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FILED BY DOUBLECLICK INC.
PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933
AND DEEMED FILED PURSUANT TO RULE 14a-12
OF THE SECURITIES EXCHANGE ACT OF 1934
SUBJECT COMPANY: DOUBLECLICK INC.
COMMISSION FILE NO. 000-23709
NETCREATIONS Q&A
WHAT DOES NETCREATIONS DO?
NetCreations Inc.(Nasdaq: NTCR) is based in New York City and is a publicly
traded company that provides opt-in e-mail marketing services, specializing in
email address list management, brokerage and delivery. Its technology enables
marketers to direct real-time promotional campaigns to consumers who have
elected to receive email messages in any of over 3,000 topical categories. The
company obtains names exclusively through its www.postmasterdirect.com Web site
and from over 350 third-party partner Web sites. Combined, these partner web
sites represent over 15 million double opt-in names in the NetCreations
database, which is currently growing at an average rate of 50,000 double opt-in
email addresses per day. NetCreations generates revenues from over 2,000
marketers who pay for the opportunity to email profiled subsections of the
NetCreations database.
WHAT BENEFITS DOES THIS MERGER BRING TO DOUBLECLICK?
With NetCreations proven track record and DoubleClick's brand name and extensive
relationships with online marketers, this merger will create the dominant List
Services and List Management business. DoubleClick has been aggressively
developing its email marketing services and this transaction will add over 15
million opt-in email names to DoubleClick's expanding list of 7 million opt-in
names and give DoubleClick access to NetCreations relationship with over 350
leading partner Web sites. Also, DoubleClick will now be able to offer its
customers a choice between single opt-in and double opt-in email names to use
for online marketing campaigns.
WHAT BENEFITS DOES THIS MERGER BRING TO NETCREATIONS?
NetCreations will benefit from DoubleClick's international presence with sales
offices in over 22 countries and relationship with over 5,000 advertisers which
to market its database of 15 million opt-in email names -20% of which are
international names.
Also, by leveraging DoubleClick's DARTMail publisher, which has the ability to
deliver 500M messages a day --30% more than our nearest competitor-- means that
NetCreations clients can be assured that our email delivery system can scale to
whatever volume of emails they need to deliver.
WHAT CLIENTS DOES NETCREATIONS WORK WITH AND HOW DO THEY USE THE DATABASE?
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Through its PostMasterDirect.com service, NetCreations has sent email messages
on behalf of over 3,000 direct marketing clients, ranging from large companies,
such as Dell Computer, Compaq, J. Crew and Ziff-Davis, to small retailers
selling items over the Internet.
NetCreations also manages opt-in email lists for more than 350 third-party Web
sites including internet.com, About.com, CBS SportsLine, CNET and Network
Solutions.
NETCREATIONS CURRENTLY GATHERS EMAIL NAMES BY DOUBLE OPT-IN WHILE DOUBLECLICK
GATHERS NAMES BY SINGLE OPT-IN. WITH THESE VERY DIFFERENT BUSINESS PRACTICES,
WILL DOUBLECLICK CONTINUE TO OFFER DOUBLE OPT-IN NAMES?
DoubleClick and NetCreations pride themselves on the trust they have earned in
the online community. The NetCreations database of names will continue to be
gathered on a double opt-in basis. DoubleClick is committed to providing our
customers with the choice to determine which types of email names are the most
effective for their marketing campaigns. Upon completion of this merger,
DoubleClick will be able to provide its customers with both single opt-in and
double opt-in email names.
HOW DOES NETCREATIONS OBTAIN E-MAIL ADDRESSES?
NetCreations gathers unique double opt-in email addresses from its
PostMasterDirect.com Web site and it aggregates opt-in names from its
partnership with over 350 leading third party Web sites. Its database contains
targeted email lists in more than 3,000 topical categories, from consumer lists
to business-to-business.
WHAT OTHER TYPES OF INFORMATION IS COLLECTED FROM CONSUMERS?
Consumers check specific categories in which they would like to receive
information and offers via email. All users opt-in and give their email
addresses, interests, and online purchasing habits.
WILL THIS TRANSACTION CHANGE DOUBLECLICK'S RELATIONSHIP WITH RECA?
No. Along with fifteen of the nation's top email service bureaus, DoubleClick
has formed the Responsible Electronic Communication Alliance (RECA) to promote
professional standards for online communication and marketing. This coalition is
working on industry-wide messaging and e-commerce benchmarks designed to respect
consumer privacy and the needs of Internet Service Providers (ISPs).
