Filed by Media Metrix, Inc.
Pursuant to Rule 425 under the Securities Act of 1933
Subject Company: Jupiter Communications, Inc.
Commission File No. 333-42316
FOR IMMEDIATE RELEASE
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CONTACTS:
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Investors Media Media
Susan Hickey Kate Berg Stacie Leone
Media Metrix Jupiter Communications Media Metrix
212-515-8738 917-534-6142 212-329-6031
[email protected] [email protected] [email protected]
MANAGEMENT TEAM AND ORGANIZATION ANNOUNCED
FOR JUPITER MEDIA METRIX
New Organization Positions Company as Leader in Market Intelligence
for the New Economy
New YORK, NY SEPT. 14, 2000 -- Tod Johnson, chairman and chief
executive officer of Media Metrix, Inc. (NASDAQ: MMXI), and Gene DeRose,
chairman and chief executive officer of Jupiter Communications, Inc.
(NASDAQ: JPTR) today announced the management team and organization of
Jupiter Media Metrix, which will take effect when the merger closes later
this month.
Mr. Johnson, who will become Jupiter Media Metrix' chairman and CEO,
and Mr. DeRose, who will be vice chairman, president and chief operating
officer, said the organization is designed to build on the new company's
leading brands, accelerate the development of products and services,
efficiently reach new and existing customers and markets, and rapidly
extend the company's leadership position worldwide.
Jupiter Media Metrix will be organized around its core businesses:
measurement, analysis, intelligence and events, with an international
division focusing on the company's rapid global expansion. Five business
units -- Media Metrix, AdRelevance, Jupiter Research, Jupiter Events and
Jupiter Media Metrix International -- have been defined to organize these
core businesses.
Mary Ann Packo, currently Media Metrix' president and chief operating
officer, will become group president, overseeing the company's measurement
and international businesses. Douglas McFarland, currently senior vice
president, Media Metrix, will become president, Media Metrix, and Will
Hodgman, currently president, AdRelevance, will continue as president,
AdRelevance. Both Mr. McFarland and Mr. Hodgman will report to Ms. Packo.
Ms. Packo will serve as acting president of Jupiter Media Metrix
International, and will also oversee the company's corporate marketing
activities and product integration initiatives.
Kurt Abrahamson, currently Jupiter's president and chief operating
officer, will become group president, overseeing the company's analysis and
events businesses. Peter Storck, currently senior vice president, Jupiter
Research, will become president, Jupiter Research, and Joy Cerequas,
currently vice president, Jupiter Conferences, will be acting president,
Jupiter Events. Mr. Storck and Ms. Cerequas will report to Mr. Abrahamson.
In addition, Mr. Abrahamson will oversee several corporate functions
including human resources, IT activities and a number of sales integration
initiatives.
Ms. Packo and Mr. Abrahamson will report to Mr. DeRose.
In a separate announcement today, the companies named Jean Robinson,
currently Jupiter's chief financial officer, as chief financial officer,
Jupiter Media Metrix, reporting to Mr. Johnson. Ms Robinson will have
worldwide responsibility for Jupiter Media Metrix' financial activities as
well as corporate administration, investor relations and legal.
Tom Lynch, currently Media Metrix' chief financial officer, plans to
leave the company in early November to pursue an opportunity as chief
operating officer with an early stage financial services company based near
his home in Westchester County, New York.
Mr. Johnson and Mr. DeRose also named individuals to lead specific
product and sales integration teams. Nicole Vanderbilt, currently vice
president and senior analyst with Jupiter, will head up Jupiter Media
Metrix' product integration initiatives, identifying and defining new
products based on the company's unparalleled measurement and analysis
capabilities. Ms. Vanderbilt will report to Ms. Packo. Kitty Kolding,
currently vice president of sales, Jupiter, will report to Mr. Abrahamson
and oversee sales integration programs, identifying opportunities to
leverage sales resources to deliver world-class sales and client services
to Jupiter Media Metrix clients around the world.
"We are delighted that we will have this outstanding management team
in place on day one," said Mr. Johnson. "This rapid integration of our
complementary organizations will enable us to quickly deliver increased
value to clients and shareholders."
Mr. DeRose added: "This organization builds on the leadership of our
existing brands and organizations, and positions us for future growth.
We're looking forward to leveraging the strengths of every Jupiter Media
Metrix employee as we redefine the landscape of Internet research and seize
the tremendous opportunities ahead of us."
Shareholder votes are scheduled for Sept. 20, 2000 in New York City.
Jupiter Media Metrix stock will trade under the symbol JMXI on the NASDAQ
National Market System.
ABOUT MEDIA METRIX
Media Metrix, Inc., with more than 900 clients, is the leader and
pioneer in Internet and Digital Media measurement and the industry's source
for the most comprehensive, reliable, and timely audience ratings,
e-commerce, advertising and technology measurement services. Media Metrix'
AdRelevance division, through its superior ad tracking technology, provides
clients the most comprehensive data on where, when, how and how much Web
marketers and their competition are advertising online.
