPTION AND COMMERCE REPRESENT 90% OF TOTAL REVENUES
o EARLY INDICATIONS FOR WIRELESS INTERNET SUBSCRIBER GROWTH RATES
EXCEEDING ALL EXPECTATIONS
o 88% WIRELESS CARRIER MARKET SHARE IN THE UNITED STATES
o CREATING THE FIRST GLOBAL INFRASTRUCTURE COMPANY THAT DELIVERS THE
SERVICES THAT ARE FUNDAMENTALLY CHANGING HOW PEOPLE AROUND THE WORLD
COMMUNICATE, ACCESS INFORMATION, CONDUCT COMMERCE AND MANAGE THEIR
LIVES ACROSS RAPIDLY CONVERGING MEDIA PLATFORMS SUCH AS WIRELESS, DSL
AND BROADBAND
InfoSpace announced revenues soared to $24.6 million due to strong growth in its
wireless, merchant and consumer areas with wireless revenues growing more than
100%. This is a 252% increase from revenues of $6.98 million in the comparable
quarter of 1999. Pro forma net loss for the quarter was $3.3 million or a loss
of ($0.01) per share compared to a pro forma net loss of ($0.02) per share for
the same period last year.
This transaction brings together two infrastructure leaders whose services
enable their partners to create a unified experience for consumers to conduct
commerce, access information, communicate and manage their lives across all
platforms and provides the applications and technologies to take merchants
through the entire lifecycle of commerce on any device.
"Today marks another historic milestone in the history of the rapid evolution of
InfoSpace," said Arun Sarin, CEO, InfoSpace. "InfoSpace turns in another record
quarter of rapid growth and announces the merging of two powerful entities to
create the premier global company delivering the services that are fundamentally
changing how people around the world communicate, access information, conduct
commerce and manage their lives across rapidly converging media platforms such
as wireless, DSL and broadband."
WIRELESS SERVICES
Wireless continues to be the biggest opportunity and fastest growing area for
InfoSpace. Today, there are more than 400 million wireless subscribers worldwide
and that number is projected to grow 30-40% each year. Nokia and Ericsson have
both projected that there will be one billion cellular phones worldwide by 2003.
Jupiter predicts that by the same year, more people will access the Internet on
wireless devices than on PCs.
InfoSpace continues to be the platform of choice for more than 20 wireless
carriers worldwide. In the United States, InfoSpace has access to 88% of
wireless subscribers today through its relationships that include 4 of the top 5
carriers: Verizon, AT&T, SBC and ALLTEL.
Most recently, InfoSpace announced that SBC, the second largest carrier in the
U.S. with more than 17 million subscribers, selected its platform for the
national roll-out of its mobile Internet services. SBC Wireless' new mobile
Internet services will be widely available to customers in the fourth quarter of
this year, and will be available across six SBC Wireless brands: Southwestern
Bell Wireless, Ameritech Cellular, Pacific Bell Wireless, Nevada Bell Wireless,
Cellular One and SNET.
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In June, InfoSpace signed and launched ALLTEL Wireless, one of the top 5
carriers in the U.S. with close to 6 million subscribers, providing the solution
for ALLTEL's national wireless Internet initiative. Wireless users will receive
tightly integrated services such as m-commerce, or wireless shopping,
location-based services, personal information manager (PIM) applications such as
address book and calendar and communication services such as messaging directly
on their cellular phones.
In May, InfoSpace signed and launched VoiceStream Wireless to its more than 2.29
million subscribers. InfoSpace is providing the solution for VoiceStream's
wireless Internet services and their 'personal portal' called MyVoiceStream.com.
Using InfoSpace's unique wireless Internet platform, the portal is customized to
VoiceStream's needs and allows their customers to choose personalized, specific
information and be able to conduct commerce all from their wireless phone. The
branding of MyVoiceStream.com is controlled completely by VoiceStream.
InfoSpace is also experiencing rapid adoption of its mobile commerce solution.
Most recently, InfoSpace announced that AT&T Wireless will be the first to
launch its mobile commerce solution enabling subscribers to electronically
receive promotions from online and offline merchants on their cellular phones
that can be used online or offline at a physical store. AT&T, in conjunction
with InfoSpace, is leading the way in the world of mobile commerce by being the
first to provide their users with unique and valuable new commerce services such
as promotions, while helping facilitate transactions that will result in new
commerce revenue streams.
