MARKETING SERVICES GROUP INC
8-K/A, EX-20, 2000-06-05
BUSINESS SERVICES, NEC
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   MSGi Achieves $200 Million in Annualized Revenue With Purchase Of
                         Grizzard Communications Group
      Management Team Expanded With Appointment of Chief Operating Officer

New York, NY - March 23, 2000 - Marketing  Services Group, Inc. (Nasdaq:  MSGI),
an Internet incubator and integrated  marketing services industry leader,  today
announced the closing of its  acquisition  of Grizzard  Communications  Group, a
vertically integrated network of marketing communications companies.  Concurrent
with the closing,  MSGi also announced the  appointments  of Michael D. Dzvonik,
Sylvia Estes and Jamie Karlin to the newly created  positions of Chief Operating
Officer,   Vice  President   Human   Resources  and  Vice  President   Corporate
Communications, respectively.

On July 14, 1999,  MSGi announced the definitive  agreement to acquire  Grizzard
Communications for approximately $100 million in cash and equity.  Paribas, part
of the BNP Paribas Group,  funded $58 million in senior debt financing  relating
to the acquisition  including a revolving credit  facility.  The shareholders of
Grizzard also received 2,545,825  registered shares of MSGi valued at $19.64 per
share, subject to SEC Rule 145 trading restrictions.

For  the   calendar   years  ending   December  31,  1998  and  1999,   Grizzard
Communications   Group  reported   revenue  of  $65  million  and  $80  million,
respectively,  and adjusted EBITDA of $14.4 million and $16.5 million.  With the
addition of Grizzard, and its TABS Direct and Brand Imagination businesses, MSGi
now owns and operates ten  subsidiaries  in addition to four  minority  Internet
investments.

"The Grizzard companies fully complement the core database marketing services of
MSGi  Direct  and  leverages  the  vast  online  marketing  capabilities  of the
company's  Internet  Group,"  commented  Jeremy  Barbera,   Chairman  and  Chief
Executive Officer of MSGi. "The extensive capabilities that MSGi now offers will
present the company with significant cross-selling opportunities, and will serve
in the best interest of our newly expanded base of more than 5,000 clients."

"We are very pleased to announce the  appointments  of Michael  Dzvonik,  Sylvia
Estes and Jamie Karlin.  With the expansion of MSGi Direct, it was imperative to
bring  a  very  seasoned  professional  to our  management  team.  As the  Chief
Operating  Officer of MSGi,  Mike  Dzvonik  brings  over 30 years of  integrated
marketing experience to the company and he will play a vital role in the ongoing
integration and future growth of MSGi Direct.  Additionally,  the appointment of
Mike  Dzvonik  will  permit  me  substantially  more  time to focus on  Internet
incubation  opportunities and evaluate  potential  monetization of the company's
Internet assets."

Mike Dzvonik,  Chief Operating  Officer of MSGi said,  "While our first day as a
consolidated  business officially began today, we have spent the past six months
integrating the cultures and capabilities of the two  organizations,  which will
benefit our clients as well as our shareholders."

Michael D. Dzvonik,  Chairman and Chief Executive Officer of Grizzard, has acted
as Grizzard's  Executive Vice President since 1985, was named President in 1994,
and was elected to his recent position in 1997. He serves as the Chairman of the
Board of Directors of the Mail Advertising  Service  Association (MASA) and is a
frequent speaker at Conferences and Postal Customer  Councils.  Mr. Dzvonik will
be principally responsible for the operations of MSGi Direct.

Sylvia Estes,  Vice President Human Resources,  joined Grizzard in 1986 and will
now manage the HR needs of MSGi and its more than 1,000 full time employees. Ms.
Estes will be  responsible  for fully  integrating  all HR  programs,  including
training, development,  benefits and compensation. From 1989 to 1990, she served
as the  President  of the Society of Human  Resources  Management,  Tara Chapter
(Atlanta) and has her accreditation as Senior Professional in human resources in
the Society's National organization (SHRM).

Jamie Karlin,  Director of Corporate  Communications for MSGi has been appointed
Vice President Corporate  Communications,  where she will be responsible for the
communication  strategy  development  and  implementation,  as  well  as  public
relations and investor  relations  for all wholly owned and minority  owned MSGi
businesses.

About MSGi
Marketing  Services  Group,  Inc.  is a leader in the  Internet  incubation  and
integrated  marketing  services  industries.  MSGi  revenues have grown from $16
million in fiscal 1996 to in excess of $200 million on an annualized  basis.  GE
Capital and CMGi are  significant  shareholders  of the Company,  with ownership
interests of 16% and 9%, respectively.

MSGi has two business  divisions,  The Internet Group and The Direct Group. MSGi
Direct provides integrated  marketing services across all mediums.  The Internet
Group's  primary  focus  is  WiredEmpire  and its  Marketing  Agent  technology,
providing  Internet  marketing,  e-commerce  applications,  Web  development and
hosting,  online  ad sales  and  consulting.  The  Group's  strategic  objective
continues to focus on acquiring, investing in and incubating Internet companies.
MSGi  Direct,  which will  continue to  leverage  the  synergies  across all its
companies in marketing and technology,  provides strategic  planning,  creative,
direct   marketing,   database   marketing   and   management,    telemarketing,
telefundraising, print production, mailing and media planning and buying.

Corporate  headquarters  are located at 333 Seventh  Ave.,  New York,  NY 10001.
Telephone:  917-339-7100.  Additional  information is available on the company's
Website: http://www.msginet.com.

Matters  discussed  in this  release  include  forward-looking  statements  that
involve risks and uncertainties, and actual results may be materially different.
Factors  that could cause actual  results to differ are stated in the  company's
reports to the  Securities  and Exchange  Commission  including its 10-Q for the
period ended  December 31, 1999 and the annual  report on Form 10-K for the year
ended June 30, 1999.

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