Media Metrix has worldwide majority-owned operations through
partnerships with media and market research leaders around the world. Media
Metrix' European affiliate, known as MMXI Europe, operates in Denmark,
France, Germany, Italy, Spain, Sweden and the United Kingdom. Media Metrix
also operates in Australia, Canada, Japan, Latin America and the United
States. The company provides advertising agencies, media companies,
e-commerce marketers, financial services and technology companies with the
most comprehensive coverage of all Digital Media (including more than
25,000 Web sites and online properties). Media Metrix utilizes its patented
operating-system metering methodology to track Internet and Digital Media
audience usage behavior in real-time -- click-by-click, page-by-page,
minute-by-minute. Media Metrix has a sample of more than 100,000 people
under measurement worldwide, yielding monthly, weekly, and daily data
collection and reporting. Please visit www.mediametrix.com for more
information.
ABOUT JUPITER COMMUNICATIONS
Jupiter Communications, lnc. (NASDAQ: JPTR) is a leading provider of
research on Internet commerce. Jupiter's research, which is solely focused
on the Internet economy, provides clients with comprehensive views of
industry trends, forecasts, and best practices. The company's research
services are provided primarily through its continuous subscription
services. Jupiter also produces a wide range of conferences that offer
senior executives the opportunity to hear firsthand the insights of its
analysts and the leading decision-makers in the Internet and technology
industries. Jupiter Communications is based in New York City, with
operations in London, San Francisco, Stockholm, Sydney and Tokyo. For more
information on Jupiter Communications visit www.jup.com.
Catitionary Note Regarding Forward-Looking Statements under the
Private Securities Litigation Reform Act of 1995: Information in this
release that involves each of Jupiter's, Media Metrix' and, assuming the
merger is completed, the combined company's expectations, beliefs, hopes,
plans, intentions or strategies regarding the future are forward-looking
statements that involve risks and uncertainties. These statements include
statements about Jupiter's, Media Metrix' and the combined company's
strategies in the marketplace, their market positions and their
relationships with customers. All forward-looking statements included in
this release are based upon information available to Jupiter and Media
Metrix as of the date of the release, and neither Jupiter, Media Metrix nor
the combined company assumes any obligation to update any such
forward-looking statement. These statements are not guarantees of future
performance and actual results could differ materially from each company's
current expectations. Factors that could cause or contribute to such
differences include, but are not limited to, the completion of the merger,
and if completed, the successful integration of the two companies. The
risks associated with Jupiter's business that may affect its operating
results are discussed in Jupiter's Annual Report on Form 10-K for the year
ended December 31, 1999 filed with the Securities and Exchange Commission
("SEC") on March 30, 2000 and Jupiter's quarterly reports on Form l0-Q
filed with the SEC. The risks associated with Media Metrix' business that
may affect its operating results are discussed in Media Metrix' Annual
Report on Form 10-K for the year ended December 31,1999 filed with the SEC
on March 28, 2000 and Media Metrix' quarterly reports on Form 10-Q filed
with the SEC. You are encouraged to read this information carefully.
Additional Information and Where to Find It: Media Metrix has filed a
Registration Statement on SEC Form S-4 and Jupiter has filed a proxy
statement with the SEC in connection with the merger, and Jupiter and Media
Metrix will mail a Joint Proxy Statement/Prospectus to stockholders of
Jupiter and Media Metrix containing information about the merger. Investors
and security holders are urged to read the Registration Statement and the
Joint Proxy Statement/Prospectus carefully when they are available. The
Registration Statement and the Joint Proxy Statement/Prospectus contain
important information about Jupiter, Media Metrix, the merger, the persons
soliciting proxies relating to the merger, their interests in the merger,
and related matters. Investors and security holders may obtain free copies
of these documents, as well as each company's other SEC filings, through
the website maintained by the SEC at http://www.sec.gov. Free copies of the
Joint Proxy Statement/Prospectus and Jupiter's other SEC filings may be
obtained from Jupiter by directing a request through the Investors
Relations portion of Jupiter's website at http://www.jup.com or by mail to
Jupiter Communications, Inc., 627 Broadway, 2nd Flr. New York, NY 10012,
Attention: Investor Relations, Telephone: (212) 780-6060. Free copies of
the Joint Proxy Statement/Prospectus and Media Metrix' other SEC filings
may be obtained from Media Metrix by directing a request through the
Investors Relations portion of Media Metrix' website at
http://www.mediametrix.com or by mail to Media Metrix, Inc., 250 Park
Avenue South, 7th Flr. New York, NY 10003, Attention: Investor Relations,
Telephone: (212) 515-8700.
In addition to the Registration Statement and the Joint Proxy
Statement/Prospectus, Jupiter and Media Metrix file annual, quarterly and
special reports, proxy statements and other information with the SEC. You
may read and copy any reports, statements or other information filed by
Jupiter or Media Metrix at the SEC public reference rooms at 450 Fifth
Street, NW., Washington, D.C. 20549 or at any of the SEC's other public
reference rooms in New York, New York and Chicago, Illinois. Please call
the SEC at l-800-SEC-0330 for further information on the public reference
rooms. Jupiter's and Media Metrix' filings with the SEC are also available
to the public from commercial document-retrieval services and at the
website maintained by the SEC at http://www.sec.gov.
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