InfoSpace continues to aggressively expand its footprint in Europe, Asia and
South America. In May, the Company announced its entry into the Latin American
market with access today to all Brazilian carriers representing more than 16
million wireless subscribers. Through an agreement with Telesystem International
Wireless (TIW), InfoSpace's platform of integrated wireless Internet services
will be exclusively offered to all Brazilian cellular operators and Internet
Service Providers enabling them to deliver comprehensive and personalized
wireless Internet services to their subscribers on their mobile devices.
To date, InfoSpace has successfully deployed the platform of services for nine
carriers including:
o Verizon
o AT&T
o ALLTEL
o VoiceStream
o AirTouch
o GTE
o Austrian carrier ONE
o Vodafone Australia
o QWest (formerly US West)
InfoSpace continues to innovate and develop new products and services as part of
its integrated platform. Most recently, InfoSpace announced its plans to launch
two new services that will make it easy for subscribers to manage their personal
accounts from any device including the ability to consolidate, access and manage
e-mail accounts from providers such as Yahoo! Mail, AOL Mail, Microsoft Hotmail
and any corporate POP3 e-mail account using one universal ID and password. The
new service will not only give mobile device users the freedom to communicate
and be productive anytime anywhere with a single click of a button, but will
also allow them to access and manage multiple business and personal e-mail
accounts in one place at one time.
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In addition, InfoSpace announced its plans to launch a new mobile banking
service to enable the management of multiple financial accounts from one place
on cellular phones and PDA's. From any device, users will have access to a
consolidated view of all their personal financial information from multiple
institutions - such as bank accounts, bills, credit cards, investments and
loans- in one place, using one secure ID and password.
These new services will be integrated into InfoSpace's comprehensive wireless
Internet platform that offers tightly integrated suite of services across any
device, any platform and any standard. These services include:
o COMMERCE SERVICES such as making an instant purchase with a single
click, the electronic delivery of promotions that can be used online
or offline and the ability to search for products using
standards-based codes, including bar codes.
o COMMUNICATION SERVICES such as device-independent e-mail and instant
messaging.
o PRODUCTIVITY APPLICATIONS such as address book, calendar and `to do'
lists.
o PERSONAL ACCOUNT MANAGEMENT such as e-mail and account aggregation.
o TRANSACTION SERVICES such as transferring funds from one account to
another.
o LOCATION-BASED SERVICES such as finding the nearest ATM or restaurant.
o INFORMATION SERVICES such as business finder, movie listings,
directories, stock quotes.
o REAL-TIME ALERTS such as traffic reports, auction bids and stock
alerts.
o SECURITY SERVICES such as personal authentication for secure
transactions.
InfoSpace's platform offers innovative and unique services that are helping to
turn every mobile device into a true transaction device. This includes the
ability to make instant purchases with a single click from virtually any Web
site. This patent-pending server-based technology automatically fills in Web
site payment forms, eliminating the need to enter in payment or shipping
information, register at sites or enter any site-specific passwords from the
device.
InfoSpace also enables mobile users to find and receive promotions on wireless
devices from retailers and service-based merchants, such as dry cleaners and
restaurants, that can be used online and offline. To take advantage of the
promotion, the user can purchase the goods online, through a catalog, go to the
retail store or simply utilize the service. Using this technology, promotions
are seamlessly matched and automatically credited to the user's credit card
statement through secure back-end transaction processing.
InfoSpace also offers a new mobile commerce service that allows wireless
shoppers or the traditional store shopper to enter anything that is known about
an item- such as model number, part number, barcode, international standard book
number (ISBN), product name or even scan in a UPC code - to uniquely and most
accurately locate a product, comparison shop and purchase "when they want, where
they want and how they want" with a single click via cellular phones, land-line
telephones, CE or palm devices, two-way pagers and standard browsers.
InfoSpace has also announced that OmniSky has selected its platform to launch
next generation mobile services for PDAs. Palm Pilot users who purchase a
wireless modem and service from OmniSky will now have the ability to access a
wide range of new services that will change the way they shop, communicate,
access information and otherwise manage their lives.
MERCHANT SERVICES
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InfoSpace continues to make significant progress in executing its strategy to
provide the most integrated and comprehensive merchant platform that is merging
the online and offline world of commerce and creating the largest network
connecting merchants and consumers.
The local commerce opportunity is huge. According to the Kelsey Group, $3.7
trillion is transacted through the 10 million local merchants in the United
States alone. These merchants spend at least $200 billion annually on promotions
and Web-related activities.
InfoSpace's merchant network is built through partnerships with all of the
regional bell operating companies (RBOCs) that are subsidiaries of Qwest,
BellSouth, SBC and Verizon, merchant banks such as American Express and Bank of
America and other local media networks such as newspapers, television stations
and radio stations.