WILL OUR SALES FORCE SELL NETCREATIONS EMAIL NAMES?
Once the merger is complete, DoubleClick's List Services sales force will be
able to offer its clients both double opt-in names from the NetCreations
database and single opt-in names from DoubleClick's database.
WHY ACQUIRE NETCREATIONS AND NOT DO A JOINT VENTURE?
DoubleClick and NetCreations are both focused on bringing the right message to
the right consumer at the right time. Being that our models are similar and we
have been aggressively developing our email marketing services, an acquisition
made much more sense than a joint venture.
WILL THIS AFFECT DOUBLECLICK'S PRICING STRUCTURE?
We're not able to comment on pricing until we've completed development of these
new products.
HOW MANY EMPLOYEES DOES NETCREATIONS HAVE?
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NetCreations currently has 60 employees all based in New York City.
WILL THERE BE ANY MANAGEMENT CHANGES AT NETCREATIONS?
Ms. Resnick will continue to be CEO of NetCreations until the merger is
finalized, and will then continue to work on the development of email
products as Vice President, Corporate Development, Email. In addition,
Ms. Resnick will work with DoubleClick's Privacy Advisory Board.
ADDITIONAL INFORMATION:
The URL for NetCreations is: WWW.NETCREATIONS.COM
Cautionary Note Regarding Forward-Looking Statements under the Private
Securities Litigation Reform Act of 1995: This news release contains statements
of a forward-looking nature relating to the future events or the future
financial results of DoubleClick. Investors are cautioned that such statements
are only predictions and that actual events or results may differ materially.
Such forward-looking statements include, but are not limited to, statements
regarding the likelihood and timing of the closing, the expected benefits of the
merger, the ability of the combined company to successfully develop and supply
products after the merger, and the future growth of the markets served by the
companies. In evaluating such statements, investors should specifically consider
the various factors which could cause actual events or results to differ
materially from those indicated from such forward-looking statements, including
the matters set forth in DoubleClick's reports and documents filed from time to
time with the Securities and Exchange Commission.
Additional Information and Where to Find It: It is expected that DoubleClick
will file a Registration Statement on Form S-4 with the Securities and Exchange
Commission and NetCreations will file a proxy statement with the SEC in
connection with the Merger, and that DoubleClick and NetCreations will mail a
Proxy Statement/Prospectus to stockholders of NetCreations containing
information about the Merger. Investors and security holders are urged to read
the Registration Statement and the Proxy Statement/Prospectus carefully when
they are available. The Registration Statement and the Proxy
Statement/Prospectus will contain important information about DoubleClick,
NetCreations, the Merger, the persons soliciting proxies relating to the Merger,
their interests in the Merger, and related matters. Investors and security
holders will be able to obtain free copies of these documents, once available,
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 Proxy Statement/Prospectus,
once available, and DoubleClick's other SEC filings may be obtained from
DoubleClick by directing a request through the Investors Relations portion of
DoubleClick's website at http://www.doubleclick.net or by mail to DoubleClick
Inc., 450 West 33rd Street, New York, NY 10001, Attention: Investor Relations,
Telephone: (212) 683-0001. Free copies of the Proxy Statement/Prospectus, once
available, and NetCreations other SEC filings may be obtained from NetCreations,
Inc. by directing a request through the Investors Relations portion of
NetCreations, Inc.'s website at http://www.netcreations.com or by mail to
NetCreations, Inc. 379 West Broadway, Suite 202, New York, NY 10012 Attention:
Investor Relations, Telephone: (212) 625-1370.
In addition to the Registration Statement and the Proxy
Statement/Prospectus, DoubleClick and NetCreations 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 DoubleClick
or NetCreations at the SEC public reference rooms at 450 Fifth Street, N.W.,
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 1-800-SEC-0330
for further information on the public reference rooms. DoubleClick's and
NetCreations, Inc.'s 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.
Participants in Solicitation: NetCreations, Inc. and DoubleClick and their
respective directors, executive officers and certain other members of management
and employees may be soliciting proxies from NetCreations, Inc.'s stockholders
in favor of the adoption of the merger agreement. A description of any interests
that NetCreations, Inc.'s and DoubleClick's directors and executive officers
have in the merger will be available in the Proxy Statement/Prospectus.
