DIGITALTHINK INC
8-K, EX-99.2, 2000-09-18
BUSINESS SERVICES, NEC
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               DigitalThink, Inc. Adopts Shareholders' Rights Plan

FOR IMMEDIATE RELEASE
September 15, 2000

San Francisco, CA - September 15, 2000 - DigitalThink, Inc. (NASDAQ: DTHK), the
leading provider of business-to-business e-learning solutions to Fortune 1000
companies, today announced that its board of directors has adopted a
Shareholders' Rights Plan.

Under the plan, DigitalThink will issue a dividend of one right for each share
of common stock - par value of $0.001 per share -- of the company held by
stockholders of record as of the close of business on October 23, 2000. The plan
is designed to assure stockholders fair value in the event of a future
unsolicited business combination or similar transaction involving the company.
DigitalThink added that the plan was not adopted in response to any attempt to
acquire the company, and that it is not aware of any such efforts.

     Each right will initially entitle stockholders to purchase a fractional
share of the company's preferred stock for $ 250.00. However, the rights are not
immediately exercisable and will become exercisable only upon the occurrence of
certain events. Upon certain other events, unless redeemed for $0.001 per right,
the rights will become exercisable by holders, other than rights held by an
unsolicited third party acquirer, for shares of the company or of the third
party acquirer having a value of twice the right's then-current exercise price.
Further details of the plan are outlined in a letter that will be mailed to
stockholders as of the record date.

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About DigitalThink:

DigitalThink is a leading provider of e-learning solutions to Fortune 1000
companies. DigitalThink offers a 100% Internet-based solution that combines
course content aligned with business objectives, a compelling, results-oriented
e-learning experience, reporting tools that allow easy tracking and ROI
measurement, and fully integrated technologies that are completely outsourced.
DigitalThink e-learning solutions are already at work boosting employee
efficiency, fostering customer loyalty and improving sales channel performance
at smart companies such as GE Capital, Charles Schwab, Circuit City, KPMG
Consulting, Cisco Systems, Adobe Systems, and Deutsche Bank. Comprehensive
information about DigitalThink can be found on the Web at www.digitalthink.com.

                                      # # #

PRESS CONTACTS:
Derek Gordon
DigitalThink, Inc.
(415) 625-4238
[email protected]

INVESTOR/FINANCE CONTACT:
Mike Pope
DigitalThink, Inc.
(415) 625-4316
[email protected]


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