InfoSpace's national and local merchant network now consists of more than
600,000 local and national merchants, up more than 50% from the 400,000
merchants reported last quarter.
InfoSpace's merchant services enable local merchants to reach consumers wherever
they may be whether that shopping on mobile devices, at home on their PC or
soon, in front of their television. InfoSpace offers several unique services,
such as the delivery of electronic promotions that can be used online or offline
in a physical store, making an instant purchase with a single click and the
ability to buy multiple products from multiple merchants with a single universal
shopping cart.
Using InfoSpace's services, local merchants are able to promote their products
and services across InfoSpace's extensive affiliate network of more than 3,100
Web sites including AOL and MSN, and more than 20 wireless carrier partners
including Verizon Wireless and AT&T Wireless creating the broadest reach to
consumers available today.
CONSUMER SERVICES
Momentum continues to be strong for InfoSpace's consumer services. During the
quarter, the Company announced several new and expanded agreements.
InfoSpace announced its first entry into the Chinese market through an agreement
with Unicom Media, a division of China Unicom, one of China's largest
telecommunications companies, to provide the full platform of infrastructure
services that is the solution for their Internet initiatives throughout China.
With the addition of new partners such as Unicom Media, InfoSpace's affiliate
network has grown from 3,000 to 3,100 portals and affinity Web sites, including
4 of the top 5 most trafficked sites on the Internet.
In addition, InfoSpace continues to expand key agreements with partners, such as
Lycos for their classifieds solution and Disney's GO Network for their commerce
services, becoming an increasingly integral part of these portals business.
InfoSpace's extensive affiliate network gives it an unduplicated reach of more
than 92% of all Internet users and a duplicated reach of more than 400% on PC's.
The duplicated reach number represents that on average, more than 92% of all
Internet users visit approximately four sites in the InfoSpace affiliate
network.
IN RECENT NEWS:
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o InfoSpace appointed telecom industry veteran Rand Rosenberg as Chief
Financial Officer and Senior Vice President of Finance
o InfoSpace appointed Steve Shivers to Managing Director of Europe,
Kumail Tyebjee as Managing Director of Asia and Kent Hellebust to
Senior Vice President of North and South America to aggressively lead
global expansion
o InfoSpace moved headquarters to Bellevue, WA
ABOUT INFOSPACE, INC.
InfoSpace is a leading global Internet information infrastructure services
company. InfoSpace provides commerce, information and communication
infrastructure services to wireless devices, merchants and Web sites. The
Company's affiliates include a network of wireless and other Internet-enabled
devices including PCs, cellular phones, pagers, screen telephones, television
set-top boxes, online kiosks and personal digital assistants. These include
relationships with Verizon Wireless, AT&T, AirTouch, GTE, Intel, Ericsson,
Nokia, Mitsui and Acer America. InfoSpace's affiliate network also consists of
more 3,100 Web sites that include AOL, Microsoft, Disney's GO Network, NBC's
Snap, Lycos, Go2Net Inc., DoubleClick, Dow Jones (The Wall Street Journal
Interactive Edition) and ABC LocalNet, among others.
C. ON JULY 26, 2000, NAVEEN JAIN AND RUSSELL HOROWITZ UTILIZED THE FOLLOWING
SCRIPT IN CONNECTION WITH THEIR DISCUSSION OF THE MERGER DURING THEIR CONFERENCE
CALL WITH ANALYSTS.
NAVEEN JAIN: Thank you, Arun.
Four years ago we were convinced that wireless would be big opportunity for
InfoSpace and we started building services specifically designed for mobile
devices. We first launched in 1997 on AT&T's PocketNet analog phone with a CDPD
modem.
We built our applications and technologies with the belief that wireless
Internet will be a different medium and what people do on these devices will be
different then what they typically do on a PC.
The fundamental technologies we built 4 years ago are why we are so successful
today in leading the convergence of the Internet and wireless.
And that is also why more than 88% of the wireless carrier market in United
States- from Verizon, SBC and AT&T to ALLTEL, VoiceStream and Qwest are using
InfoSpace's solution to provide their users the ability to communicate, access
information, conduct commerce and otherwise manage their lives from their mobile
devices.
The result? Revenues in our wireless area grew more than 100% last quarter and
that's just the beginning of the things to come in this space!
So you keep asking me, "What comes next?"
After recently visiting Europe and Asia and talking to our partners in United
States, it is becoming crystal clear that the next big thing will be broadband.
As soon as you hear Broadband, I know most of you are thinking interactive
television. Well, when WE think of broadband, we are really thinking of ALL
broadband devices.
