INFOSPACE INC
8-K, EX-99.1, 2000-08-02
COMPUTER PROCESSING & DATA PREPARATION
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                                                                    Exhibit 99.1

     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

 .  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.

 .  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.
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 .  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.

 .  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.

 .  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 new services will include new
   integrated search services to help consumers easily and quickly find the
   information they need on any device.

 .  The combined company brings together a world-class management team with a
   depth of experience in providing leading-edge infrastructure services.

 .  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.
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"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."
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Wireless

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
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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.

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.
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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,
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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.

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.


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