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We think that broadband will first be used and deployed in the very near term
with DSL / XDSL followed closely by wireless broadband, also known as 3G, and
finally broadband cable, or interactive television.
To take advantage of the broadband network opportunity, we need to position
ourselves now to enjoy the same kind of opportunity and market share that we are
experiencing in the wireless market today.
The biggest opportunity we see is with our telecommunications partners such as
Verizon, SBC, Qwest and other providers across Europe and Asia who are asking us
for a unified and personalized solution that will work across all of their
networks including wireless, broadband DSL and narrowband ISP.
But again, broadband will be a completely different media than wireless and
wireline. It will require different applications and technologies. We believe
that the killer applications for broadband will be entertainment services such
as interactive gaming and real time interactive commerce.
For example, wouldn't it be nice if you turn on your favorite TV show and while
watching you see a nice jacket you want to buy and with a single click you can
find and purchase that product without ever leaving your chair? InfoSpace will
be working with the programmer and MSOs to integrate our commerce capabilities
such as UPC code information with their programming so we can allow a single
click purchase to create the first interactive real time commerce functionality.
And what if you are at home or work watching Bloomberg TV and now you can have
the capabilities to alternate between the Bloomberg stock ticker or personalizes
stock ticker and additional news and information about only the stock quotes
that matter to you.
This is what will define how interactive TV was meant to be and not how it
exists today. So, On the near term, You will see is focused on broadband
capabilites with broadband DSL followed closely by wireless broadband also known
as 3G. We will soon follow up these efforts with the applications and
technologies that will really see the emergence of cable television broadband
networks.
I am really excited about the growth opportunity that exists in front of us with
the merger of InfoSpace and Go2Net.
InfoSpace's merger with Go2Net will create the industry's first leading
infrastructure services company to deliver an end-to-end integrated platform of
applications and technologies that works across all platforms including
narrowband and broadband PCs, TVs, PDAs, pagers, cellular phones and other Web
appliances.
InfoSpace will now be able to upsell an expanded platform of integrated consumer
services, and a new set of applications designed for broadband networks, to its
telecommunications partners such as Verizon and SBC to enable the delivery of a
unified and personalized experience across narrowband, broadband (including DSL)
and wireless.
<PAGE>
RUSS HOROWITZ: Thanks Naveen and congratulations on another outstanding quarter.
First, let me communicate how excited I am about this merger and how together,
we will create the Industry's premier global infrastructure company, which will
lead and drive the convergence of the wireless and broadband Internet!
Before I begin, I'd like to take a few minutes to provide a brief background
history on Go2Net. Go2Net was founded in 1996 to take advantage of the impending
emergence of the Internet and the significant opportunities associated with the
coming of a next major global revolution. To capitalize on this opportunity,
Go2Net focused on developing the services, applications, and technologies needed
to build relationships with the users moving onto the Internet.
Today, not only has Go2Net fulfilled its goals of providing Internet users the
services and applications to experience the unique interactive elements of the
Web through our multiplayer-games, finance, search and merchant services, we
also created significant value for our shareholders and delivered one of the
Internet's most dynamic and profitable businesses.
Go2Net and InfoSpace both share the same mission and passion of consistently
being ahead of the technology curve in emerging markets. InfoSpace has proven
that it is an industry leader by being a major force in driving the adoption of
the wireless Internet. To their credit, Naveen and his team had the foresight to
recognize this opportunity, and they have consistently executed in creating a
global infrastructure wireless Internet leader with significant wireless
distribution partnerships.
Go2Net has been focused on creating applications and technologies on both
narrowband and broadband devices. We believe that all devices will eventually
become broadband enabled and we have aggressively developed applications and
services that bring utility and cater to the rich media experience created by
this medium. Today, we have effectively become one of the market leaders in
broadband through partnerships with Charter, the 4th largest cable company in
the US and several other significant broadband access providers.
The opportunity that Naveen, Arun and I recognized and the reason for combining
forces is to create a global infrastructure powerhouse delivering a private
label, integrated platform of applications and services for narrowband,
wireless, and broadband devices. Currently, no company has truly created a
seamless experience, (meaning any device, any place, any time) across cell
phones, wireless appliances, PCs and TVs. In bringing together Go2Net's assets
in narrowband and in broadband PC and TV with InfoSpace's extensive global
wireless carrier relationships, we will create a company poised to capitalize on
providing the leading integrated platform for infrastructure services.
Today, our strategies are extremely synergistic in the way that we market our
services and technologies through distribution partnerships and on a private
label basis. We feel our approach to the market is a key competitive
differentiator and strategically beneficial in capturing major customers for
both companies. We also share the focus in providing applications and technology
services to both consumers and merchants. At Go2Net, our search, personal
finance, and games properties squarely target consumers. Our small business and
payment-processing platform are focused entirely on merchants. Combined, we
create the largest end-to-end merchant network with almost 2 MM merchants. Our
product and distribution assets are very complementary and not duplicative,
giving us a tremendous opportunity to expand the combined company's assets into
a comprehensive integrated offering and accelerate our revenue growth
opportunities.
<PAGE>
In closing, this merger allows us to create the ultimate integrated platform,
for all devices, that's uniquely positioned to capitalize on the massive value
creation that will come from the continued explosion of the Internet industry
and the adoption of wireless and broadband! Thank you!
D. BROADCAST E-MAIL MESSAGE TO ALL GO2NET EMPLOYEES
Dear Go2Net Team,
Today Go2Net and InfoSpace announced a merger of our two companies. The full
press release crossed the wire a few minutes ago, and the link is on the
attached email.
Go2Net's executive management team and Board of Directors are very excited about
this deal, as it will create a global powerhouse in wireless and broadband. The
combined company will assume the InfoSpace name. The deal will not close until
the November. There will be a tremendous amount of work and opportunity for
employees from both organizations, and we anticipate that we will continue to
grow rapidly.
We invite you to two separate meetings on Thursday to learn more about this
merger. Thursday will be a big meeting day, but after these two meetings, we
have to hit it hard and go back to work on Friday with renewed focus!:
1. There will be a Go2Net company meeting on Thursday, July 27 from
10:00am - noon at the Four Seasons Hotel to discuss this merger in
detail and to address your Go2Net-specific questions.
2. There will be a joint Go2Net-Infospace meeting on Thursday, July 27
from 1pm -3pm at Meydenbauer Center in Bellevue. This meeting will
focus on the synergies between the two companies and the huge
opportunities that lie ahead. Transportation to both of the meetings
will be arranged for all Seattle-based employees, and satellite offices
will have call in numbers for both events. John Keister and/or Michelle
Locke will email you about the details in a separate email later today.
The analyst community is already buzzing over this transaction. At first glance,
we've heard it said that "it is a match made in heaven," and "this is a
brilliant merger." We are going to work hard to make sure that this positive
perception is carried through the next few days and weeks as we speak with
dozens and dozens of institutional investors, analysts, and press.
This is clearly a significant step for us and for InfoSpace. This move will
blend our visions - creating the first true wireless, narrowband, and broadband
infrastructure company. Together, we will be a global leader in providing
applications (like search and personal finance) and technologies (like our
payment processing platform and games platform) across any device, (including
PC, TV, wireless appliances and cell phones) and over any medium (including
narrowband, broadband, and wireless).
In advance of the meeting on Thursday, we want to provide answers to the 20 top
questions about the merger:
1. WHY IS THIS A GOOD MOVE FOR GO2NET AND INFOSPACE?
The combination of Go2Net and InfoSpace will create a formidable
company that is a global industry leader. Immediately, the combined
company will realize significant benefits including:
<PAGE>
|X| INTERNATIONAL. Strong international presence in more than 11 countries
(and growing);
|X| FIRST MOVER. The creation of the Internet's first integrated,
end-to-end, platform- agnostic solution for wireless carriers and
broadband providers (DSL, MSOs, etc.), and any other private label
prospects;
|X| DISTRIBUTION / REACH. Top-seven trafficked network with more than 20
million monthly unique visitors (according to Media Metrix);
|X| WIRELESS LEADER. The recognized market leader in wireless Internet --
having strategic relationships with more than 25 wireless carriers
worldwide, including AT&T, GTE, US West, Vodafone/AirTouch, SBC, Bell
Atlantic, VoiceStream, Verizon, Panafon, OmniTel and Libertal. This
includes more than 80% market share in the US and more than 40% in
Europe.
|X| BROADBAND LEADER. With distribution to Charter and RCN's more than 10
million homes, we are a leading provider of broadband PC and
interactive TV services;
|X| INFRASTRUCTURE LEADER. The combined company will have existing
co-brand/private label relationships to provide applications,
technologies and services to more than 3,000 companies, representing
more than 90% unduplicated reach, including 4 of the top 5 trafficked
Internet properties (according to Media Metrix).
|X| ADDITIONAL REVENUE OPPORTUNITY. Capturing a larger share of the
business-to-consumer ecommerce market ($463 billion by 2005), the
business-to-business ecommerce market ($2 trillion by 2004), and the
Internet advertising market ($54 billion by 2005);
|X| SYNERGIES. Substantial synergy in supplying our respective
applications / technologies / services to each other at no incremental
cost. Opportunity to upsell additional services to existing
customers/partners;
|X| RECURRING REVENUE MODEL. Strong recurring revenue streams comprised of
licensing, subscriptions and transaction fees;
|X| PROFITS. Significant and expanding operating profit margins;
|X| STRONG BALANCE SHEET. Cash position of approximately $450 million.
2. WHY MERGE NOW?
We believe this is a great time for this merger to happen because: (1)
both companies are in the midst of establishing themselves as leaders
in the wireless and broadband space, (2) both companies want to have
global distribution for both wireless and broadband services. So by
combining forces now, we can leverage each other's knowledge,
experience, and existing relationships in these areas, rather than
duplicate resources and compete. It will mean a bigger company with
much greater upside!
3. YOU SAY THIS IS A MERGER BUT SOME PEOPLE ARE CALLING IT AN ACQUISITION.
WHICH ONE IS IT?
<PAGE>
It is a merger. We call it a merger for the following reasons: (1) from
an accounting perspective, the deal is a pooling of interests, not a
purchase, so we are essentially combining our financial statements; (2)
Go2Net is contributing equitable revenue to the combined company; (3)
Go2Net's executive management will continue in key executive roles when
the companies complete the merger later this year; and (4) Go2Net and
InfoSpace have a similar number of total employees. Despite all of
this, some members of the media and certain individuals will call it an
acquisition since GNET shareholders will end up with INSP shares. That
is fine. Technically, it is a merger, but we are not going to go on a
holy war to explain this to people. The combined company will be named
InfoSpace and we should feel at least as strongly about it as we have
about Go2Net. Just because the name changes, it does not mean it is not
OUR COMPANY. We should take tremendous pride in the position and
opportunities of our new company.
4. WHAT HAPPENS TO MY GO2NET SHARES?
At the time of closing (approximately in the November timeframe),
Go2Net options will be exchanged for InfoSpace (INSP) options. The
ratio for this exchange is 1.82. This means that on the closing date
(in the November timeframe) you will receive 1.82 shares of INSP for
each GNET share. As for options, your GNET options will be converted to
INSP options at the closing in November. To calculate the conversion
take the number of GNET options on a given grant and multiply by 1.82.
Then, take the strike price for that same grant and DIVIDE by 1.82. So,
for example, if you have 1,000 GNET options with a strike price of $50,
you will now have 1,820 INSP options at a price of $27.47.
Additionally, the vesting schedule on your option grant(s) will not
change after the merger closes in November. If you have questions on
this, please hold them for the meeting on Thursday, when we can go over
this in more detail.
5. ARE THERE AND TRADING RESTRICTIONS ON MY GO2NET SHARES AS PART OF THIS
ANNOUNCEMENT?
Go2Net employees on the Restricted Trading List will be blacked out for
24 hours after the public announcement of the deal (in other words, you
would be unable to trade until Friday at the market open).
Go2Net employees who are not on the Restricted Trading List will not
have any restrictions (beyond the normal insider regulations) on their
ability to trade. In other words, if no one has ever told you or
emailed you to inform you that you are on the Restricted Trading List,
then you are not on the Restricted Trading List and therefore you are
free to trade on Thursday, July 27 at the market open.
Those employees who have any questions about their status should
contact Peter Buck or Ethan Caldwell. In a situation like this, it is
always better to ask!
6. WHEN IS THE CLOSING?
We believe the deal will close sometime late this year given the need
for various shareholder and regulatory approvals. When we have a better
idea about when the deal will close and any changes that will occur, we
will call another meeting to discuss them.
7. WILL THERE BE ANY ACCELERATION OF VESTING AS PART OF THIS MERGER?
No. Go2Net shares will be exchanged for InfoSpace shares, and
acceleration is not part of this deal.
<PAGE>
8. WILL THERE BE LAYOFFS AS PART OF THIS MERGER?
At this time, we do not see the need for layoffs due to the merger.
There is very little overlap in what the two companies do. Both
companies are growing quickly and rapidly hiring people across their
entire organizations. We will need to continue finding great people to
execute on our plan, so we will continue to hire aggressively. We need
to get bigger, not smaller, as the new company will be extremely
ambitious. For a lot of people, their daily job duties will not change
much at all.
Furthermore, we do not have any specific plans to cut or downsize
certain departments. Of course, if we do see that there may be some
downsizing or re-shuffling in certain areas of the organization, we
will let people know and do our best to find fits for people in other
parts of the organization. If this is the case, with a company of more
than 1,000 employees and even more initiatives and opportunities, there
will be plenty of flexibility to move people to different departments.
Since we have four months or so to figure this out, we will use our
time wisely and let you know if the coming changes will affect what you
do on a day-to-day basis. Give us some time on this, because we will
likely not be ready to discuss how our various departments will work
together for at least 60-90 days. Thanks for your patience!
9. WHAT DO WE DO BETWEEN NOW AND THE CLOSING OF THE MERGER?
Between now and the closing, it is business as usual at Go2Net. We will
not change the way we operate and go about our daily business until the
deal is closed in November. The September quarter is a very, very
important quarter for Go2Net. We need to focus on executing this
quarter, reaching our departmental goals and revenue goals. And in
addition to the departmental goals, we also need to focus on achieving
each of our individual goals and having the best quarter in our
history. We must continually work to deliver the business results and
to drive the individual performances of each our products and services.
It is essential that we continue to deliver... no, over-deliver... as
we transition from two separate companies to a highly efficient merged
and integrated entity.
10. SHOULD I CONTACT MY COUNTERPARTS AT INFOSPACE TO DISCUSS THE MERGER AND
SETTING DEPARTMENT GOALS ETC.?
No. Please speak with your manager before contacting ANYONE at
InfoSpace. We should not be calling people at InfoSpace and talking
about how the companies will work together. At this point, this will be
handled the executives of both companies.
11. ARE RUSS AND JOHN GOING TO LEAVE?
No way! Russ will be the President and vice-chairman of the combined
company. The plan is for all executive management (including Russ,
John, Mike, Rick, EricZ and others) to have key executive management
positions in the new combined company. We will give you more details in
the coming weeks. There will be 8 board seats, five of which will be
designated for InfoSpace. Go2Net will have three seats, including one
for Russ, one for Vulcan and one is TBD.
12. WHAT ABOUT THE REST OF THE ORG CHART?
<PAGE>
The executive management teams from InfoSpace and Go2Net will work
together in the coming weeks to determine the specifics behind a new
organizational structure - and we'll keep you updated. Our intent is to embrace
the spirit of this merger and to work through any near-term ambiguity as quickly
as possible. We are going to work to deliver a truly merged company in the end.
We aren't going to hold back, we are going to go for it and make 1+1=3 as we
combine companies.
Again, specific roles post-November is not something people should be
concerned with at this point. An integration of two large companies like this
will take some time, even after the merger is closed. The key is to keep focused
on executing our corporate and departmental goals. This is the most important
thing you can do for Go2Net and the new company. Roles and org charts will take
care of themselves over time.
13. WHERE WILL THE VARIOUS DEPARTMENTS BE LOCATED? BELLEVUE OR SEATTLE?
The plan is for the combined company to maintain the Pier, our other
existing offices and and InfoSpace's new headquarters in downtown
Bellevue. There may be certain employees that are asked (after the
closing in November) to work from InfoSpace's offices in downtown
Bellevue, and vice versa. We will not have specifics on where people
are working for several months.
14. WHY WILL THE COMBINED COMPANY HAVE THE INFOSPACE NAME AND WHAT WILL
HAPPEN TO THE GO2NET NAME?
There are a couple reasons why "InfoSpace" will be the combined
company's corporate name. First, the structure of the merger calls for
GNET shares to be exchanged for INSP shares. Second, Wall Street
appreciates and rewards clarity. So it would not make sense to have all
of us be InfoSpace shareholders, but to have Go2Net as the corporate
name. Third, the InfoSpace name also has fewer issues with confusion in
the marketplace, such as we have experienced with Go and GoTo. So we
should all get comfortable with the InfoSpace name and embrace it!
While the Go2Net name may go away, it will not be forgotten!
15. WHAT CHANGES WILL OCCUR AFTER THE CLOSING LATER THIS YEAR?
What will happen later this year is already a work in progress. Mike
Riccio from Go2Net and Rand Rosenberg, InfoSpace's CFO, will lead an
integration team that will be developing this plan. As mentioned above,
we will work much closer with the InfoSpace employees in Bellevue after
the deal is closed. We must embrace the merger and put our energy into
building the right ongoing entity. This will mean different things to
different people in the organization. Some people will not see any
change in what they do every day, some people will work very closely
with people in Bellevue, some people will have new people working with
them, for them or above them. It is simply too early to tell what will
happen. One thing is certain: the combined company will continue to
evolve and grow very quickly, so as with Go2Net, you should always be
prepared for change.
16. WILL THE COMBINED COMPANY CONTINUE TO ACQUIRE COMPANIES?
Absolutely. We plan to continue to grow both organically and by
continuing to aggressively pursue strategic investments and
acquisitions. With a combined market cap of more than $15 billion, we
will be in a strong position to be an aggressive industry consolidator,
both domestically and internationally.
<PAGE>
17. WHAT DOES THIS MEAN FOR PAUL ALLEN AND VULCAN?
As mentioned above, Vulcan will continue on the board of directors of
the combined company. In addition, Vulcan will continue to have a very
meaningful ownership stake and be a highly strategic partner. Vulcan is
excited about having access to InfoSpace's wealth of applications and
technologies to include in their broadband initiatives, and plans to be
a long-term partner.
18. WHAT ABOUT THE ANNUAL REVIEW PROCESS WE JUST STARTED?
We will continue with the review process as planned. If you are granted
options during the review, you will be granted GNET options, which will be
transferred to INSP options at the closing in the November time frame. In terms
of your goals and objectives associated with your review, they should be written
as if there is no pending merger - and we will revise/update these goals after
the merger is closed.
19. WILL THE BENEFITS AND VACATION PACKAGE CHANGE AFTER CLOSING?
The benefits and vacation packages of the two companies are very
similar. We will let you know how this will affect the combined
company's package before the closing.
20. IS THIS THE END FOR GO2NET?
ABSOLUTELY NOT! Go2Net is stepping up to the next level and we very much view
this as a new beginning. InfoSpace has shown tremendous vision in building its
company, becoming a wireless leader before anyone had identified wireless
infrastructure as a category! The combined company is a leader TODAY. The
combined company will have more resources, a stronger employee base, and
tremendous distribution in the narrowband, broadband and wireless areas (both
domestically and internationally). We believe the combined company has infinite
upside and we are extremely excited about working with InfoSpace to create a
global leader. The combined company will continue to grow quickly, acquire and
climb the industry ladder. We are committed to being one of the very top
companies in the industry!
We're sure you all have many more questions than the ones above. The meeting on
Thursday will clarify a lot of the items not covered in this email--and we will
have plenty of time for Q&A. Please talk to your manager if you have any
pressing questions. But I would urge you not to bombard your manager too much,
because the Thursday meeting will clarify a lot of your questions, and no one
will have all the answers right away. If you have questions for the company
meeting that you want to send in anonymously, please send to Andrea Wood
([email protected]).
This is a very exciting moment in Go2Net's history, and lays the groundwork for
substantial future growth, value creation and true industry leadership. All that
being said, we do not have the luxury of sitting around talking about the merger
for the next two weeks or even two hours! We have tons of work to do this
quarter to reach our goals. We cannot lose focus.
FINAL NOTE / REMINDER: This email is confidential and for Go2Net use only. Do
not forward to family, friends or anyone outside the company. In terms of
contacting outside partners (like advertisers, bdev partners, technology
partners etc), we will have a draft email ready for those people in the next 24
hours, so please do not send a blanket email to your contacts. We will have an
official email ready for them by Thursday.
<PAGE>
We look forward to seeing you at the meetings on Thursday!
-Russ, John, Mike, Rick and Eric
WHERE YOU CAN FIND ADDITIONAL INFORMATION
Investors and security holders are urged to read the joint proxy
statement/prospectus regarding the proposed merger when it becomes available
because it will contain important information about the transaction. The joint
proxy statement/prospectus will be filed with the Securities and Exchange
Commission by InfoSpace and Go2Net. Investors and security holders may obtain a
free copy of the joint proxy statement/prospectus (when it is available) and
other documents filed with the Commission at the Commission's Web site at
www.sec.gov. The joint proxy statement/prospectus and these other documents may
also be obtained for free from InfoSpace or Go2Net.
InfoSpace and its executive officers and directors may be deemed to be
participants in the solicitation of proxies from InfoSpace's stockholders with
respect to the transactions contemplated by the merger agreement. Information
regarding such officers and directors is included in InfoSpace's Proxy Statement
for its 2000 Annual Meeting of Stockholders filed with the Securities and
Exchange Commission on April 25, 2000. This document is available free of charge
at the Securities and Exchange Commission's Web site at http://www.sec.gov and
from InfoSpace.
Go2Net and its executive officers and directors may be deemed to be participants
in the solicitation of proxies from shareholders of Go2Net with respect to the
transactions contemplated by the merger agreement. Information regarding such
officers and directors is included in Go2Net's Proxy Statement for its 2000
Annual Meeting of Stockholders filed with the Securities and Exchange Commission
on January 28, 2000. This document is available free of charge at the Securities
and Exchange Commission's Web site at http://www.sec.gov and from Go2Net.
